VERITAS DGC INC. Floating Rate Convertible Senior Notes Due 2024 PURCHASE AGREEMENTPurchase Agreement • May 28th, 2004 • Veritas DGC Inc • Oil & gas field exploration services • New York
Veritas DGC Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to issue and sell to you (the “Initial Purchaser”) $125,000,000 aggregate principal amount of its Floating Rate Convertible Senior Notes Due 2024 (the “Firm Securities”). The Company also proposes to issue and sell at your option an additional $30,000,000 aggregate principal amount of its Floating Rate Convertible Senior Notes Due 2024 (the “Option Securities” and together with the Firm Securities, the “Securities”) as set forth below. The Securities will be issued pursuant to an indenture (the “Indenture”), to be dated as of the Closing Date (as defined in Section 2 hereof), between the Company and U.S. Bank National Association, as trustee (the “Trustee”).
