HANOVER COMPRESSOR COMPANY 71/2% Senior Notes due 2013 Underwriting Agreement March 27, 2006Underwriting Agreement • March 28th, 2006 • Hanover Compression Lp • 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”), $150,000,000 principal amount of its 71/2% Senior Notes due 2013 (the “Securities”). The Securities will be issued pursuant to a supplemental indenture, to be dated as of March 31, 2006 (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”).
