Warrior Met Coal, Inc. and Computershare Trust Company, N.A. as Rights Agent Rights Agreement Dated as of February 14, 2020Rights Agreement • February 14th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
Rights Agreement, dated as of February 14, 2020 (this “Agreement”), between Warrior Met Coal, Inc., a Delaware corporation (the “Company”) and Computershare Trust Company, N.A., a federally chartered trust company, as Rights Agent (the “Rights Agent”).
WARRIOR MET COAL, INC. (a Delaware corporation) 2,204,806 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 13th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
WARRIOR MET COAL, INC. (a Delaware corporation) 5,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule B hereto (collectively, the “Selling Stockholders”) confirm their respective agreements with the several underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Credit Suisse Securities (USA) LLC is acting as representative (in such capacity, the “Representative”), with respect to the sale by the Selling Stockholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), set forth in Schedule B hereto. The aforesaid 5,000,000 shares of Common Stock to be purchased by the Underwriters are hereinafter called the “Securities.” If the only firms listed in Schedule A hereto are the R
WARRIOR MET COAL, INC. (a Delaware corporation) 8,000,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 11th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule B hereto (collectively, the “Selling Stockholders”) confirm their respective agreements with the several underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Credit Suisse Securities (USA) LLC is acting as representative (in such capacity, the “Representative”), with respect to the sale by the Selling Stockholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), set forth in Schedules A and B hereto. The aforesaid 8,000,000 shares of Common Stock to be purchased by the Underwriters are hereinafter called the “Securities.” If the only firms listed in Schedule A hereto ar
WARRIOR MET COAL, LLC RESTRICTED UNIT AWARD AGREEMENTRestricted Unit Award Agreement • April 10th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • Delaware
THIS RESTRICTED UNIT AWARD AGREEMENT (the “Agreement”), made as of March 31, 2016 and effective as of the later of April 1, 2016 and the Closing (as defined below) (such later date, the “Date of Grant”), is by and between Warrior Met Coal, LLC (the “Company”) and Stephen D. Williams (the “Participant”).
ContractEmployment Agreement • March 7th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • Delaware
This EMPLOYMENT AGREEMENT by and between Warrior Met Coal, LLC (the “Company”), and Dale W. Boyles (“Executive”) (collectively, the “Parties”) is made as of January 1, 2017 (the “Effective Date”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 19th, 2017 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This Indemnification Agreement (“Agreement”), dated as of , 2017, is by and between WARRIOR MET COAL, INC., a Delaware corporation (the “Company”), and (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
THIS EMPLOYMENT AGREEMENT by and between Warrior Met Coal, Inc. (the “Company”), and Charles Lussier (“Executive”) (collectively, the “Parties”) is entered into as of March 1, 2020 (the “Effective Date”).
DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • February 21st, 2019 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
THIS DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (the "Agreement"), made as of April 27, 2017 (the "Date of Grant"), is by and between Warrior Met Coal, Inc. (the "Company") and _______________ (the "Participant").
WARRIOR MET COAL, INC. DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTDirector Restricted Stock Unit Award Agreement • May 3rd, 2023 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), made as of __________ (the “Grant Date”), is by and between Warrior Met Coal, Inc. (the “Company”) and _______________ (the “Participant”).
WARRIOR MET COAL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Time-Based Vesting Award)Restricted Stock Unit Award Agreement • February 19th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), effective as of the Date of Grant set forth in the Grant Notice (the “Grant Date”), is by and between Warrior Met Coal, Inc. (the “Company”) and the Participant.
Execution Version INTERCREDITOR AGREEMENT dated as of December 6, 2021 among CITIBANK, N.A., as Initial ABL Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Initial Term Agent, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Initial Term Representative,...Intercreditor Agreement • February 22nd, 2022 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of October 15, 2018 among WARRIOR MET COAL, INC. as Holdings WARRIOR MET COAL, INC. and certain of its Subsidiaries, as the Borrowers THE GUARANTORS PARTY HERETO CITIBANK, N.A., as...Asset-Based Revolving Credit Agreement • October 16th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
This AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”) is entered into as of October 15, 2018, among WARRIOR MET COAL, INC., a Delaware corporation (“Holdings”), WARRIOR MET COAL INTERMEDIATE HOLDCO, LLC, a Delaware limited liability company (“Intermediate Holdco”), WARRIOR MET COAL GAS, LLC, a Delaware limited liability company (“WMC Gas”), WARRIOR MET COAL MINING, LLC, a Delaware limited liability company (“WMC Mining”), WARRIOR MET COAL TRI, LLC, a Delaware limited liability company (“WMC Tri”), WARRIOR MET COAL BCE, LLC, a Delaware limited liability company (“WMC BCE”), WARRIOR MET COAL LAND, LLC, a Delaware limited liability company (“WMC Land”), WARRIOR MET COAL WV, LLC, a Delaware limited liability company (“WMC WV”), and WARRIOR MET COAL LA, LLC, a Delaware limited liability company (“WMC LA”, and together with Holdings, Intermediate Holdco, WMC Gas, WMC Mining, WMC Tri, WMC BCE, WMC Land, WMC WV, the “Borrowers”), each Guarantor party hereto, each
WARRIOR MET COAL, INC. TRANSFORMATIONAL RETENTION/INCENTIVE AWARD AGREEMENTTransformational Retention/Incentive Award Agreement • May 3rd, 2023 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This TRANSFORMATIONAL RETENTION/INCENTIVE AWARD AGREEMENT (this “Agreement”), effective as of May 1, 2023 (the “Grant Date”), is by and between Warrior Met Coal, Inc. (the “Company”) and Walter J. Scheller, III (the “Participant”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • March 6th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 2, 2018, among WARRIOR MET COAL, INC., a Delaware corporation (the “Issuer”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely in its capacity as trustee under the indenture referred to below (the “Trustee”) and not in its individual capacity but solely in its capacity as priority lien collateral trustee (the “Priority Lien Collateral Trustee”).
AMENDMENT NO. 1 TO ASSET-BASED REVOLVING CREDIT AGREEMENTCredit Agreement • March 7th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • New York
AMENDMENT NO. 1 TO ASSET BASED REVOLVING CREDIT AGREEMENT, dated as of January 23, 2017 (this “Amendment”), to the Asset-Based Revolving Credit Agreement, dated as of April 1, 2016 (as amended, restated, supplemented and/or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”), among Warrior Met Coal, LLC, a Delaware limited liability company (“Holdings”), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a “Borrower” and collectively, the “Borrowers”), the guarantors party thereto, each lender providing the Additional Commitment (as defined below) pursuant to this Amendment (such lenders, the “Commitment Increase Lenders”) and each other lender party to the Credit Agreement (the “Existing Lenders”, and together with the Commitment Increase Lenders, the “Lenders”) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the “Administrative Agent”).
SECOND AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT Dated as of December 6, 2021 among WARRIOR MET COAL, INC. as Holdings WARRIOR MET COAL, INC. and certain of its Subsidiaries, as the Borrowers THE GUARANTORS PARTY HERETO CITIBANK,...Revolving Credit Agreement • December 7th, 2021 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
This SECOND AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT (this “Agreement”) is entered into as of December 6, 2021, among WARRIOR MET COAL, INC., a Delaware corporation (“Holdings”), WARRIOR MET COAL INTERMEDIATE HOLDCO, LLC, a Delaware limited liability company (“Intermediate Holdco”), WARRIOR MET COAL GAS, LLC, a Delaware limited liability company (“WMC Gas”), WARRIOR MET COAL MINING, LLC, a Delaware limited liability company (“WMC Mining”), WARRIOR MET COAL TRI, LLC, a Delaware limited liability company (“WMC Tri”), WARRIOR MET COAL LAND, LLC, a Delaware limited liability company (“WMC Land”), WARRIOR MET COAL WV, LLC, a Delaware limited liability company (“WMC WV”), WARRIOR MET COAL BC, LLC (“WMC BC”) and WARRIOR MET COAL LA, LLC, a Delaware limited liability company (“WMC LA”, and together with Holdings, Intermediate Holdco, WMC Gas, WMC Mining, WMC Tri, WMC Land, WMC WV and WMC BC, the “Borrowers”), each Guarantor party hereto, each lender from time to time party h
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 10th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [ ], 2017, is entered into by and among Warrior Met Coal, Inc., a Delaware corporation (the “Company”), the Persons set forth on Schedule A attached hereto, and the other Persons who become signatories hereto following the date hereof (collectively, “Holders”).
