FREIGHTCAR AMERICA, INC. 2,283,754 Shares of Common Stock ($0.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • September 16th, 2005 • FreightCar America, Inc. • Railroad equipment • New York
The persons named in Schedule B annexed hereto (the “Selling Stockholders”) propose to sell (the “Offering”) to the underwriters named in Schedule A annexed hereto (the “Underwriters”) an aggregate of 2,283,754 shares (the “Firm Shares”) of common stock, $0.01 par value per share (the “Common Stock”), of FreightCar America, Inc., a Delaware corporation (the “Company”). In addition, solely for the purpose of covering over-allotments, the Selling Stockholders propose to grant to the Underwriters the option to purchase from the Selling Stockholders up to an additional 342,563 shares of Common Stock (the “Additional Shares”) in the respective amounts set forth in Schedule B annexed hereto. The Firm Shares and the Additional Shares are hereinafter collectively referred to as the “Shares.” The Shares are as described in the Prospectus (as defined below).
