DENBURY RESOURCES INC. 3,492,595 Shares of Common Stock, $0.001 par value Underwriting AgreementDenbury Resources Inc • April 20th, 2006 • Crude petroleum & natural gas • New York
Denbury Resources Inc., a Delaware corporation (the “Company”), proposes to issue and sell to you as the underwriter (the “Underwriter”) an aggregate of 3,492,595 shares of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 523,889 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”.
