ABRAXAS PETROLEUM CORPORATION. By: -------------------------------------------- Name: Title: Attested By: ----------------------------------- Name: Title: Reverse of Note This Note is one of a duly authorized issue of securities of the Company designated as its Floating Rate Senior Secured Notes due 2009 (herein called the "Notes"), limited (except as otherwise provided in the Indenture referred to below) in aggregate principal amount to $125,000,000, which may be issued under an indenture (herein called the "Indenture") dated as of October 28, 2004 among the Company, the initial Subsidiary Guarantors named therein and U.S. Bank National Association (herein called the "Trustee," which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights, limitation of rights, duties, obligations and immunities thereunder of the Company, the Subsidiary Guarantors, the Trustee and the Holders of the Notes, and of the terms upon which the Notes are, and are to be, authenticated and delivered. Optional Redemption The Notes may be redeemed, in whole or from time to time in part, at the option of the Company at any time after April 28, 2007 upon not less than 30 nor more than 60 days' notice, at the redemption prices (expressed as percentages of principal amount) set forth below together with accrued and unpaid interest and Liquidated Damages, if any, to the applicable redemption date during the periods indicated below: Year Percentage ---- ---------- From April 29, 2007 to April 28, 2008........ 104.00% From April 29, 2008 to April 28, 2009........ 102.00% After April 28, 2009......................... 100.00% Notwithstanding the foregoing, at any time prior to April 29, 2007, the Company may, at its option and subject to the restrictions and other provisions relating thereto, if any, contained in the Revolving Credit Facility, on any one or more occasions redeem up to 35% of the original aggregate principal amount of the Notes (i.e., $43,750,000) with the Net Cash Proceeds of one or more Qualified Equity Offerings at a redemption price equal to the product of (x) the principal amount of the Notes being so redeemed and (y) a redemption price factor of 1.00 plus the per annum interest rate on the Notes (expressed as a decimal) on the applicable redemption date, plus accrued and unpaid interest to the applicable redemption date, provided, that (1) at least 65% of the original aggrega...
ABRAXAS PETROLEUM CORPORATION. By: -------------------------------------------- Name: ------------------------------------------ Title: ----------------------------------------- By: ----------------------------------------- Name: --------------------------------------- Title: --------------------------------------
ABRAXAS PETROLEUM CORPORATION s/ ROBERT W. CARINGTON, JR. ------------------------ Executive Xxxx Xxxxxxxxx XXXXXX OIL & GAS CORPORATION /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx XXXXXX XXXXXXXXX CORP. /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx XXXXXXXX XXXX XXMPANY, INC. /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx XXXXXXX XXXXXXXXED ENERGY CORPORATION /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx XXXXXXXXX XXXXXXGS, INC. /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx XXXX XXXX XXXXXRATION INC. /s/ ROBERT W. CARINGTON, JR. ------------------------ Vice Presxxxxx
ABRAXAS PETROLEUM CORPORATION. By: ---------------------------------- Name: Title: CANADIAN ABRAXAS PETROLEUM LIMITED By: ---------------------------------- Name: Title: Dated: Certificate of Authentication This is one of the 11-1/2% Senior Notes due 2004 referred to in the within-mentioned Indenture. FIRSTAR BANK, NATIONAL ASSOCIATION, as Trustee By: ---------------------------------- Authorized Signatory Date of Authentication: 11-1/2% Senior Note due 2004
