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Subscribers | 2001 |
Underwriting Agreement
Underwriting Agreement (84K)
Doc #418966: Click preview link for longer preview.
VULCAN MATERIALS COMPANY
DEBT SECURITIES
UNDERWRITING AGREEMENT
February 2, 2001
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Wachovia Securities, Inc.
Banc of America Securities LLC
Banc One Capital Markets, Inc.
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
From time to time Vulcan Materials Company, a New Jersey . . .
418966
|
 BofA Securities
As referenced in this Underwriting Agreement:
Banc of America Securities LLC – htm UNDERWRITING AGREEMENT
Exhibit 1.1
VULCAN MATERIALS COMPANY
DEBT SECURITIES
UNDERWRITING AGREEMENT
February 2, 2001
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Wachovia Securities, Inc.
Banc of America Securities LLC
Banc One Capital Markets, Inc.
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
From time to time Vulcan Materials Company,
_____________
BANC OF AMERICA SECURITIES LLC – III
Name: P. J. Clemens, III
Title: Executive Vice President
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
MERRILL LYNCH, PIERCE, FENNER &
SMITH INCORPORATED
WACHOVIA SECURITIES, INC.
BANC OF AMERICA SECURITIES LLC
BANC ONE CAPITAL MARKETS, INC.
By: /s/ Goldman, Sachs & Co.
(GOLDMAN, SACHS & CO.)
On behalf of each of the Underwriters
ANNEX I
PRICING AGREEMENT
Goldman, Sachs &
_____________
Banc of America Securities LLC – Agreement, dated February ___, 2001 (the "Underwriting Agreement"), between the Company on the one hand and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wachovia Securities, Inc., Banc of America Securities LLC , and Banc One Capital Markets, Inc., on the other hand, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters") the Securities specified in Schedule
_____________
dt 1355270
;
|
Banc One Capital
As referenced in this Underwriting Agreement:
Banc One Capital Markets, Inc – 1
VULCAN MATERIALS COMPANY
DEBT SECURITIES
UNDERWRITING AGREEMENT
February 2, 2001
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Wachovia Securities, Inc.
Banc of America Securities LLC
Banc One Capital Markets, Inc .
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
From time to time Vulcan Materials Company, a New Jersey corporation (the "
_____________
BANC ONE CAPITAL MARKETS, INC – III
Title: Executive Vice President
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
MERRILL LYNCH, PIERCE, FENNER &
SMITH INCORPORATED
WACHOVIA SECURITIES, INC.
BANC OF AMERICA SECURITIES LLC
BANC ONE CAPITAL MARKETS, INC .
By: /s/ Goldman, Sachs & Co.
(GOLDMAN, SACHS & CO.)
On behalf of each of the Underwriters
ANNEX I
PRICING AGREEMENT
Goldman, Sachs & Co.
85 Broad Street
New
_____________
Banc One Capital Markets, Inc – Underwriting Agreement"), between the Company on the one hand and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wachovia Securities, Inc., Banc of America Securities LLC, and Banc One Capital Markets, Inc ., on the other hand, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters") the Securities specified in Schedule II hereto (the "Designated Securities"). Each
_____________
dt 1394747
;
Wachovia
As referenced in this Underwriting Agreement:
Wachovia Securities, Inc – 2 exh1-1underwriting.htm UNDERWRITING AGREEMENT
Exhibit 1.1
VULCAN MATERIALS COMPANY
DEBT SECURITIES
UNDERWRITING AGREEMENT
February 2, 2001
Goldman, Sachs & Co.
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Wachovia Securities, Inc .
Banc of America Securities LLC
Banc One Capital Markets, Inc.
c/o Goldman, Sachs & Co.
85 Broad Street
New York, New York 10004
Ladies and Gentlemen:
From time
_____________
WACHOVIA SECURITIES, INC – P. J. Clemens, III
Name: P. J. Clemens, III
Title: Executive Vice President
Accepted as of the date hereof:
GOLDMAN, SACHS & CO.
MERRILL LYNCH, PIERCE, FENNER &
SMITH INCORPORATED
WACHOVIA SECURITIES, INC .
BANC OF AMERICA SECURITIES LLC
BANC ONE CAPITAL MARKETS, INC.
By: /s/ Goldman, Sachs & Co.
(GOLDMAN, SACHS & CO.)
On behalf of each of the Underwriters
ANNEX I
_____________
Wachovia Securities, Inc – in the Underwriting Agreement, dated February ___, 2001 (the "Underwriting Agreement"), between the Company on the one hand and Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wachovia Securities, Inc ., Banc of America Securities LLC, and Banc One Capital Markets, Inc., on the other hand, to issue and sell to the Underwriters named in Schedule I hereto (the "Underwriters")
_____________
dt 1411663
|
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Subscribers | 2003 |
Underwriting Agreement
Underwriting Agreement (91K)
Doc #426094: Click preview link for longer preview.
UNDERWRITING AGREEMENT
October 1, 2003
CENTEX CORPORATION
2728 North Harwood Street
Dallas, Texas 75201
Ladies and Gentlemen:
We (the �Representatives�) are acting on behalf of the underwriter or underwriters (including ourselves) named below (such underwriter or underwriters being herein called the �Underwriters�), and we understand that Centex Corporation, a Nevada corporation (the �Company�), proposes to issue and sell $300,000,000 aggregate principal amount of 5.125% Senior Notes due 2013 (the �Securities�). The . . .
426094
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Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes
Nevada general partnership
Centex Financial Services, Inc.
