HANOVER COMPRESSOR COMPANY 9% Senior Notes due 2014 Underwriting Agreement May 25, 2004Hanover Compressor Co / • June 2nd, 2004 • Services-equipment rental & leasing, nec • New York
Hanover Compressor Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom J.P. Morgan Securities Inc. is acting as representative (the “Representative”), $200,000,000 principal amount of its 9% Senior Notes due 2014 (the “Securities”). The Securities will be issued pursuant to a supplemental indenture, to be dated as of June 1, 2004 (the “Supplemental Indenture”), among the Company, Hanover Compression Limited Partnership, as guarantor (the “Guarantor”), and Wachovia Bank, National Association, as trustee (the “Trustee”), to the base indenture, dated as of December 15, 2003, between the Company and the Trustee (the “Base Indenture,” as supplemented and amended by the Supplemental Indenture, the “Indenture”), and will be fully and unconditionally guaranteed by the Guarantor (the “Guarantee”).
