REGISTRATION RIGHTS AGREEMENT 1,650,000 SHARES GOODRICH PETROLEUM CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 22nd, 2005 • Goodrich Petroleum Corp • Crude petroleum & natural gas • New York
Goodrich Petroleum Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to Bear, Stearns & Co. Inc. and BNP Paribas Securities Corp. (collectively, the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated December 16, 2005 (the “Purchase Agreement”), 1,650,000 shares (the “Firm Shares”) of the Company’s 5.375% Series B Cumulative Convertible Preferred Stock, par value $1.00 per share (liquidation preference $50.00 per share) (the “Series B Convertible Preferred Stock”). In addition, the Company has granted to the Initial Purchasers an option to purchase up to 600,000 additional shares of its Series B Convertible Preferred Stock (the “Optional Shares” and, together with the Firm Shares, the “Purchased Shares”). The Purchased Shares will be convertible into shares of common stock, par value $0.20 per share, of the Company (the “Common Stock”), as set forth in the Company’s Offering Memorandum dated December 16, 2005 (the “Offering Memor