Nevada corporation
Centex Home Equity Company, LLC
Delaware limited liability company
CTX Mortgage Company, LLC
Delaware limited liability company
Centex Construction Products, Inc .*
Delaware corporation
Centex Construction Group, Inc.
Nevada corporation
Centex-Rooney Construction Co., Inc.
Florida corporation
Centex Rodgers, Inc.
Nevada corporation
Centex Construction Company, Inc.
Nevada corporation
Centex Engineering &
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc.
Florida corporation
Centex Rodgers, Inc.
Nevada corporation
Centex Construction Company, Inc.
Nevada corporation
Centex Engineering & Construction, Inc.
Nevada corporation
* Centex Corporation owned 64.87% of Centex Construction Products, Inc . as of July 21, 2003.
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer and Secretary of the Company]
Raymond G. Smerge, Executive Vice President, Chief
_____________
dt 1535938
;
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes
Nevada general partnership
Centex Financial Services, Inc.
Nevada corporation
Centex Home Equity Company, LLC
Delaware limited liability company
CTX Mortgage Company, LLC
Delaware limited liability company
Centex Construction Products, Inc .*
Delaware corporation
Centex Construction Group, Inc.
Nevada corporation
Centex-Rooney Construction Co., Inc.
Florida corporation
Centex Rodgers, Inc.
Nevada corporation
Centex Construction Company, Inc.
Nevada corporation
Centex Engineering &
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc.
Florida corporation
Centex Rodgers, Inc.
Nevada corporation
Centex Construction Company, Inc.
Nevada corporation
Centex Engineering & Construction, Inc.
Nevada corporation
* Centex Corporation owned 64.87% of Centex Construction Products, Inc . as of July 21, 2003.
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer and Secretary of the Company]
Raymond G. Smerge, Executive Vice President, Chief
_____________
dt 1535938
;
|
BofA Securities
As referenced in this Underwriting Agreement:
Banc of America Securities LLC – 2003 to the date of payment and delivery:
Principal Amount
Name of Underwriter
of Securities
Citigroup Global Markets Inc.
$
105,000,000
J.P. Morgan Securities Inc.
105,000,000
Banc of America Securities LLC
30,000,000
Banc One Capital Markets, Inc.
30,000,000
Credit Lyonnais Securities (USA) Inc.
30,000,000
Total
$
300,000,000
The Underwriters will pay for the
_____________
BANC OF AMERICA SECURITIES LLC – above in the space set forth below.
Very truly yours,
CITIGROUP GLOBAL MARKETS INC.
Acting on behalf of itself and the several
Underwriters named herein
J.P. MORGAN SECURITIES INC.
BANC OF AMERICA SECURITIES LLC
BANC ONE CAPITAL MARKETS, INC.
CREDIT LYONNAIS SECURITIES (USA) INC.
By: Citigroup Global Markets Inc.
By:
/s/ Michael S. Weiss
Name: Michael S. Weiss
Title: Vice President
CENTEX CORPORATION
_____________
dt 1355341
;
Banc One Capital
As referenced in this Underwriting Agreement:
Banc One Capital Markets, Inc – Principal Amount
Name of Underwriter
of Securities
Citigroup Global Markets Inc.
$
105,000,000
J.P. Morgan Securities Inc.
105,000,000
Banc of America Securities LLC
30,000,000
Banc One Capital Markets, Inc .
30,000,000
Credit Lyonnais Securities (USA) Inc.
30,000,000
Total
$
300,000,000
The Underwriters will pay for the Securities upon delivery thereof at the location identified
_____________
BANC ONE CAPITAL MARKETS, INC – forth below.
Very truly yours,
CITIGROUP GLOBAL MARKETS INC.
Acting on behalf of itself and the several
Underwriters named herein
J.P. MORGAN SECURITIES INC.
BANC OF AMERICA SECURITIES LLC
BANC ONE CAPITAL MARKETS, INC .
CREDIT LYONNAIS SECURITIES (USA) INC.
By: Citigroup Global Markets Inc.
By:
/s/ Michael S. Weiss
Name: Michael S. Weiss
Title: Vice President
CENTEX CORPORATION
By:
/s/ Lawrence Angelilli
Name:
_____________
dt 1394769
;
More... |
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Subscribers | 2003 |
Underwriting Agreement
Underwriting Agreement (102K)
Doc #426143: Click preview link for longer preview.
UNDERWRITING AGREEMENT
January 23, 2003
CENTEX CORPORATION
2728 North Harwood Street
Dallas, Texas 75201
Ladies and Gentlemen:
We (the "REPRESENTATIVES") are acting on behalf of the
underwriter or underwriters (including ourselves) named below (such underwriter
or underwriters being herein called the "UNDERWRITERS"), and we understand that
Centex Corporation, a Nevada corporation (the "COMPANY"), proposes to issue and
sell $300,000,000 aggregate principal amount of 4.750% Senior Notes due 2008
(the "SECURITIES"). The Securities will be issued pursuant to the provisions of
the Indenture dated as of October 1, 1998 (such Indenture insofar as it relates
to the Securities and as the same has been or shall be supplemented to the
Closing Date (as defined herein), including by Indenture Supplement No. 12 to be
dated the Closing Date) (the "INDENTURE") between the Company and JPMorgan Chase
Bank (formerly known as The Chase Manhattan Bank), as trustee (the "TRUSTEE").
