REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 4th, 2013 • Antero Resources LLC • Crude petroleum & natural gas • New York
This REGISTRATION RIGHTS AGREEMENT dated February 4, 2013 (this “Agreement”) is entered into by and among Antero Resources Finance Corporation, a Delaware corporation (the “Company”), an indirect wholly owned subsidiary of Antero Resources LLC (the “Parent”), the guarantors listed in Schedule 1 hereto (together with the Parent, the “Initial Guarantors”), and J.P. Morgan Securities LLC (“J.P. Morgan”), as representative of the several initial purchasers listed in Schedule 1 of the Purchase Agreement (collectively, the “Initial Purchasers”).
ANTERO RESOURCES FINANCE CORPORATION, THE GUARANTORS PARTY HERETO AND WELLS FARGO BANK, NATIONAL ASSOCIATION, AS TRUSTEEIndenture • November 20th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This INDENTURE dated as of November 19, 2012, is among ANTERO RESOURCES FINANCE CORPORATION, a Delaware corporation (the “Issuer”), ANTERO RESOURCES LLC, a Delaware limited liability company (the “Parent Guarantor”), the Subsidiary Guarantors (as defined herein) listed on the signature page hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION (the “Trustee”), as trustee.
ANTERO RESOURCES FINANCE CORPORATION 6.000% Senior Notes due 2020 Purchase AgreementPurchase Agreement • February 4th, 2013 • Antero Resources LLC • Crude petroleum & natural gas • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF ANTERO RESOURCES LLC a Delaware Limited Liability Company Dated as of December 1, 2010Limited Liability Company Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”), dated as of December 1, 2010, is adopted, executed and agreed to, for good and valuable consideration, by Warburg, the Yorktown Parties, the Trilantic Parties, Antero Employee Holdings, the Bluestone Investor Parties and each of the parties listed on Exhibit A attached hereto who are Members as of the date hereof, and the persons who at any time become Members of the Company or parties hereto as provided herein. In consideration of the mutual covenants and agreements contained herein, the Members do hereby agree as follows:
ANTERO RESOURCES FINANCE CORPORATION 6.000% Senior Notes due 2020 Purchase AgreementPurchase Agreement • November 20th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
Terms used in paragraph (a) and this paragraph (b) and not otherwise defined in this Agreement have the meanings given to them by Regulation S.
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of May 12, 2011, by and among ANTERO RESOURCES CORPORATION, a Delaware corporation (“Antero”), ANTERO RESOURCES PICEANCE CORPORATION, a Delaware corporation (“Antero Piceance”), ANTERO RESOURCES PIPELINE CORPORATION, a Delaware corporation (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each, a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of July 8, 2011, by and among ANTERO RESOURCES CORPORATION, a Delaware corporation (“Antero”), ANTERO RESOURCES PICEANCE CORPORATION, a Delaware corporation (“Antero Piceance”), ANTERO RESOURCES PIPELINE CORPORATION, a Delaware corporation (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each, a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
STOCK PURCHASE AGREEMENT by and between ANTERO RESOURCES LLC (“Seller”), and CARDINAL ARKOMA, INC., (“Buyer”) dated as of October 1, 2010Stock Purchase Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • Delaware
THIS STOCK PURCHASE AGREEMENT, dated as of October 1, 2010 (this “Agreement”), is entered into by and between Antero Resources LLC, a Delaware limited liability company (“Seller”), and Cardinal Arkoma, Inc., a Delaware corporation (“Buyer”).
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 4, 2010 among ANTERO RESOURCES CORPORATION, ANTERO RESOURCES PICEANCE CORPORATION, ANTERO RESOURCES PIPELINE CORPORATION and ANTERO RESOURCES APPALACHIAN CORPORATION, as Borrowers,...Credit Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
THIS FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 4, 2010, among ANTERO RESOURCES CORPORATION, a Delaware corporation (“Antero”), ANTERO RESOURCES PICEANCE CORPORATION, a Delaware corporation (“Antero Piceance”), ANTERO RESOURCES PIPELINE CORPORATION, a Delaware corporation (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, WELLS FARGO BANK, N.A., as Syndication Agent, and BANK OF SCOTLAND plc, UNION BANK, N.A., CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, BNP PARIBAS and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Co-Documentation Agents.
