FORM OF COMMON STOCK PURCHASE WARRANT empire energy holdings, inc.Imperial Resources, LLC • October 14th, 2014 • Crude petroleum & natural gas • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Maxim Partners LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 180 days from the effective date of the Registration Statement on Form S-1, No.: 333-197257 (the “Initial Exercise Date”) and on or prior to 5:00 p.m., New York time, on the five (5) year anniversary of the effective date of the Registration Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Empire Energy Holdings, Inc., a Delaware corporation (the “Company”), up to ____ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Form of EMPIRE ENERGY HOLDINGS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 14th, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
Empire Energy Holdings, Inc., a Delaware corporation (f/k/a Imperial Resources, LLC) (the “Company”), confirms its agreement, subject to the terms and conditions set forth herein, with each of the underwriters listed on Schedule A hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Maxim Group LLC is acting as representative (in such capacity, the “Representative”), to sell and issue to the Underwriters an aggregate of [_______] shares (the “Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”), together with warrants to purchase an aggregate of _________ shares of Common Stock at an exercise price equal to $_____ per whole share (each, a “Warrant” and, collectively, the “Warrants”). Each Share shall be accompanied by a Warrant to purchase one-half additional share of Common Stock.
FORM OF WARRANT AGREEMENT EMPIRE ENERGY HOLDINGS, INC. and COMPUTERSHARE TRUST COMPANY, N.A. Dated as of [·], 2014Warrant Agreement • October 14th, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [·], 2014, is by and between Empire Energy Holdings, Inc., a Delaware corporation (the “Company”), and Computershare Inc., a Delaware corporation, and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally chartered trust company (collectively, “Warrant Agent”, also referred to herein as the “Transfer Agent”).
SENIOR FIRST LIEN SECURED CREDIT AGREEMENT among Empire Energy E&P, LLC A Pennsylvania limited liability company Empire Energy USA, LLC A Delaware limited liability company and Empire Drilling and Field Services, LLC A Delaware limited liability...Credit Agreement • August 8th, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
This Senior First Lien Secured Credit Agreement (this “Agreement”) is dated as of 26 February, 2008, among Empire Energy E&P, LLC, a Pennsylvania limited liability company, Empire Energy, USA, LLC, a Delaware limited liability company and Empire Drilling and Field, Services, LLC, a Delaware limited liability company, (each is referred to as a “Borrower” and collectively as “Borrowers”), and Macquarie Bank Limited, a bank incorporated under the laws of Australia, with offices at Level 15, 1 Martin Place, Sydney, New South Wales, 2000 Australia (“MBL” or “Lender”).
BETWEEN EMPIRE ENERGY GROUP LIMITED (LICENSOR) AND EMPIRE ENERGY USA, LLC (LICENSEE) MANAGEMENT & LICENCE AGREEMENTLicence Agreement • July 3rd, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New South Wales
AMENDED AND RESTATED SEVENTEENTH AMENDMENT TOCredit Agreement • September 22nd, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
This Amended and Restated Seventeenth Amendment to Senior First Lien Credit Agreement (this “Amendment”) is entered into August 27, 2014 (the “Revised Seventeenth Amendment Date”), but effective as of January 15, 2013 (the “Seventeenth Amendment Date”) among Empire Energy E&P, LLC, a Pennsylvania limited liability company (“Empire E&P”) and Empire Energy USA, LLC, a Delaware limited liability company (“Empire USA”); each a “Borrower” and collectively, “Borrowers”) and Macquarie Bank Limited, a bank incorporated under the laws of Australia, as lender (“Lender”; together with Borrowers, and the other undersigned parties hereto, each a “Party” and, collectively, the “Parties”).
EIGHTEENTH AMENDMENT TO SENIOR FIRST LIEN CREDIT AGREEMENTSenior First Lien Credit Agreement • September 22nd, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
This Eighteenth Amendment to Senior First Lien Credit Agreement (this “Amendment”) is entered into effective as of January 24, 2014 (the “Eighteenth Amendment Date”) among Empire Energy E&P, LLC, a Pennsylvania limited liability company (“Empire E&P”) and Empire Energy USA, LLC, a Delaware limited liability company (“Empire USA” together with Empire E&P and Empire USA, each a “Borrower” and collectively, “Borrowers”), and Macquarie Bank Limited, a bank incorporated under the laws of Australia, as lender (“Lender”; together with Borrowers, and the other undersigned parties hereto, each a “Party” and, collectively, the “Parties”).
NINETEENTH AMENDMENT TO SENIOR FIRST LIEN CREDIT AGREEMENTSenior First Lien Credit Agreement • September 22nd, 2014 • Imperial Resources, LLC • Crude petroleum & natural gas • New York
This Nineteenth Amendment to Senior First Lien Credit Agreement (this “Amendment”) is entered into effective as of June 30, 2014 (the “Nineteenth Amendment Date”) among Empire Energy E&P, LLC, a Pennsylvania limited liability company (“Empire E&P”) and Empire Energy USA, LLC, a Delaware limited liability company (“Empire USA” together with Empire E&P and Empire USA, each a “Borrower” and collectively, “Borrowers”), and Macquarie Bank Limited, a bank incorporated under the laws of Australia, as lender (“Lender”; together with Borrowers, and the other undersigned parties hereto, each a “Party” and, collectively, the “Parties”).