Subject to the terms and conditions set forth or incorporated
by reference herein, the Company hereby agrees to sell and the Underwriters
agree to purchase, severally and not jointly, the respective principal amounts
of Securities set forth below opposite their names at a purchase price of
99.258% of the principal amount of Securities plus accrued interest, from
January 28, 2003 to the date of payment and delivery:
{PAGE}
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
Salomon Smith Barney Inc. $180,000,000
Banc of America Securities LLC 30,000,000
Credit Suisse First Boston LLC 30,000,000
J.P. Morgan Securities Inc. 30,000,000
Banc One Capital Markets, Inc. 15,000,000
Credit Lyonnais Securities (USA) Inc. 15,000,000
Total $300,000,000
============
{/Table}
The Underwriters will pay for the Securities upon delivery
thereof at the location identified below at 10:00 a.m. (New York time) on
January 28, 2003, or at such other time or date, not later than seven full
business days thereafter, as shall be agreed upon by the Company and the
Representatives. The time and date of such payment and delivery are hereinafter
referred to as the "Closing Date."
The Securities shall have the terms set forth in the
Prospectus dated March 1, 2002 and the Prospectus Supplement dated January 23,
2003, including the following:
{Table}
{S} {C}
Representative(s) and address(es):
Salomon Smith Barney Inc.
388 Greenwich Street
New York, New York 10013
Attn: Office of General Counsel
(telecopy no.: 212-816-0915)
Certain Terms of the Securities:
Title of Securities: 4.750% Senior Notes due 2008
Aggregate Principal Amount of Securities: $300,000,000
Maturity Date: January 15, 2008
Interest Rate: 4.750%
Interest January 15 and
Payment Dates: July 15,
commencing July 15, 2003
Record Dates: January 1 and July 1
{/Table}
2
{PAGE}
{Table}
{S} {C}
Redemption Provisions: The Company may redeem the Securities in
whole or in part at a make-whole price as set
forth in the Prospectus Supplement.
Repayment Provisions: None.
Transfer Agent and Registrar: JPMorgan Chase Bank
Closing Date and Location: January 28, 2003
Milbank, Tweed, Hadley & McCloy LLP
One Chase Manhattan Plaza
New York, NY 10005
{/Table}
The Securities are to be offered to the public at the Initial Public Offering
Price specified below, and to dealers at prices which represent concessions not
in excess of the Dealer Concession set forth below, and the Underwriters may
allow and such dealers may reallow concessions not in excess of the Reallowance
concession set forth below:
{Table}
{S} {C}
Initial Public Offering Price: 99.858% of the principal amount of the
Securities plus accrued interest, if any,
from January 28, 2003
Dealer Concession: 0.35% of the principal amount of the
Securities
Reallowance Concession: 0.25% of the principal amount of the
Securities
{/Table}
The parties hereto acknowledge and agree that the
Underwriters' Information consists solely of the following information in any
Preliminary Prospectus and the Prospectus: the third, fifth and sixth paragraphs
of text under the caption "Underwriting" in the Prospectus Supplement and the
third and fourth sentences in the seventh paragraph of text under the caption
"Underwriting" in the Prospectus Supplement.
All provisions contained in the document entitled Centex
Corporation Underwriting Agreement Standard Provisions (Debt Securities) dated
January 23, 2003, are herein incorporated by reference in their entirety and
shall be deemed to be a part of this Agreement to the same extent as if such
provisions had been set forth in full herein, except that if any term defined in
such document is otherwise defined herein, the definition set forth herein shall
control.
This Agreement may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.
3
{PAGE}
Please confirm your agreement by having an authorized officer
sign a copy of this Agreement as of the date first set forth above in the space
set forth below.
Very truly yours,
SALOMON SMITH BARNEY INC.
Acting on behalf of itself and the
several Underwriters named herein
BANC OF AMERICA SECURITIES LLC
CREDIT SUISSE FIRST BOSTON LLC
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC.
CREDIT LYONNAIS SECURITIES (USA) INC.
By: Salomon Smith Barney Inc.
By: /s/ BRIAN THOMAS
------------------------------------
Name: Brian Thomas
Title: Vice President
CENTEX CORPORATION
By: /s/ LELDON E. ECHOLS
-----------------------------
Name: Leldon E. Echols
Title: Executive Vice President
and Chief Financial Officer
4
{PAGE}
CENTEX CORPORATION
UNDERWRITING AGREEMENT
STANDARD PROVISIONS
(DEBT SECURITIES)
January 23, 2003
From time to time, Centex Corporation, a Nevada corporation
(the "Company"), may enter into one or more underwriting agreements that provide
for the sale of designated securities to the several underwriters named therein.
The standard provisions hereof set forth herein may be incorporated by reference
in any such underwriting agreement (an "Underwriting Agreement"). The
426143
|
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes Nevada general partnership
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Engineering & Construction,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Engineering & Construction, Inc. Nevada corporation
{/Table}
----------
* Centex Corporation owned 65.1% of Centex Construction Products, Inc . as of
December 31, 2002.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535943
;
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes Nevada general partnership
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Engineering & Construction,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Engineering & Construction, Inc. Nevada corporation
{/Table}
----------
* Centex Corporation owned 65.1% of Centex Construction Products, Inc . as of
December 31, 2002.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535943
;
|
BofA Securities
As referenced in this Underwriting Agreement:
Banc of America Securities LLC – from
January 28, 2003 to the date of payment and delivery:
{PAGE}
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
Salomon Smith Barney Inc. $180,000,000
Banc of America Securities LLC 30,000,000
Credit Suisse First Boston LLC 30,000,000
J.P. Morgan Securities Inc. 30,000,000
Banc One Capital Markets, Inc. 15,000,000
Credit Lyonnais
_____________
BANC OF AMERICA SECURITIES LLC – the date first set forth above in the space
set forth below.