ABRAXAS PETROLEUM CORPORATION. By: --------------------------------------- Name: Title: GUARANTORS: SANDIA OIL & GAS CORPORATION By: ----------------------------------------- Name: Title: SANDIA OPERATING CORP. By: ---------------------------------------- Name: Title: EASTSIDE COAL COMPANY, INC. By: ---------------------------------------- Name: Title: WESTERN ASSOCIATED ENERGY CORPORATION By: ---------------------------------------- Name: Title: [signature page to Bridge Loan Agreement] WAMSUTTER HOLDINGS, INC. By: --------------------------------------- Name: Title: AGENT AND LENDERS: GUGGENHEIM CORPORATE FUNDING, LLC as Agent and as a Lender By: --------------------------------------- Name: Title: [signature page to Bridge Loan Agreement] Clinton Multistrategy Master Fund Ltd., as a Lender By: -------------------------------------- Name: Title: [signature page to Bridge Loan Agreement] SOF INVESTMENTS, L.P., as a Lender By: -------------------------------------- Name: Title: [signature page to Bridge Loan Agreement] ORE HILL HUB FUND LTD., as a Lender By: ------------------------------------- Name: Title: [signature page to Bridge Loan Agreement] NY1 5609474v6 Schedule A-1 Agent's Account An account at a bank designated by Agent from time to time as the account into which Borrower shall make all payments to Agent for the benefit of the Lender Group and into which the Lender Group shall make all payments to Agent under this Agreement and the other Loan Documents; unless and until Agent notifies Borrower and the Lender Group to the contrary, Agent's Account shall be the following deposit account: Bank Name: Harris Trust and Savings Bank Xxxxxgo, Illinois ABA Number: 071-000-288 Account Number: 277-936-1 Xxxxxxx Xame: Guggenheim Corporatx Xxxxxxx, LLC Reference: Abraxas (Bridge Loan) Schedule C-1 Commitments Lender Commitment ------ ---------- Clinton Group Inc. $12,000,000 Ore Hill Hub Fund Ltd. $1,000,000 Guggenheim Corporate Funding, LLC $12,000,000 SOF Investments, L.P. $10,000,000 =========== $25,000,000 NY1 5609474v6 Schedule D-1 Designated Account Account number 006224301 of Borrower maintained with Borrower's Designated Account Bank, or such other deposit account of Borrower (located within the United States) that has been designated as such, in writing, by Borrower to Agent.
ABRAXAS PETROLEUM CORPORATION as an Issuer By: ------------------------------------------------ Name: Title: CANADIAN ABRAXAS PETROLEUM LIMITED, as an Issuer By: ------------------------------------------------ Name: Title: NEW CACHE PETROLEUMS, LTD., as a Subsidiary Guarantor By: ------------------------------------------------ Name: Title: SANDIA OIL & GAS CORPORATION, as a Subsidiary Guarantor By: ------------------------------------------------ Name: Title: WAMSUTTER HOLDINGS, INC., as a Subsidiary Guarantor By: ------------------------------------------------ Name: Title: FIRSTAR BANK, NATIONAL ASSOCIATION, as Trustee By: ------------------------------------------------ Name: Title:
ABRAXAS PETROLEUM CORPORATION. By: -------------------------------------------------- Title: GUARANTORS: SANDIA OIL & GAS CORPORATION By: -------------------------------------------------- Name: Title: SANDIA OPERATING CORP. By: ------------------------------------------------- Name: Title: EASTSIDE COAL COMPANY, INC. By: ------------------------------------------------- Name: Title: WESTERN ASSOCIATED ENERGY CORPORATION By: ------------------------------------------------- Name: Title: WAMSUTTER HOLDINGS, INC. By: -------------------------------------------------- Name: Title: 101 AGENT AND LENDERS: WELLS FARGO FOOTHILL, INC., as Agent and xx x Lender By: ------------------------------------------------ title: TABLE OF CONTENTS Page
ABRAXAS PETROLEUM CORPORATION. By:/s/ Xxxxxx X. Xxxxxx Name:Xxxxx X. Xxxxxx Title:Vice President and Chief Financial Officer
ABRAXAS PETROLEUM CORPORATION. ISSUER AND ------------------------------------------ TRUSTEE ---------------- INDENTURE DATED AS OF _______, 20__ ---------------- SUBORDINATED DEBT SECURITIES (ISSUABLE IN SERIES) ABRAXAS PETROLEUM CORPORATION RECONCILIATION AND TIE BETWEEN TRUST INDENTURE ACT OF 1939 AND INDENTURE, DATED AS OF ________, 20__ Section of Trust Indenture Section(s) of Act of 1939 Indenture ------------------------------------ ------------------
ABRAXAS PETROLEUM CORPORATION. (Pursuant to Chapter 78, Section 1955 of the Nevada Revised Statutes) Abraxas Petroleum Corporation. (hereinafter called the “Company”), a Nevada corporation, does hereby certify:
