Underwriting AgreementUnderwriting Agreement • March 15th, 2006 • Hexcel Corp /De/ • Plastic materials, synth resins & nonvulcan elastomers • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Hexcel Corporation, a Delaware corporation (the “Company”), severally and not jointly, propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 21,433,306 shares (the “Firm Shares”) of common stock, par value $0.01 per share (“Stock”) of the Company and, at the election of the Underwriters, up to 2,143,331 additional shares (the “Optional Shares”) of Stock of the Company. The Firm Shares and the Optional Shares which the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.
