REGISTRATION RIGHTS AGREEMENT Dated as of April 19, 2007 By and Among SUPERIOR OFFSHORE INTERNATIONAL, INC., LOUIS E. SCHAEFER, JR. and SCHAEFER HOLDINGS, LPRegistration Rights Agreement • April 27th, 2007 • Schaefer Holdings, LP • Oil & gas field services, nec • Texas
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of April 19, 2007 by and among Superior Offshore International, Inc., a Delaware corporation (the “Company”), Mr. Louis E. Schaefer, Jr. (“Mr. Schaefer”) and Schaefer Holdings, LP, a Texas limited partnership.
LOCK-UP AGREEMENT (LOUIS E. SCHAEFER, JR.) April 19, 2007Lock-Up Agreement • April 27th, 2007 • Schaefer Holdings, LP • Oil & gas field services, nec
MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities Inc. as Representatives of the several Underwriters to be named in the within-mentioned Purchase Agreement c/o Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 4 World Financial Center New York, New York 10080 J.P. Morgan Securities Inc. 277 Park Avenue New York, New York 10172
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 27th, 2007 • Schaefer Holdings, LP • Oil & gas field services, nec • Delaware
This Restricted Stock Agreement (“Agreement”), entered into as of the 19th day of April, 2007 (the “Effective Date”), is between Superior Offshore International, Inc., a Delaware corporation (the “Company”), and R. Joshua Koch, Jr. (the “Employee”).
JOINT FILING AGREEMENTJoint Filing Agreement • April 27th, 2007 • Schaefer Holdings, LP • Oil & gas field services, nec
The undersigned hereby agree that the Statement on Schedule 13D with respect to the Common Stock of Superior Offshore International, Inc., dated as of April 27, 2007, is, and any amendments thereto (including amendments on Schedule 13G) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.
LOCK-UP AGREEMENT (SCHAEFER HOLDINGS, LP) April 19, 2007Lock-Up Agreement • April 27th, 2007 • Schaefer Holdings, LP • Oil & gas field services, nec
MERRILL LYNCH & CO. Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities Inc. as Representatives of the several Underwriters to be named in the within-mentioned Purchase Agreement c/o Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated 4 World Financial Center New York, New York 10080 J.P. Morgan Securities Inc. 277 Park Avenue New York, New York 10172