Very truly yours,
SALOMON SMITH BARNEY INC.
Acting on behalf of itself and the
several Underwriters named herein
BANC OF AMERICA SECURITIES LLC
CREDIT SUISSE FIRST BOSTON LLC
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC.
CREDIT LYONNAIS SECURITIES (USA) INC.
By: Salomon Smith Barney Inc.
By: /s/ BRIAN THOMAS
------------------------------------
_____________
dt 1355342
;
Banc One Capital
As referenced in this Underwriting Agreement:
Banc One Capital Markets, Inc – Smith Barney Inc. $180,000,000
Banc of America Securities LLC 30,000,000
Credit Suisse First Boston LLC 30,000,000
J.P. Morgan Securities Inc. 30,000,000
Banc One Capital Markets, Inc . 15,000,000
Credit Lyonnais Securities (USA) Inc. 15,000,000
Total $300,000,000
============
{/Table}
The Underwriters will pay for the Securities upon delivery
thereof at the location
_____________
BANC ONE CAPITAL MARKETS, INC – SALOMON SMITH BARNEY INC.
Acting on behalf of itself and the
several Underwriters named herein
BANC OF AMERICA SECURITIES LLC
CREDIT SUISSE FIRST BOSTON LLC
J.P. MORGAN SECURITIES INC.
BANC ONE CAPITAL MARKETS, INC .
CREDIT LYONNAIS SECURITIES (USA) INC.
By: Salomon Smith Barney Inc.
By: /s/ BRIAN THOMAS
------------------------------------
Name: Brian Thomas
Title: Vice President
CENTEX CORPORATION
By: /s/ LELDON E. ECHOLS
-----------------------------
Name: Leldon
_____________
dt 1394770
;
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Subscribers | 2002 |
Underwriting Agreement
Underwriting Agreement (102K)
Doc #426162: Click preview link for longer preview.
UNDERWRITING AGREEMENT
September 17, 2002
CENTEX CORPORATION
2728 North Harwood Street
Dallas, Texas 75201
Ladies and Gentlemen:
We (the "REPRESENTATIVES") are acting on behalf of the
underwriter or underwriters (including ourselves) named below (such underwriter
or underwriters being herein called the "UNDERWRITERS"), and we understand that
Centex Corporation, a Nevada corporation (the "COMPANY"), proposes to issue and
sell $225,000,000 aggregate principal amount of 5.80% Notes due 2009 (the
"SECURITIES"). The Securities will be issued pursuant to the provisions of the
Indenture dated as of October 1, 1998 (such Indenture insofar as it relates to
the Securities and as the same has been or shall be supplemented to the Closing
Date (as defined herein), including by Indenture Supplement No. 10 to be dated
the Closing Date) (the "INDENTURE") between the Company and JPMorgan Chase Bank
(formerly known as The Chase Manhattan Bank), as trustee (the "TRUSTEE").
Subject to the terms and conditions set forth or incorporated
by reference herein, the Company hereby agrees to sell and the Underwriters
agree to purchase, severally and not jointly, the respective principal amounts
of Securities set forth below opposite their names at a purchase price of
99.025% of the principal amount of Securities plus accrued interest, from
September 20, 2002 to the date of payment and delivery:
{PAGE}
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
J.P. Morgan Securities Inc. $ 135,000,000
Banc of America Securities LLC 22,500,000
Credit Suisse First Boston Corporation 22,500,000
Salomon Smith Barney Inc. 22,500,000
Banc One Capital Markets, Inc. 11,250,000
Credit Lyonnais Securities (USA) Inc. 11,250,000
Total $ 225,000,000
=============
{/Table}
The Underwriters will pay for the Securities upon delivery
thereof at the location identified below at 10:00 a.m. (New York time) on
September 20, 2002, or at such other time or date, not later than seven full
business days thereafter, as shall be agreed upon by the Company and the
Representatives. The time and date of such payment and delivery are hereinafter
referred to as the "Closing Date."
The Securities shall have the terms set forth in the
Prospectus dated March 1, 2002 and the Prospectus Supplement dated September 17,
2002, including the following:
Representative(s) and address(es):
J.P. Morgan Securities Inc.
270 Park Avenue
7th Floor
New York, New York 10017
Attn: Transaction Execution Group
(telecopy no.: 212-834-6702)
Certain Terms of the Securities:
Title of Securities: 5.80% Notes due 2009
Aggregate Principal Amount of Securities: $225,000,000
Maturity Date: September 15, 2009
Interest Rate: 5.80%
Interest March 15 and
Payment Dates: September 15,
commencing March 15, 2003
Record Dates: March 1 and September 1
2
{PAGE}
{Table}
{S} {C}
Redemption Provisions: The Company may redeem the Securities in whole
or in part at a make-whole price as set forth in the
Prospectus Supplement.
Repayment Provisions: None.
