Compudyne Corporation % Convertible Subordinated Notes Due 2010 Underwriting AgreementCompudyne Corp • November 25th, 2003 • Search, detection, navagation, guidance, aeronautical sys • Kentucky
CompuDyne Corporation, a Nevada corporation (the "Company"), proposes, upon the terms and subject to the conditions set forth herein, to issue and sell $25,000,000 aggregate principal amount of its Convertible Subordinated Notes, convertible into shares of common stock, par value $0.75 per share (the "Common Stock") of the Company, to J.J.B. Hilliard, W.L. Lyons, Inc., Morgan Keegan & Company, Inc. and Ferris, Baker Watts, Incorporated (collectively, the "Underwriters"), severally and not jointly, in the respective amounts set forth on Schedule I hereto (the "Firm Securities") and, at the election of the Underwriters, up to an additional $3,750,000 aggregate principal amount of such securities (the "Option Securities") solely to cover over-allotments, if any. The Firm Securities and the Option Securities are herein collectively referred to as the "Securities."
