Exhibit 10.23
SECOND AMENDMENT TO FIRST AMENDED AND RESTATED
CREDIT AGREEMENT
AMONG
SWIFT ENERGY COMPANY
SWIFT ENERGY OPERATING, LLC
AS BORROWER
JPMORGAN CHASE BANK, N.A.
AS ADMINISTRATIVE AGENT
XXXXX FARGO BANK (TEXAS), NATIONAL ASSOCIATION
AS SYNDICATION AGENT
BNP PARIBAS
AS SYNDICATION AGENT
CALYON
AS DOCUMENTATION AGENT
SOCIETE GENERALE
AS DOCUMENTATION AGENT
AND
THE LENDERS SIGNATORY HERETO
AND
X.X. XXXXXX SECURITIES, INC.
AS SOLE LEAD ARRANGER AND SOLE BOOK RUNNER
Effective as of December 28, 2005
------------------------
Revolving Line of Credit of up to $400,000,000
with Letter of Credit Subfacility
-------------------------
TABLE OF CONTENTS
PAGE
ARTICLE I DEFINITIONS 2
1.01 Terms Defined Above 2
1.02 Terms Defined in Agreement 2
1.03 References 2
1.04 Articles and Sections 2
1.05 Number and Gender 2
ARTICLE II AMENDMENTS 2
2.01 Substitution of New Swift and Operating for Old Swift as Borrower 2
2.02 Clarification of Certain Provisions 2
2.03 Amendment of Exhibit I 3
2.04 Amendment of Exhibit VIII 3
ARTICLE III CONDITIONS 3
3.01 Receipt of Documents 3
3.02 Accuracy of Representations and Warranties 4
3.03 Matters Satisfactory to Lenders 4
ARTICLE IV REPRESENTATIONS AND WARRANTIES 4
ARTICLE V RATIFICATION 4
ARTICLE VI MISCELLANEOUS 4
6.01 Scope of Amendment 4
6.02 Agreement as Amended 4
6.03 Parties in Interest 4
6.04 Rights of Third Parties 4
6.05 ENTIRE AGREEMENT 5
6.06 JURISDICTION AND VENUE 5
Exhibit I - Form of Promissory Note
Exhibit VIII - Subsidiaries and Partnerships
SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT
This SECOND AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT
(this "Second Amendment") is made and entered into effective as of December 28,
2005, by and among SWIFT ENERGY COMPANY, a Texas corporation, and SWIFT ENERGY
OPERATING, LLC, a Texas limited liability company, (collectively the
"Borrower"), each lender that is a signatory hereto or becomes a signatory
hereto as provided in Section 9.1 of the Credit Agreement (individually,
together with its successors and assigns, a "Lender" and, collectively, together
with their respective successors and assigns, the "Lenders"), and JPMORGAN CHASE
BANK, N.A., (successor by merger to Bank One, NA (Main Office Chicago)), a
national banking association, as Administrative Agent for the Lenders (in such
capacity, together with its successors in such capacity pursuant to the terms
hereof, the "Administrative Agent"), X.X. XXXXXX SECURITIES, INC. as Sole Lead
Arranger and Sole Book Runner, XXXXX FARGO BANK, NATIONAL ASSOCIATION, as
Syndication Agent, BNP PARIBAS, as Syndication Agent, CALYON as Documentation
Agent and SOCIETE GENERALE as Documentation Agent.
