REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • New York
This REGISTRATION RIGHTS AGREEMENT dated August 11, 2014 (this “Agreement”) is entered into by and among Warren Resources, Inc., a Maryland corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Initial Guarantors”), and BMO Capital Markets Corp. (“BMO Capital Markets”), Jefferies LLC (“Jefferies”) and Wells Fargo Securities, LLC (“Wells Fargo”), as representatives of the several initial purchasers listed in Schedule 1 of the Purchase Agreement (collectively, the “Initial Purchasers”).
WARREN RESOURCES, INC., THE SUBSIDIARY GUARANTORS PARTY HERETO AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEEIndenture • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • New York
This INDENTURE dated as of August 11, 2014, is among WARREN RESOURCES, INC., a Maryland corporation (as further defined in Section 1.1, the “Company”), the Subsidiary Guarantors (as defined herein) listed on the signature page hereto and U.S. BANK NATIONAL ASSOCIATION, as trustee (as further defined in Section 1.1, the “Trustee”).
THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF AUGUST 11, 2014 AMONG WARREN RESOURCES, INC., BANK OF MONTREAL, as Administrative Agent U.S. BANK NATIONAL ASSOCIATION, as Syndication Agent CAPITAL ONE, NATIONAL ASSOCIATION and WELLS FARGO...Credit Agreement • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • New York
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 11, 2014 among Warren Resources, Inc, a Maryland corporation, as Borrower, the financial institutions or other entities from time to time parties hereto, each as a lender (collectively, the “Lenders” and individually, a “Lender”), and Bank of Montreal, as Administrative Agent.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • New York
This Registration Rights AGREEMENT (this “Agreement”) is executed as of the 11th day of August, 2014 (the “Execution Date”), and is among Citrus Energy Corporation, a Colorado corporation (“Citrus”), and Warren Resources, Inc., a Maryland corporation (the “Company”). Citrus and the Company are each referred to as a “Party” and collectively referred to as the “Parties.”
WARREN RESOURCES, INC. Purchase AgreementPurchase Agreement • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • New York
Warren Resources, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representatives (the “Representatives”), $300,000,000 principal amount of its 9.000% Senior Notes due 2022 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of August 11, 2014 (the “Indenture”) among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the “Guarantees”).
FIRST AMENDMENT AND WAIVER TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 12th, 2014 • Warren Resources Inc • Crude petroleum & natural gas • Texas
THIS FIRST AMENDMENT AND WAIVER TO PURCHASE AND SALE AGREEMENT (this “Amendment”) dated effective as of August 11, 2014 (the “Effective Date”) is made and entered into by and between Citrus Energy Appalachia, LLC, a Delaware limited liability company (“Citrus”), TLK Partners, LLC, an Oklahoma limited liability company (“TLK”), and Troy Energy Investments, LLC, an Oklahoma limited liability company (“TEI”, and together with Citrus and TLK, “Seller”) and Warren Resources, Inc., a Maryland corporation (“Buyer”). In addition, Citrus Energy Corporation, a Colorado corporation (“CEC”), is joining this Amendment solely in the capacity set forth in the PSA (as defined herein). Seller, Buyer and CEC are sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not defined in this Amendment shall have the meanings given to such terms in the PSA.