Transfer Agent and Registrar: JPMorgan Chase Bank
Closing Date and Location: September 20, 2002
Milbank, Tweed, Hadley & McCloy LLP
One Chase Manhattan Plaza
New York, NY 10005
{/Table}
The Securities are to be offered to the public at the Initial Public Offering
Price specified below, and to dealers at prices which represent concessions not
in excess of the Dealer Concession set forth below, and the Underwriters may
allow and such dealers may reallow concessions not in excess of the Reallowance
concession set forth below:
{Table}
{S} {C}
Initial Public Offering Price: 99.650% of the principal amount of the
Securities plus accrued interest, if any, from
September 20, 2002
Dealer Concession: 0.375% of the principal amount of the
Securities
Reallowance Concession: 0.250% of the principal amount of the
Securities
{/Table}
The parties hereto acknowledge and agree that the
Underwriters' Information consists solely of the following information in any
Preliminary Prospectus and the Prospectus: the third, fifth, sixth and ninth
paragraphs of text under the caption "Underwriting" in the Prospectus Supplement
and the third and fourth sentences in the seventh paragraph of text under the
caption "Underwriting" in the Prospectus Supplement.
All provisions contained in the document entitled Centex
Corporation Underwriting Agreement Standard Provisions (Debt Securities) dated
September 17, 2002, are herein incorporated by reference in their entirety and
shall be deemed to be a part of this Agreement to the same extent as if such
provisions had been set forth in full herein, except that if any term defined in
such document is otherwise defined herein, the definition set forth herein shall
control.
This Agreement may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.
3
{PAGE}
Please confirm your agreement by having an authorized officer
sign a copy of this Agreement as of the date first set forth above in the space
set forth below.
Very truly yours,
Acting on behalf of itself and the several
Underwriters named herein
J.P. MORGAN SECURITIES INC.
By: /s/ HUW RICHARDS
--------------------------
Name: Huw Richards
Title: Managing Director
CENTEX CORPORATION
By: /s/ LARRY ANGELILLI
-------------------------
Name: Larry Angelilli
Title: Senior Vice President-Finance
4
{PAGE}
CENTEX CORPORATION
UNDERWRITING AGREEMENT
STANDARD PROVISIONS
(DEBT SECURITIES)
September 17, 2002
From time to time, Centex Corporation, a Nevada corporation
(the "Company"), may enter into one or more underwriting agreements that provide
for the sale of designated securities to the several underwriters named therein.
The standard provisions hereof set forth herein may be incorporated by reference
in any such underwriting agreement (an "Underwriting Agreement"). The
Underwriting Agreement, including the provisions hereof incorporated therein by
reference, is herein sometimes referred to as this "Agreement". Terms defined in
the Underwriting Agreement are used herein as therein defined.
426162
|
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes Nevada general partnership
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
{/Table}
----------
* Centex Corporation owned 64.6% of Centex Construction Products, Inc . as of
June 30, 2002.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535945
;
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Nevada corporation
Centex Homes Nevada general partnership
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
{/Table}
----------
* Centex Corporation owned 64.6% of Centex Construction Products, Inc . as of
June 30, 2002.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535945
;
|
BofA Securities
As referenced in this Underwriting Agreement:
Banc of America Securities LLC – September 20, 2002 to the date of payment and delivery:
{PAGE}
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
J.P. Morgan Securities Inc. $ 135,000,000
Banc of America Securities LLC 22,500,000
Credit Suisse First Boston Corporation 22,500,000
Salomon Smith Barney Inc. 22,500,000
Banc One Capital Markets, Inc. 11,250,000
Credit Lyonnais Securities (
_____________
dt 1355344
;
Banc One Capital
As referenced in this Underwriting Agreement:
Banc One Capital Markets, Inc – P. Morgan Securities Inc. $ 135,000,000
Banc of America Securities LLC 22,500,000
Credit Suisse First Boston Corporation 22,500,000
Salomon Smith Barney Inc. 22,500,000
Banc One Capital Markets, Inc . 11,250,000
Credit Lyonnais Securities (USA) Inc. 11,250,000
Total $ 225,000,000
=============
{/Table}
The Underwriters will pay for the Securities upon delivery
thereof at the location
_____________
dt 1394771
;
More... |
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Subscribers | 2002 |
Underwriting Agreement
Underwriting Agreement (100K)
Doc #426190: Click preview link for longer preview.
UNDERWRITING AGREEMENT
January 8, 2002
CENTEX CORPORATION
2728 North Harwood Street
Dallas, Texas 75201
Ladies and Gentlemen:
We (the "REPRESENTATIVES") are acting on behalf of the
underwriter or underwriters (including ourselves) named below (such underwriter
or underwriters being herein called the "UNDERWRITERS"), and we understand that
Centex Corporation, a Nevada corporation (the "COMPANY"), proposes to issue and
sell $350,000,000 aggregate principal amount of 7 1/2% Notes due 2012 (the
"SECURITIES"). The Securities will be issued pursuant to the provisions of the
Indenture dated as of October 1, 1998 (such Indenture insofar as it relates to
the Securities and as the same has been or shall be supplemented to the Closing
Date (as defined herein), including by Indenture Supplement No. 9 to be dated
the Closing Date) (the "INDENTURE") between the Company and JPMorgan Chase Bank
(formerly known as The Chase Manhattan Bank), as trustee (the "TRUSTEE").
Subject to the terms and conditions set forth or incorporated
by reference herein, the Company hereby agrees to sell and the Underwriters
agree to purchase, severally and not jointly, the respective principal amounts
of Securities set forth below opposite their names at a purchase price of
98.746% of the principal amount of Securities plus accrued interest, from
January 11, 2002 to the date of payment and delivery:
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
J.P. Morgan Securities Inc. $175,000,000
Salomon Smith Barney Inc. $175,000,000
------------
Total $350,000,000
============
{/Table}
{PAGE}
The Underwriters will pay for the Securities upon delivery
thereof at the location identified below at 10:00 a.m. (New York time) on
January 11, 2002, or at such other time or date, not later than seven full
business days thereafter, as shall be agreed upon by the Company and the
Representatives. The time and date of such payment and delivery are hereinafter
referred to as the "Closing Date."