W I T N E S S E T H
WHEREAS, SWIFT ENERGY COMPANY, a Texas corporation ("Old Swift") was
the Borrower in the First Amended and Restated Credit Agreement dated June 29,
2004, as amended by First Amendment to First Amended and Restated Credit
Agreement dated October 21, 2005 (the "Agreement"), to which reference is made
for all purposes;
WHEREAS, Old Swift merged with Swift Energy Operating, LLC
("Operating"), a Texas limited liability company, with Operating being the
surviving entity;
WHEREAS Swift Energy Company, a Texas corporation ("New Swift") was
formed on December 15, 2005, and Swift Energy USA, Inc., a Delaware corporation
("USA") was formed on December 28, 2005;
WHEREAS New Swift, Old Swift, and Operating entered into a Plan and
Agreement and Articles of Merger to Form Holding Company dated effective
December 28, 2005, wherein New Swift is the public parent holding company. USA
is a wholly owned subsidiary of New Swift and USA is the direct parent company
of Operating;
WHEREAS, pursuant to a letter dated October 25, 2004, the Lenders
consented to Old Swift implementing the holding company structure and Old Swift
agreed to add New Swift and Old Swift's successor corporation, Operating, as
Borrowers to the Credit Agreement;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
of the parties to the Agreement, as set forth therein, and the mutual covenants
and agreements of the parties hereto, as set forth in this Second Amendment, the
parties hereto agree as follows:
ARTICLE I
DEFINITIONS
1.01 Terms Defined Above. As used herein, each of the terms
"Administrative Agent," "Agreement," "Borrower," "Second Amendment," "Lender,"
and "Lenders" shall have the meaning assigned to such term hereinabove.
1.02 Terms Defined in Agreement. As used herein, each term defined in
the Agreement shall have the meaning assigned thereto in the Agreement, unless
expressly provided herein to the contrary.
1.03 References. References in this Second Amendment to Article or
Section numbers shall be to Articles and Sections of this Second Amendment,
unless expressly stated herein to the contrary. References in this Second
Amendment to "hereby," "herein," hereinafter," hereinabove," "hereinbelow,"
"hereof," and "hereunder" shall be to this Second Amendment in its entirety and
not only to the particular Article or Section in which such reference appears.
1.04 Articles and Sections. This Second Amendment, for convenience
only, has been divided into Articles and Sections and it is understood that the
rights, powers, privileges, duties, and other legal relations of the parties
hereto shall be determined from this Second Amendment as an entirety and without
regard to such division into Articles and Sections and without regard to
headings prefixed to such Articles and Sections.
1.05 Number and Gender. Whenever the context requires, reference herein
made to the single number shall be understood to include the plural and likewise
the plural shall be understood to include the singular. Words denoting sex shall
be construed to include the masculine, feminine, and neuter, when such
construction is appropriate, and specific enumeration shall not exclude the
general, but shall be construed as cumulative. Definitions of terms defined in
the singular and plural shall be equally applicable to the plural or singular,
as the case may be.
ARTICLE II
AMENDMENTS
The Borrower, Administrative Agent and the Lenders hereby amend the
Agreement in the following particulars:
2.01 Substitution of New Swift and Operating for Old Swift as Borrower.
New Swift and Operating are hereby substituted for Old Swift as the Borrower in
the Agreement. New Swift and Operating agree to be bound by all of the terms and
provisions of the Agreement and shall be liable for all of the Obligations under
the Agreement.
2.02 Clarification of Certain Provisions. Certain provisions of the
Agreement are hereby revised to clarify that (i) all references to financial
statements and financial terms relating to the Borrower are to New Swift on a
consolidated (or consolidating, as applicable) basis, (ii) the dividend covenant
in Section 6.5 will apply only to New Swift and not to Operating, (iii) Section
6.6 (Changes in Corporate Structure) will apply to both New Swift and Operating;
and
-2-
any compliance certificate and other certificates required to be signed by the
chief financial officer of Borrower shall mean the chief financial officer of
both New Swift and Operating.
2.03 Amendment of Exhibit I. Exhibit I, i.e. the "Form of Promissory
Note" shall be as set forth on Exhibit I to this Second Amendment to First
Amended and Restated Credit Agreement.
2.04 Amendment of Exhibit VIII. Exhibit VIII, i.e. "Subsidiaries and
Partnerships" shall be as
ARTICLE III
CONDITIONS
The obligation of the Lenders to amend the Agreement as provided herein
is subject to the fulfillment of the following conditions precedent:
3.01 Receipt of Documents. The Lenders shall have received, reviewed,
and approved the following documents and other items, appropriately executed
when necessary and in form and substance satisfactory to the Lenders:
(a) multiple counterparts of this Second Amendment, as requested by the
Lender;
(b) the Notes;
(c) Ratification of and Amendment to Act of Mortgage and Security
Agreement;
(d) Ratification of and Amendment to Mortgage, Deed of Trust, Security
Agreement, Financing Statement, Fixture Filing and Assignment of
Production;
(e) Ratification of and Amendment to Security Agreement;
(f) copies of the formation documents of the Borrower and all
amendments thereto, accompanied by a certificate dated the Closing Date
issued by the secretary or an assistant secretary or another authorized
representative of the Borrower to the effect that each such copy is
correct and complete;
(g) a certificate of incumbency, including specimen signatures of all
officers or other representatives of the Borrower who are authorized to
execute Loan Documents on behalf of the Borrower, such certificate
being executed by the secretary or an assistant secretary or another
authorized representative of the Borrower;
(h) copies of resolutions of the Borrower, adopted by the board of
directors of the Borrower approving the Loan Documents to which the
Borrower is a party and authorizing the transactions contemplated
herein and therein, accompanied by a certificate dated the Closing Date
issued by the secretary or assistant secretary or another authorized
representative of the Borrower to the effect that such copies are true
and correct copies of resolutions duly adopted and that such
resolutions constitute all the
-3-
resolutions adopted with respect to such transactions, have not been
amended, modified, or rescinded in any respect, and are in full force
and effect as of the date of such certificate; and
(i) such other agreements, documents, items, instruments, opinions,
certificates, waivers, consents, and evidence as the Administrative
Agent may reasonably request.
3.02 Accuracy of Representations and Warranties. The representations
and warranties contained in Article IV of the Agreement and this Second
Amendment shall be true and correct.
3.03 Matters Satisfactory to Lenders. All matters incident to the
consummation of the transactions contemplated hereby shall be satisfactory to
the Administrative Agent and the Lenders.
ARTICLE IV
REPRESENTATIONS AND WARRANTIES
The Borrower hereby expressly re-makes, in favor of the Lenders, all of
the representations and warranties set forth in Article IV of the Agreement, and
represents and warrants that all such representations and warranties remain true
and unbreached.
ARTICLE V
RATIFICATION
Each of the parties hereto does hereby adopt, ratify, and confirm the
Agreement and the other Loan Documents, in all things in accordance with the
terms and provisions thereof, as amended by this Second Amendment.
ARTICLE VI
MISCELLANEOUS
6.01 Scope of Amendment. The scope of this Second Amendment is
expressly limited to the matters addressed herein and this Second Amendment
shall not operate as a waiver of any past, present, or future breach, Default,
or Event of Default under the Agreement except to the extent, if any, that any
such breach, Default, or Event of Default is remedied by the effect of this
Second Amendment.
6.02 Agreement as Amended. All references to the Agreement in any
document heretofore or hereafter executed in connection with the transactions
contemplated in the Agreement shall be deemed to refer to the Agreement as
amended by this Second Amendment.
6.03 Parties in Interest. All provisions of this Second Amendment shall
be binding upon and shall inure to the benefit of the Borrower, the
Administrative Agent and the Lenders and their respective successors and
assigns.
6.04 Rights of Third Parties. All provisions herein are imposed solely
and exclusively for the benefit of the Administrative Agent, the Lenders and the
Borrower, and no other Person shall have standing to require satisfaction of
such provisions in accordance with their terms and
-4-
any or all of such provisions may be freely waived in whole or in part by the
Lenders at any time if in their sole discretion it deems it advisable to do so.
