4,473,940 Shares Common Stock ($.001 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • March 25th, 2005 • Nuco2 Inc /Fl • Wholesale-chemicals & allied products • New York
NuCO2 Inc., a Florida corporation (the “Company”), proposes to issue and sell and the persons named in Schedule B annexed hereto (the “Selling Stockholders”) propose to sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 4,473,940 shares (the “Firm Shares”) of Common Stock, $.001 par value (the “Common Stock”), of the Company, of which 1,560,622 shares are to be issued and sold by the Company and an aggregate of 2,913,318 shares are to be sold by the Selling Stockholders in the respective amounts set forth under the caption “Firm Shares” in Schedule B annexed hereto. In addition, solely for the purpose of covering over-allotments, the Company and certain of the Selling Stockholders listed on Schedule B propose to grant to the Underwriters the option to purchase from the Company and certain of the Selling Stockholders listed on Schedule B up to an additional 671,091 shares of Common Stock (the “Add
