Heritage Insurance Holdings, Inc. [__] Shares Common Stock ($ 0.0001 par value) Underwriting AgreementHeritage Insurance Holdings, LLC • May 16th, 2014 • Fire, marine & casualty insurance • New York
Heritage Insurance Holdings, Inc., a corporation organized under the laws of Delaware (together with its predecessor Heritage Insurance Holdings, LLC, a Delaware limited liability company, the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [__] shares of common stock, $0.0001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [__] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwrit
ContractHeritage Insurance Holdings, LLC • May 16th, 2014 • Fire, marine & casualty insurance
THIS WARRANT AND ANY SECURITIES ACQUIRED UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO (A) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, RULES AND REGULATIONS IN EFFECT THEREUNDER, AND ALL APPLICABLE STATE SECURITIES OR “BLUE SKY” LAWS, OR (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT, REGULATIONS AND LAWS. THIS WARRANT AND OTHER SUCH SECURITIES MAY BE TRANSFERRED ONLY IN COMPLIANCE WITH THE CONDITIONS SPECIFIED HEREIN.
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • May 16th, 2014 • Heritage Insurance Holdings, LLC • Fire, marine & casualty insurance • New York
This COMMON STOCK PURCHASE AGREEMENT (“Agreement”) is made as of May 9, 2014 (the “Effective Date”), by and between Heritage Insurance Holdings, LLC, a Delaware limited liability company (the “Company”), and Ananke Re, Ltd., a Bermuda corporation (the “Investor”).