6.05 ENTIRE AGREEMENT. THIS SECOND AMENDMENT CONSTITUTES THE ENTIRE
AGREEMENT BETWEEN THE PARTIES HERETO WITH RESPECT TO THE SUBJECT HEREOF AND
SUPERSEDES ANY PRIOR AGREEMENT, WHETHER WRITTEN OR ORAL, BETWEEN SUCH PARTIES
REGARDING THE SUBJECT HEREOF. FURTHERMORE IN THIS REGARD, THIS SECOND AMENDMENT,
THE AGREEMENT, THE NOTE, THE SECURITY INSTRUMENTS, AND THE OTHER WRITTEN
DOCUMENTS REFERRED TO IN THE AGREEMENT OR EXECUTED IN CONNECTION WITH OR AS
SECURITY FOR THE NOTES REPRESENT, COLLECTIVELY, THE FINAL AGREEMENT AMONG THE
PARTIES THERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO
UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
6.06 JURISDICTION AND VENUE. ALL ACTIONS OR PROCEEDINGS WITH RESPECT
TO, ARISING DIRECTLY OR INDIRECTLY IN CONNECTION WITH, OUT OF, RELATED TO, OR
FROM THIS SECOND AMENDMENT, THE AGREEMENT OR ANY OTHER LOAN DOCUMENT MAY BE
LITIGATED IN COURTS HAVING SITUS IN XXXXXX COUNTY, TEXAS. EACH OF THE BORROWER,
THE ADMINISTRATIVE AGENT AND THE LENDERS HEREBY SUBMITS TO THE JURISDICTION OF
ANY LOCAL, STATE, OR FEDERAL COURT LOCATED IN XXXXXX COUNTY, TEXAS, AND HEREBY
WAIVES ANY RIGHTS IT MAY HAVE TO TRANSFER OR CHANGE THE JURISDICTION OR VENUE OF
ANY LITIGATION BROUGHT AGAINST IT BY THE BORROWER, THE ADMINISTRATIVE AGENT OR
THE LENDERS IN ACCORDANCE WITH THIS SECTION.
(Remainder of Page Intentionally Left Blank)
-5-
IN WITNESS WHEREOF, this Agreement is executed effective as of the date
first above written.
BORROWER:
SWIFT ENERGY COMPANY
By: s/ Xxxxx X. Xxxxxxxx, Xx.
-------------------------------------
Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: s/ Xxxxxx X. Xxxxxxx
-------------------------------------
Xxxxxx X. Xxxxxxx
Treasurer
SWIFT ENERGY OPERATING, LLC
By: s/ Xxxxx X. Xxxxxxxx, Xx.
-------------------------------------
Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: s/ Xxxxxx X. Xxxxxxx
-------------------------------------
Xxxxxx X. Xxxxxxx
Treasurer
Address for Notices:
Swift Energy Company
Swift Energy Operating, LLC
00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Attention: Xxxxx X. Xxxxxxxx, Xx.
Telecopy: (000) 000-0000
(Signatures Continued on Next Page)
ADMINISTRATIVE AGENT AND LENDER:
JPMORGAN CHASE BANK, N.A., (successor
by merger to Bank One, NA (Main Office
Chicago))
By: s/ Jo Xxxxx Xxxxxxxxx
-------------------------------------
Jo Xxxxx Xxxxxxxxx
Vice President
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
Xxx Xxxx Xxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000
Address for Notices:
000 Xxxxxx, 00xx Xxxxx
Xxxxxxx, Xxxxx 00000
Attention: Xxxxxxx Xxxxxxxxx-Xxxxx
Telecopy: (000) 000-0000
(Signatures Continued on Next Page)
LENDER:
BANK OF SCOTLAND
By: s/ Xxxxx Xxxxx
-------------------------------------
Printed Name: Xxxxx Xxxxx
---------------------------
Title: Assistant Vice President
----------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
000 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxxx Xxxxxx
Telecopy: 000-000-0000
Address for Notices:
0000 Xxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Attention: Xxxxxxx Xxxxxx
Telecopy: 000-000-0000
(Signatures Continued on Next Page)
LENDER:
NATEXIS BANQUES POPULAIRES
By: s/ Xxxxxxx X. Xxxxxxxxx
-------------------------------------
Printed Name: Xxxxxxx X. Xxxxxxxxx
---------------------------
Title: Vice President & Group Manager
----------------------------------
By: s/ Xxxxxx Xxxxx
-------------------------------------
Printed Name: Xxxxxx Xxxxx
---------------------------
Title: Vice President
----------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
000 Xxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Attention: Xxxxxxx Xxxxxxxxx
Address for Notices:
_
_
_
Attention:_
Telecopy:_
(Signatures Continued on Next Page)
LENDER:
THE BANK OF TOKYO-MITSUBISHI UFJ,
LTD., NEW YORK BRANCH, successor by
merger to UFJ Bank Limited (as of 1/1/06)
By: s/ Xxxxxxx Xxxxxxxxx
-------------------------------------
Xxxxxxx Xxxxxxxxx
Senior Vice President & Group Head
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Attention: Loan Operations
Address for Notices:
0000 Xxxxxx xx xxx Xxxxxxxx
Xxx Xxxx, XX 00000-0000
Attention: Structured Finance Group
Telecopy: 000-000-0000
(Signatures Continued on Next Page)
DOCUMENTATION AGENT AND LENDER:
SOCIETE GENERALE
By: s/ Xxxxx Robeiuc
---------------------------------
Printed Name: Xxxxx Robeiuc
-----------------------
Title: Vice President
------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
000 Xxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xxxxxx Xxxxxxxxx
Telephone: 000-000-0000
Telecopy: 212-278-7490
Address for Notices:
0000 Xxxxx, Xxxxx 0000
Xxxxxxx, XX 00000
Attention: Mr. Xxxxx Xxxxxxxxx
Xx. Xxxxx Xxxxxxx
Telecopy: 000-000-0000
(Signatures Continued on Next Page)
DOCUMENTATION AGENT AND LENDER:
CALYON NEW YORK BRANCH
By: s/ Xxxxxxx Xxxxxx
---------------------------------
Printed Name: Xxxxxxx Xxxxxx
-----------------------
Title: Vice President
------------------------------
By: s/ Xxxxxxxx Cond'xxxxx
---------------------------------
Printed Name: Xxxxxxxx Cord'xxxxx
-----------------------
Title: Director
------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
1301 Avenue of the Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Loan Administration Department
with a copy to:
0000 Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
Attention: Xxx Xxxxxxxx
Address for Notices:
1301 Avenue of the Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attn: Loan Administration Department
with a copy to:
0000 Xxxxxx, Xxxxx 0000
Xxxxxxx, XX 00000
Attention: Xxx Xxxxxxxx
Telecopy: 000-000-0000
(Signatures Continued on Next Page)
SYNDICATION AGENT AND LENDER:
XXXXX FARGO BANK, NATIONAL
ASSOCIATION
By: s/ Xxxxx Xxxxxx
--------------------------------
Printed Name: Xxxxx Xxxxxx
----------------------
Title: Corporate Officer
-----------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
0000 Xxxxxxxx, 0xx Xxxxx
Xxxxxx, XX 00000
Attention: Xxxxx Xxxx
Address for Notices:
0000 Xxxxxxxxx Xx., 0xx Xxxxx
Xxxxxxx, XX 00000
Attention: Xxxxx Xxxxxx
(Signatures Continued on Next Page)
SYNDICATION AGENT AND LENDER:
BNP PARIBAS
By: s/ Xxxxx Xxxxxx s/ Xxxxx Xxxxxx
-------------------------------------------
Printed Name: Xxxxx Xxxxxx Xxxxx Xxxxxx
------
Title: Vice President Vice President
----------------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Loans:
Attention:
Address for Notices:
Attention:
Telecopy:
(Signatures Continued on Next Page)
LENDER:
COMERICA BANK
By: s/ Xxxx Xxxxxxx
------------------------------------
Printed Name: Xxxx Xxxxxxx
--------------------------
Title: Vice President
---------------------------------
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
00000 Xxx Xxxx Xxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxxx Xxxxxxx
Telecopy: 000-000-0000
Address for Notices:
000 Xxxxxxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Attention: Xxxx Xxxxxxx
Telecopy: 000-000-0000
(Signatures Continued on Next Page)
LENDER:
AMEGY BANK NATIONAL ASSOCIATION
By: s/ Xxxxxxx X. Xxxxxx, III
-----------------------------------
Xxxxxxx X. Xxxxxx, III
Vice President, Energy Lending
