ACTUANT CORPORATION (a Wisconsin corporation) 2,500,000 Shares of Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 27th, 2004 • Actuant Corp • Misc industrial & commercial machinery & equipment • New York
Actuant Corporation, a Wisconsin corporation (the “Company”), confirms its agreement with Wachovia Capital Markets, LLC (“Wachovia”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Wachovia is acting as representative (in such capacity, the “Representative”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Class A Common Stock, par value $.20 per share, of the Company (“Common Stock”) set forth in said Schedule A, and with respect to the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 375,000 additional shares of Common Stock to cover over-allotments, if any. The aforesaid 2,500,000 shares of Common Stock (the
