Item 1.01 Entry Into a Material Definitive Agreement.
On July 21, 2009 the previously announced sale by a selling shareholder of
15,000,000 shares (the "Shares") of our common stock, $0.01 par value per share
(the "Common Stock"), at a price to the public of $5.00 per Share (the "Selling
Shareholder Offering") was completed. The Selling Shareholder Offering was
completed pursuant to the prospectus, dated July 10, 2009, filed as part of our
Registration Statement on Form S-3 (Registration No. 333-160238) with the
Securities and Exchange Commission, as supplemented by prospectus supplements
dated July 13 and July 15, 2009.
In connection with the Selling Shareholder Offering, we entered into an
Underwriting Agreement, dated July 15, 2009, with the selling shareholder, NC
Telecom Holding A/S, and Deutsche Bank Securities Inc. (the "Underwriting
Agreement"). The Shares of Common Stock were sold to the underwriters at a price
of $4.825 per Share. Pursuant to the Underwriting Agreement, the Selling
Shareholder has granted the underwriter a 30-day option from July 15, 2009 to
purchase up to an additional 1,500,000 shares of Common Stock to cover
over-allotments.
The preceding is a summary of the terms of the Underwriting Agreement and is
qualified in its entirety by reference to the Underwriting Agreement attached
hereto as Exhibit 1.1, which is incorporated herein by reference as though it
were fully set forth herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
1.1 Underwriting Agreement, dated July 15, 2009, among Brightpoint, Inc., NC
Telecom Holding A/S and Deutsche Bank Securities Inc.
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