REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 17th, 2011 • Clayton Williams Energy Inc /De • Crude petroleum & natural gas • New York
This REGISTRATION RIGHTS AGREEMENT dated March 16, 2011 (the “Agreement”) is entered into by and among Clayton Williams Energy, Inc., a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Guarantors”), and RBS Securities Inc., J.P. Morgan Securities LLC, UBS Securities LLC and BNP Paribas Securities Corp., as representatives (the “Representatives”) of the several initial purchasers (the “Initial Purchasers”) named in Schedule A to the Purchase Agreement (as defined below).
PURCHASE AGREEMENTPurchase Agreement • March 17th, 2011 • Clayton Williams Energy Inc /De • Crude petroleum & natural gas • New York
The Securities (as defined below) will be issued pursuant to an indenture (the “Indenture”), to be dated as of the Closing Date (as defined in Section 2 hereof), among the Company, the Guarantors (as defined below) and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Notes will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a letter of representations, to be dated on or before the Closing Date (the “DTC Agreement”), between the Company and the Depositary.
CLAYTON WILLIAMS ENERGY, INC., THE SUBSIDIARY GUARANTORS PARTIES HERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEE 7.75% Senior Notes due 2019Lease Agreement • March 17th, 2011 • Clayton Williams Energy Inc /De • Crude petroleum & natural gas • New York
INDENTURE dated as of March 16, 2011, among CLAYTON WILLIAMS ENERGY, INC., a Delaware corporation (the “Company”), the SUBSIDIARY GUARANTORS (as herein defined) party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States, as Trustee (the “Trustee”).
