REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2005 • Seacor Holdings Inc /New/ • Deep sea foreign transportation of freight • New York
SEACOR Holdings Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Credit Suisse First Boston LLC (the “Initial Purchaser”), upon the terms set forth in a purchase agreement of even date herewith (the “Purchase Agreement”), $200,000,000 aggregate principal amount (plus up to an additional $50,000,000 principal amount pursuant to an option granted thereunder) of its 2.875% Convertible Senior Debentures due December 15, 2024 (the “Debentures”). The Debentures will be convertible into shares of Underlying Common Stock, par value $0.01 per share, of the Company (the “Underlying Common Stock”) at the conversion price set forth in the Offering Circular dated December 8, 2004. The Debentures will be issued pursuant to an Indenture, dated as of December 17, 2004 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”). As an inducement to the Initial Purchaser to enter into the Purchase Agreement, the Company agrees with the
