LANDAMERICA FINANCIAL GROUP, INC. REGISTRATION RIGHTS AGREEMENTLandamerica Financial • February 23rd, 2004 • Landamerica Financial Group Inc • Title insurance • New York
LandAmerica Financial Group, Inc., a Virginia corporation (the “Company”), proposes to issue and sell (such issuance and sale, the “Initial Placement”) to the Initial Purchasers (as defined below), upon the terms set forth in a purchase agreement, dated November 20, 2003 (the “Purchase Agreement”), $100,000,000 aggregate principal amount of its 3.125% Convertible Senior Debentures due 2033 (the “Firm Securities”). In addition, the Company has granted to the Initial Purchasers an option to purchase up to an additional $15,000,000 aggregate principal amount of the Company’s 3.125% Convertible Senior Debentures due 2033 (the “Additional Securities” and, collectively with the Firm Securities, the “Securities”). The Securities will be convertible into shares of Common Stock (as defined below), at the conversion price set forth in the Offering Memorandum (as defined below), as the same may be adjusted from time to time pursuant to the Indenture (as defined below). As an inducement to you to