WARRIOR MET COAL, INC. (a Delaware corporation) [●] Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 10th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • New York
Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company listed on Schedule B-1 hereto (collectively, the “Selling Stockholders”) confirm their respective agreements with each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Selling Stockholders, acting severally and not jointly, and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of the Company’s common stock, par value $0.01 per share (“Common Stock”), set forth in Schedules A and B-1 hereto and (ii) the grant by the Selling Stockholders to the Underwriters, acting severally and not joi
SEPARATION AGREEMENT, GENERAL RELEASE, AND WAIVERSeparation Agreement, General Release, and Waiver • July 9th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
THIS SEPARATION AGREEMENT, GENERAL RELEASE, AND WAIVER (this “Agreement”) is entered into by and between Warrior Met Coal, Inc., a Delaware corporation (“Warrior Met Coal”), on behalf of and including itself and its subsidiaries, affiliates, successors, assigns, directors, officers, and employees (collectively referred to herein as “Warrior Met Coal”), and Michael Madden (the “Employee”), as of June 30, 2018.
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • December 8th, 2023 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This Amendment No. 2 (this “Second Amendment”) to the Rights Agreement (as defined below) is made and entered into as of December 8, 2023, by and between Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as Rights Agent (the “Rights Agent”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Rights Agreement.
AMENDMENT NO. 3 TO AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENTCredit Agreement • August 5th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
THIS AMENDMENT NO. 3 TO AMENDED AND RESTATED ASSET-BASED REVOLVING CREDIT AGREEMENT is entered into as of July 20, 2020 (this “Amendment”) by and among Warrior Met Coal, Inc., a Delaware corporation (“Holdings”), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a “Borrower” and collectively, the “Borrowers”), the Lenders (as defined below) party hereto and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the “Administrative Agent”).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • March 6th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 1, 2018, among WARRIOR MET COAL, INC., a Delaware corporation (the “Issuer”), the Subsidiary Guarantors party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely in its capacity as trustee under the indenture referred to below (the “Trustee”) and not in its individual capacity but solely in its capacity as priority lien collateral trustee (the “Priority Lien Collateral Trustee”).
WARRIOR MET COAL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance-Based Vesting Award - 2019 Retention Grant)Restricted Stock Unit Award Agreement • February 19th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), effective as of February 8, 2019 (the “Grant Date”), is by and between Warrior Met Coal, Inc. (the “Company”) and ___________ (the “Participant”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 3rd, 2017 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 19, 2017, is entered into by and among Warrior Met Coal, Inc., a Delaware corporation (the “Company”), the Persons set forth on Schedule A attached hereto, and the other Persons who become signatories hereto following the date hereof (collectively, “Holders”).
ContractEmployment Agreement • March 7th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • Delaware
This EMPLOYMENT AGREEMENT by and between Warrior Met Coal, LLC (the “Company”), and Jack Richardson (“Executive”) (collectively, the “Parties”) is made as of March 31, 2016, and effective as of the later of April 1, 2016 and the Closing (as defined below) (such later date, the “Effective Date”).
WARRIOR MET COAL, LLC PHANTOM UNIT AWARD AGREEMENTPhantom Unit Award Agreement • April 10th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • Delaware
THIS PHANTOM UNIT AWARD AGREEMENT (the “Agreement”), made as of March 31, 2016 and effective as of the later of April 1, 2016 and the Closing (as defined below) (such later date, the “Date of Grant”), is by and between Warrior Met Coal, LLC (the “Company”) and Stephen D. Williams (the “Participant”).
