Confirmation of Forward Stock Sale TransactionBeckman Coulter Inc • May 26th, 2009 • Laboratory analytical instruments
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between Morgan Stanley & Co. International plc (“Party A”) and Beckman Coulter, Inc. (“Party B”) on the Trade Date specified below (the “Transaction”). This confirmation constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below.
BECKMAN COULTER, INC. COMMON STOCK, PAR VALUE $0.10 PER SHARE UNDERWRITING AGREEMENTBeckman Coulter Inc • May 26th, 2009 • Laboratory analytical instruments • New York
The undersigned understands that Morgan Stanley & Co. Incorporated (“Morgan Stanley”) and Goldman, Sachs & Co. (“Goldman Sachs”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Beckman Coulter, Inc., a Delaware corporation (the “Company”), in connection with the letter agreement to be entered into between the Company and Morgan Stanley & Co. International plc, acting through Morgan Stanley as agent and the letter agreement to be entered into between the Company and Goldman Sachs, providing for the public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley and Goldman Sachs (the “Underwriters”), of shares of the Common Stock, par value $0.10 per share of the Company (the “Common Stock”).
