80,000,000 FRONTIER AIRLINES, INC. 5% CONVERTIBLE DEBENTURES DUE 2025 UNDERWRITING AGREEMENTUnderwriting Agreement • December 7th, 2005 • Frontier Airlines Inc /Co/ • Air transportation, scheduled • New York
Frontier Airlines, Inc., a Colorado corporation (the "Company"), proposes to issue and sell to the several Underwriters named in Schedule II hereto (the "Underwriters") $80,000,000 principal amount of its 5% Convertible Debentures due 2025 (the "Firm Securities") to be issued pursuant to the provisions of an indenture to be dated as of December 7, 2005 and a supplemental indenture (together the "Indenture") between the Company and U.S. Bank National Association, as Trustee (the "Trustee"). The Company also proposes to issue and sell to the several Underwriters not more than an additional $12,000,000 principal amount of its 5% Convertible Debentures due 2025 (the "Additional Securities") if and to the extent that you, as Managers of the offering, shall have determined to exercise, on behalf of the Underwriters, the right to purchase such 5% Convertible Debentures due 2025 granted to the Underwriters in Section 2 hereof. The Firm Securities and Additional Securities are hereinafter colle