PURCHASE AND SALE AGREEMENT by and among ANTERO RESOURCES LLC (“Parent”), ANTERO RESOURCES MIDSTREAM CORPORATION (“Seller”), and CARDINAL ARKOMA MIDSTREAM, LLC, (“Buyer”) dated as of October 1, 2010Purchase and Sale Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • Delaware
THIS PURCHASE AND SALE AGREEMENT, dated as of October 1, 2010 (this “Agreement”), is entered into by and among Antero Resources LLC, a Delaware limited liability company (“Parent”), Antero Resources Midstream Corporation, a Delaware corporation (“Seller”), and Cardinal Arkoma Midstream, LLC, a Delaware limited liability company (“Buyer”). Parent and Seller are referred to herein individually as a “Seller Party” and collectively as the “Seller Parties.”
THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • April 11th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of October 26, 2011, by and among ANTERO RESOURCES CORPORATION, a Delaware corporation (“Antero”), ANTERO RESOURCES PICEANCE CORPORATION, a Delaware corporation (“Antero Piceance”), ANTERO RESOURCES PIPELINE CORPORATION, a Delaware corporation (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each, a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
November 19, 2012 Antero Resources Arkoma LLC Antero Resources Piceance LLC Antero Resources Pipeline LLC Antero Resources Appalachian CorporationCredit Agreement • December 10th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 9th, 2013 • Antero Resources LLC • Crude petroleum & natural gas • New York
This SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of June 27, 2013, by and among ANTERO RESOURCES CORPORATION, a Delaware corporation, formerly known as Antero Resources Appalachian Corporation and successor by merger to each of Antero Resources Arkoma LLC, Antero Resources Piceance LLC and Antero Resources Pipeline LLC (the “Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 7th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of May 4, 2012, by and among ANTERO RESOURCES CORPORATION, a Delaware corporation (“Antero”), ANTERO RESOURCES PICEANCE CORPORATION, a Delaware corporation (“Antero Piceance”), ANTERO RESOURCES PIPELINE CORPORATION, a Delaware corporation (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each, a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
December 7, 2012 Antero Resources Arkoma LLC Antero Resources Piceance LLC Antero Resources Pipeline LLC Antero Resources Appalachian CorporationCredit Agreement • December 10th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
June 29, 2012 Antero Resources Corporation Antero Resources Piceance Corporation Antero Resources Pipeline Corporation Antero Resources Appalachian CorporationCredit Agreement • July 5th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
February 4, 2013 Antero Resources Arkoma LLC Antero Resources Piceance LLC Antero Resources Pipeline LLC Antero Resources Appalachian CorporationCredit Agreement • February 4th, 2013 • Antero Resources LLC • Crude petroleum & natural gas • New York
FIFTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 26th, 2012 • Antero Resources LLC • Crude petroleum & natural gas • New York
This FIFTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of October 25, 2012, by and among ANTERO RESOURCES ARKOMA LLC (successor by conversion of Antero Resources Corporation), a Delaware limited liability company (“Antero”), ANTERO RESOURCES PICEANCE LLC (successor by conversion of Antero Resources Piceance Corporation), a Delaware limited liability company (“Antero Piceance”), ANTERO RESOURCES PIPELINE LLC (successor by conversion of Antero Resources Pipeline Corporation), a Delaware limited liability company (“Antero Pipeline”), and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation (“Antero Appalachian” and, together with Antero, Antero Piceance and Antero Pipeline, each, a “Borrower” and collectively, the “Borrowers”), CERTAIN SUBSIDIARIES OF BORROWERS, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly def
SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • May 13th, 2013 • Antero Resources LLC • Crude petroleum & natural gas • New York
This SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of May 9, 2013, by and among ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation and successor by merger to each of Antero Resources Arkoma LLC, Antero Resources Piceance LLC and Antero Resources Pipeline LLC (the “Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the LENDERS party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