The Securities shall have the terms set forth in the
Prospectus dated December 7, 2000 and the Prospectus Supplement dated January 8,
2002, including the following:
Representative(s) and address(es):
J.P. Morgan Securities Inc.
270 Park Avenue
9th Floor
New York, New York 10017
Attn: Transaction Execution Group
(telecopy no.: 212-834-6702)
Salomon Smith Barney Inc.
388 Greenwich Street
New York, New York 10013
Attn: Office of General Counsel
(telecopy no.: 212-816-0915)
Certain Terms of the Securities:
Title of Securities: 7 1/2% Notes due 2012
Aggregate Principal Amount of Securities: $350,000,000
Maturity Date: January 15, 2012
Interest Rate: 7.500%
Interest January 15 and
Payment Dates: July 15,
commencing July 15, 2002
Record Dates: January 1 and July 1
Redemption Provisions: The Company may redeem the
Securities in whole or in part at a
make-whole price as set forth in
the Prospectus Supplement.
Repayment Provisions: None.
Transfer Agent and Registrar: JPMorgan Chase Bank
Closing Date and Location: January 11, 2002
Milbank, Tweed, Hadley & McCloy LLP
One Chase Manhattan Plaza
New York, NY 10005
{PAGE}
The Securities are to be offered to the public at the Initial Public Offering
Price specified below, and to dealers at prices which represent concessions not
in excess of the Dealer Concession set forth below, and the Underwriters may
allow and such dealers may reallow concessions not in excess of the Reallowance
concession set forth below:
Initial Public Offering Price: 99.396% of the principal amount of the
Securities plus accrued interest, if
any, from January 11, 2002
Dealer Concession: 0.400% of the principal amount of the
Securities
Reallowance Concession: 0.250% of the principal amount of the
Securities
The parties hereto acknowledge and agree that the
Underwriters' Information consists solely of the following information in any
Preliminary Prospectus and the Prospectus: the third, fifth, sixth and ninth
paragraphs of text under the caption "Underwriting" in the Prospectus Supplement
and the third and fourth sentences in the seventh paragraph of text under the
caption "Underwriting" in the Prospectus Supplement.
All provisions contained in the document entitled Centex
Corporation Underwriting Agreement Standard Provisions (Debt Securities) dated
January 8, 2002, are herein incorporated by reference in their entirety and
shall be deemed to be a part of this Agreement to the same extent as if such
provisions had been set forth in full herein, except that if any term defined in
such document is otherwise defined herein, the definition set forth herein shall
control.
This Agreement may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.
{PAGE}
Please confirm your agreement by having an authorized officer
sign a copy of this Agreement as of the date first set forth above in the space
set forth below.
Very truly yours,
Acting on behalf of themselves and the several
Underwriters named herein
J.P. MORGAN SECURITIES INC.
By: /s/ Huw Richards
--------------------------------------
Name: Huw Richards
Title: Vice President
SALOMON SMITH BARNEY INC.
By: /s/ Mustafa Kirdar
--------------------------------------
Name: Mustafa Kirdar
Title: Vice President
CENTEX CORPORATION
By: /s/ Lawrence Angelilli
--------------------------------------
Name: Lawrence Angelilli
Title: Senior Vice President - Finance
{PAGE}
CENTEX CORPORATION
UNDERWRITING AGREEMENT
STANDARD PROVISIONS
(DEBT SECURITIES)
January 8, 2002
From time to time, Centex Corporation, a Nevada corporation
(the "Company"), may enter into one or more underwriting agreements that provide
for the sale of designated securities to the several underwriters named therein.
The standard provisions hereof set forth herein may be incorporated by reference
in any such underwriting agreement (an "Underwriting Agreement"). The
Underwriting Agreement, including the provisions hereof incorporated therein by
reference, is herein sometimes referred to as this "Agreement". Terms defined in
426190
|
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – CRG Holdings, LLC Delaware limited liability company
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
Centex Home Services Company Nevada corporation
{/Table}
----------
* Centex Corporation owned 65.2% of Centex Construction Products, Inc . as
of September 30, 2001.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535946
;
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – CRG Holdings, LLC Delaware limited liability company
Centex Financial Services, Inc. Nevada corporation
Centex Home Equity Company, LLC Delaware limited liability company
CTX Mortgage Company, LLC Delaware limited liability company
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
Centex Home Services Company Nevada corporation
{/Table}
----------
* Centex Corporation owned 65.2% of Centex Construction Products, Inc . as
of September 30, 2001.
{PAGE}
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice President,
_____________
dt 1535946
;
|
Chase Manhattan
As referenced in this Underwriting Agreement:
Chase Manhattan Bank) – Closing
Date (as defined herein), including by Indenture Supplement No. 9 to be dated
the Closing Date) (the "INDENTURE") between the Company and JPMorgan Chase Bank
(formerly known as The Chase Manhattan Bank) , as trustee (the "TRUSTEE").
Subject to the terms and conditions set forth or incorporated
by reference herein, the Company hereby agrees to sell and the Underwriters
agree to purchase,
_____________
dt 1425755
;
J.P. Morgan
As referenced in this Underwriting Agreement:
J.P. Morgan Securities Inc – the principal amount of Securities plus accrued interest, from
January 11, 2002 to the date of payment and delivery:
{Table}
{Caption}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
J.P. Morgan Securities Inc . $175,000,000
Salomon Smith Barney Inc. $175,000,000
------------
Total $350,000,000
============
{/Table}
{PAGE}
The Underwriters will pay for the Securities upon delivery
thereof at the location
_____________
J.P. Morgan Securities Inc – Securities shall have the terms set forth in the
Prospectus dated December 7, 2000 and the Prospectus Supplement dated January 8,
2002, including the following:
Representative(s) and address(es):
J.P. Morgan Securities Inc .
270 Park Avenue
9th Floor
New York, New York 10017
Attn: Transaction Execution Group
(telecopy no.: 212-834-6702)
Salomon Smith Barney Inc.
388 Greenwich Street
New York, New
_____________
J.P. MORGAN SECURITIES INC – this Agreement as of the date first set forth above in the space
set forth below.
Very truly yours,
Acting on behalf of themselves and the several
Underwriters named herein
J.P. MORGAN SECURITIES INC .
By: /s/ Huw Richards
--------------------------------------
Name: Huw Richards
Title: Vice President
SALOMON SMITH BARNEY INC.
By: /s/ Mustafa Kirdar
--------------------------------------
Name: Mustafa Kirdar
Title: Vice President
CENTEX CORPORATION
By: /s/ Lawrence
_____________
dt 1492441
;
More... |
| Preview
Subscribers | 2001 |
Underwriting Agreement
Underwriting Agreement (100K)
Doc #426215: Click preview link for longer preview.
UNDERWRITING AGREEMENT
June 19, 2001
CENTEX CORPORATION
2728 North Harwood Street
Dallas, Texas 75201
Ladies and Gentlemen:
We (the "REPRESENTATIVE") are acting on behalf of the
underwriter or underwriters (including ourselves) named below (such underwriter
or underwriters being herein called the "UNDERWRITERS"), and we understand that
Centex Corporation, a Nevada corporation (the "COMPANY"), proposes to issue and
sell $150,000,000 aggregate principal amount of 7.875% Senior Notes due 2011
(the "SECURITIES"). The Securities will be issued pursuant to the provisions of
the Indenture dated as of October 1, 1998 (such Indenture insofar as it relates
to the Securities and as the same has been or shall be supplemented to the
Closing Date (as defined herein), including by Indenture Supplement No. 6 dated
as of February 6, 2001 and by Indenture Supplement No. 8 to be dated the Closing
Date) (the "INDENTURE") between the Company and The Chase Manhattan Bank
(successor to Chase Bank of Texas, National Association), as trustee (the
"TRUSTEE").
Subject to the terms and conditions set forth or incorporated
by reference herein, the Company hereby agrees to sell and the Underwriters
agree to purchase, severally and not jointly, the respective principal amounts
of Securities set forth below opposite their names at a purchase price of
99.331% of the principal amount of Securities plus accrued interest, from
February 6, 2001 to the date of payment and delivery:
{PAGE} 2
{TABLE}
{CAPTION}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
Salomon Smith Barney Inc. $112,500,000
Banc of America Securities LLC $ 18,750,000
UBS Warburg LLC $ 18,750,000
------------
Total $150,000,000
============
{/TABLE}
The Underwriters will pay for the Securities upon delivery
thereof at the location identified below at 10:00 a.m. (New York time) on June
22, 2001, or at such other time or date, not later than seven full business days
thereafter, as shall be agreed upon by the Company and the Representative. The
time and date of such payment and delivery are hereinafter referred to as the
"Closing Date."
The Securities shall have the terms set forth in the
Prospectus dated December 7, 2000 and the Prospectus Supplement dated June 19,
2001, including the following:
Representative(s) and address(es):
Salomon Smith Barney Inc.
388 Greenwich Street
New York, New York 10013
Attn: Office of General Counsel
(telecopy no.: 212-816-0915)
Banc of America Securities LLC
100 North Tryon Street
Mail Code NC1-007-07-01
Charlotte, North Carolina 28255
(telecopy no.: 704-388-9939)
UBS Warburg LLC
677 Washington Boulevard
Stamford, Connecticut 06901
Attn: Bryan Murtagh,
Executive Director
(telecopy no.: 203-719-0680)
Certain Terms of the Securities:
Title of Securities: 7.875% Senior Notes due 2011
Aggregate Principal Amount
of Securities: $150,000,000
Maturity Date: February 1, 2011
Interest Rate: 7.875%
2
{PAGE} 3
Interest February 1 and
Payment Dates: August 1,
commencing August 1, 2001
Record Dates: January 15 and July 15
Redemption Provisions: The Company may redeem the Securities
in whole or in part at a make-whole
price as set forth in the Prospectus
Supplement.
Repayment Provisions: None.
Transfer Agent and Registrar: The Chase Manhattan Bank
Closing Date and Location: June 22, 2001
Milbank, Tweed, Hadley & McCloy LLP
One Chase Manhattan Plaza
New York, NY 10005
The Securities are to be offered to the public at the Initial Public Offering
Price specified below, and to dealers at prices which represent concessions not
in excess of the Dealer Concession set forth below, and the Underwriters may
allow and such dealers may reallow concessions not in excess of the Reallowance
concession set forth below:
Initial Public Offering Price: 99.981% of the principal amount of the
Securities plus accrued interest, if
any, from February 6, 2001
Dealer Concession: 0.40% of the principal amount of the
Securities
Reallowance Concession: 0.25% of the principal amount of the
Securities
The parties hereto acknowledge and agree that the
Underwriters' Information consists solely of the following information in any
Preliminary Prospectus and the Prospectus: the third, fifth and sixth paragraphs
of text under the caption "Underwriting" in the Prospectus Supplement and the
third and fourth sentences in the seventh paragraph of text under the caption
"Underwriting" in the Prospectus Supplement.
All provisions contained in the document entitled Centex
Corporation Underwriting Agreement Standard Provisions (Debt Securities) dated
June 19, 2001, are herein incorporated by reference in their entirety and shall
be deemed to be a part of this Agreement to the same extent as if such
provisions had been set forth in full herein, except that if any term defined in
such document is otherwise defined herein, the definition set forth herein shall
control.
This Agreement may be signed in any number of counterparts,
each of which shall be an original, with the same effect as if the signatures
thereto and hereto were upon the same instrument.
3
{PAGE} 4
Please confirm your agreement by having an authorized officer
sign a copy of this Agreement as of the date first set forth above in the space
set forth below.
Very truly yours,
SALOMON SMITH BARNEY INC.
Acting on behalf of
itself and the several
Underwriters named herein
BANC OF AMERICA SECURITIES LLC
UBS WARBURG LLC
By: Salomon Smith Barney Inc.
By: /s/ Richard L. Moriarty
--------------------------
Name: Richard L. Moriarty
Title: Managing Director
CENTEX CORPORATION
By: /s/ Leldon E. Echols
----------------------
Name: Leldon E. Echols
Title: Executive Vice President
and Chief Financial Officer
4
{PAGE} 5
CENTEX CORPORATION
UNDERWRITING AGREEMENT
STANDARD PROVISIONS
(DEBT SECURITIES)
June 19, 2001
From time to time, Centex Corporation, a Nevada corporation
(the "Company"), may enter into one or more underwriting agreements that provide
for the sale of designated securities to the several underwriters named therein.
The standard provisions hereof set forth herein may be incorporated by reference
426215
|
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Cavco Industries, LLC Delaware limited liability company
CRG Holdings, LLC Delaware limited liability company
Centex Financial Services, Inc. Nevada corporation
Centex Credit Corporation Nevada corporation
CTX Mortgage Company Nevada corporation
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
{/TABLE}
---------
* Centex Corporation owned 65.2% of Centex Construction Products, Inc . as of
March 31, 2001.
{PAGE} 23
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice
_____________
dt 1535947
;
Centex
As referenced in this Underwriting Agreement:
Centex Construction Products, Inc – Cavco Industries, LLC Delaware limited liability company
CRG Holdings, LLC Delaware limited liability company
Centex Financial Services, Inc. Nevada corporation
Centex Credit Corporation Nevada corporation
CTX Mortgage Company Nevada corporation
Centex Construction Products, Inc .* Delaware corporation
Centex Construction Group, Inc. Nevada corporation
Centex-Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom,
_____________
Centex Construction Products, Inc – Rooney Construction Co., Inc. Florida corporation
Centex Rodgers, Inc. Nevada corporation
Centex Construction Company, Inc. Nevada corporation
Centex Forcum Lannom, Inc. Nevada corporation
{/TABLE}
---------
* Centex Corporation owned 65.2% of Centex Construction Products, Inc . as of
March 31, 2001.
{PAGE} 23
ANNEX A
[Form of Opinion of Executive Vice President, Chief Legal Officer
and Secretary of the Company]
Raymond G. Smerge, Executive Vice
_____________
dt 1535947
;
|
UBS Warburg
As referenced in this Underwriting Agreement:
UBS Warburg LLC – and delivery:
{PAGE} 2
{TABLE}
{CAPTION}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
Salomon Smith Barney Inc. $112,500,000
Banc of America Securities LLC $ 18,750,000
UBS Warburg LLC $ 18,750,000
------------
Total $150,000,000
============
{/TABLE}
The Underwriters will pay for the Securities upon delivery
thereof at the location identified below at 10:00 a.m. (New
_____________
UBS Warburg LLC – Counsel
(telecopy no.: 212-816-0915)
Banc of America Securities LLC
100 North Tryon Street
Mail Code NC1-007-07-01
Charlotte, North Carolina 28255
(telecopy no.: 704-388-9939)
UBS Warburg LLC
677 Washington Boulevard
Stamford, Connecticut 06901
Attn: Bryan Murtagh,
Executive Director
(telecopy no.: 203-719-0680)
Certain Terms of the Securities:
Title of Securities: 7.875% Senior Notes due
_____________
UBS WARBURG LLC – above in the space
set forth below.
Very truly yours,
SALOMON SMITH BARNEY INC.
Acting on behalf of
itself and the several
Underwriters named herein
BANC OF AMERICA SECURITIES LLC
UBS WARBURG LLC
By: Salomon Smith Barney Inc.
By: /s/ Richard L. Moriarty
--------------------------
Name: Richard L. Moriarty
Title: Managing Director
CENTEX CORPORATION
By: /s/ Leldon E. Echols
----------------------
Name: Leldon E. Echols
Title:
_____________
dt 1538337
;
BofA Securities
As referenced in this Underwriting Agreement:
Banc of America Securities LLC – February 6, 2001 to the date of payment and delivery:
{PAGE} 2
{TABLE}
{CAPTION}
Principal Amount
Name of Underwriter of Securities
------------------- ----------------
{S} {C}
Salomon Smith Barney Inc. $112,500,000
Banc of America Securities LLC $ 18,750,000
UBS Warburg LLC $ 18,750,000
------------
Total $150,000,000
============
{/TABLE}
The Und |