AMENDMENT NO. 3 TO ASSET-BASED REVOLVING CREDIT AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • August 3rd, 2017 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
THIS AMENDMENT NO. 3 TO ASSET BASED REVOLVING CREDIT AGREEMENT AND AMENDMENT NO. 1 TO PLEDGE AND SECURITY AGREEMENT is entered into as of May 15, 2017 (this “Amendment”) by and among Warrior Met Coal, Inc., a Delaware corporation (f/k/a Warrior Met Coal, LLC, a Delaware limited liability company) (“Holdings”), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party to the Credit Agreement (the “Lenders”) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the “Administrative Agent”).
WARRIOR MET COAL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance-Based Vesting Award)Restricted Stock Unit Award Agreement • February 19th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), effective as of the Date of Grant set forth in the Grant Notice (the “Grant Date”), is by and between Warrior Met Coal, Inc. (the “Company”) and the Participant.
AMENDMENT NO. 2 TO ASSET-BASED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • March 27th, 2017 • Warrior Met Coal, LLC • Bituminous coal & lignite mining • New York
THIS AMENDMENT NO. 2 TO ASSET BASED REVOLVING CREDIT AGREEMENT is entered into as of March 24, 2017 (this “Amendment”) by and among Warrior Met Coal, LLC, a Delaware limited liability company (“Holdings”), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party to the Credit Agreement (the “Lenders”) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the “Administrative Agent”).
AMENDMENT NO. 4 TO ASSET-BASED REVOLVING CREDIT AGREEMENT AND AMENDMENT NO. 2 TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • October 4th, 2017 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • New York
THIS AMENDMENT NO. 4 TO ASSET BASED REVOLVING CREDIT Agreement AND AMENDMENT NO. 2 TO PLEDGE AND SECURITY AGREEMENT is entered into as of October 3, 2017 (this “Amendment”) by and among Warrior Met Coal, Inc., a Delaware corporation (f/k/a Warrior Met Coal, LLC, a Delaware limited liability company) (“Holdings”), certain of its subsidiaries identified therein as borrowers (together with Holdings, each a “Borrower” and collectively, the “Borrowers”), each lender from time to time party to the Credit Agreement (the “Lenders”) and Citibank, N.A., as administrative agent and collateral agent (in such capacities, including any successor thereto, the “Administrative Agent”).
WARRIOR MET COAL, INC. AMENDMENT TO RESTRICTED STOCK UNIT AWARD AGREEMENTSRestricted Stock Unit Award • February 19th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining
This AMENDMENT TO RESTRICTED STOCK UNIT AWARD AGREEMENTS (this “Amendment”) is made and entered into as of _________, 2019, by and between Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and _____________ (the “Grantee”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan (as defined below). The effective date of this Amendment shall be January 1, 2020.
ContractEmployment Agreement • February 19th, 2020 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This EMPLOYMENT AGREEMENT by and between Warrior Met Coal, LLC (the "Company"), and Brian M. Chopin ("Executive") (collectively, the "Parties") is made as of March 31, 2016, and effective as of the later of April1, 2016 and the Closing (as defined below) (such later date, the "Effective Date").
WARRIOR MET COAL, INC. AMENDMENT TO DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTSDirector Restricted Stock Unit Award Agreements • February 22nd, 2022 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining
This AMENDMENT TO DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTS (this “Amendment”) is made and entered into as of _________, 2020, by and between Warrior Met Coal, Inc., a Delaware corporation (the “Company”), and _____________ (the “Participant”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Plan (as defined below).
CONSULTING AGREEMENTConsulting Agreement • July 9th, 2018 • Warrior Met Coal, Inc. • Bituminous coal & lignite mining • Delaware
This Consulting Agreement (this “Agreement”) is made and entered into on July 1, 2018, by and between Warrior Met Coal, Inc. (the “Company”) and Michael T. Madden (“Consultant”). The Company and Consultant may be referred to herein collectively as the “Parties” and individually as a “Party.”
