Deutsche Lufthansa Aktiengesellschaft Von-Gablenz-Strasse 2-6 50679 Köln Germany Dear Sirs/Mesdames:Underwriting Agreement • June 5th, 2009 • Jetblue Airways Corp • Air transportation, scheduled • New York
JetBlue Airways Corporation, a Delaware corporation (the “Company”), proposes to enter into an underwriting agreement to be dated on or around June 3, 2009 (the “Underwriting Agreement”) with Morgan Stanley & Co. Incorporated (the “Underwriter”) providing for the public offering (the “Offering”) of approximately $100.0 million of shares of the Company’s common stock, par value $0.01 per share (the “Common Stock”). The Company also proposes to issue and sell to the Underwriter additional shares of the Common Stock (the “Additional Securities”), if and to the extent that the Underwriter shall have determined to exercise the right to purchase such Additional Securities granted to the Underwriter in Section 2 of the Underwriting Agreement (the “Underwriter Option”). Capitalized terms not defined herein have the meanings ascribed to them in the Underwriting Agreement.
JETBLUE AIRWAYS CORPORATION 23,000,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • June 5th, 2009 • Jetblue Airways Corp • Air transportation, scheduled • New York
Morgan Stanley & Co. Incorporated for itself and as Representative for the Underwriters named in Schedule I of the Underwriting Agreements
JETBLUE AIRWAYS CORPORATION $100,000,000 6.75% CONVERTIBLE DEBENTURES DUE 2039 (SERIES A) $75,000,000 6.75% CONVERTIBLE DEBENTURES DUE 2039 (SERIES B) UNDERWRITING AGREEMENTUnderwriting Agreement • June 5th, 2009 • Jetblue Airways Corp • Air transportation, scheduled • New York
Morgan Stanley & Co. Incorporated for itself and as Representative for the Underwriters named in Schedule I of the Underwriting Agreements
