8,500,000 Shares HORIZON OFFSHORE, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 23rd, 2006 • Horizon Offshore Inc • Oil & gas field services, nec • New York
Horizon Offshore, Inc., a Delaware corporation (the “Company”), and certain stockholders of the Company signatory hereto (the “Selling Stockholders”), propose to sell an aggregate of 8,500,000 shares (the “Firm Stock”) of the Company’s common stock, par value $0.00001 per share (the “Common Stock”). Of the 8,500,000 shares of the Firm Stock, 2,000,000 are being sold by the Company and 6,500,000 by the Selling Stockholders. In addition, the Selling Stockholders propose to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of 1,275,000 additional shares of the Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This is to confirm the agreement concerning the purchase of the Stock from the Company and the Selling Stockholders by the Underwriters.