Applicable Lending Office
for Alternative Base Rate Loans and
Eurodollar Rate Loans:
AMEGY BANK NATIONAL ASSOCIATION
Attention: Xxxx Xxxxxxxx
Address for Notices:
X.X. Xxx 00000
Xxxxxxx, Xxxxx 00000
Attention: Xxxx Xxxxxxxx
Telecopy: 000-000-0000
(Signatures Continued on Next Page
EXHIBIT I
PROMISSORY NOTE
$53,292,929.45 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of JPMORGAN CHASE BANK, N.A. ("Payee"), at the
banking quarters of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas,
the sum of FIFTY-THREE MILLION, TWO HUNDRED AND NINETY-TWO THOUSAND, NINE
HUNDRED AND TWENTY-NINE DOLLARS AND FORTY-FIVE CENTS ($53,292,929.45), or so
much thereof as may be advanced against this Note pursuant to the First Amended
and Restated Credit Agreement dated as of June 29, 2004, by and among Maker,
Bank One, NA, as a Lender and as the Administrative Agent, Xxxxx Fargo Bank,
National Association, as a Lender and as Syndication Agent, CALYON, as a Lender
and as Documentation Agent and Societe Generale as a Lender and Documentation
Agent, and the other Lenders signatory thereto (as amended, restated or
supplemented from time to time, the "Credit Agreement"), together with interest
at the rates and calculated as provided in the Credit Agreement. The
indebtedness evidenced by this Note, both principal and interest, is payable as
provided in the Credit Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
XXXXX ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$53,292,929.45 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of SOCIETE GENERALE ("Payee"), at the banking
quarters of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas, the sum
of FIFTY-THREE MILLION, TWO HUNDRED AND NINETY-TWO THOUSAND, NINE HUNDRED AND
TWENTY-NINE DOLLARS AND FORTY-FIVE CENTS ($53,292,929.45), or so much thereof as
may be advanced against this Note pursuant to the First Amended and Restated
Credit Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as
a Lender and as the Administrative Agent, Xxxxx Fargo Bank, National
Association, as a Lender and as Syndication Agent, CALYON, as a Lender and as
Documentation Agent and Societe Generale as a Lender and Documentation Agent,
and the other Lenders signatory thereto (as amended, restated or supplemented
from time to time, the "Credit Agreement"), together with interest at the rates
and calculated as provided in the Credit Agreement. The indebtedness evidenced
by this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$50,909,090.91 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of XXXXX FARGO BANK, NATIONAL ASSOCIATION
("Payee"), at the banking quarters of JPMorgan Chase Bank, N.A., in Houston,
Xxxxxx County, Texas, the sum of FIFTY MILLION, NINE HUNDRED AND NINE THOUSAND,
NINETY DOLLARS AND NINETY-ONE CENTS ($50,909,090.91), or so much thereof as may
be advanced against this Note pursuant to the First Amended and Restated Credit
Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as a
Lender and as the Administrative Agent, Xxxxx Fargo Bank, National Association,
as a Lender and as Syndication Agent, CALYON, as a Lender and as Documentation
Agent and Societe Generale as a Lender and Documentation Agent, and the other
Lenders signatory thereto (as amended, restated or supplemented from time to
time, the "Credit Agreement"), together with interest at the rates and
calculated as provided in the Credit Agreement. The indebtedness evidenced by
this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$48,000,000.00 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of BANK OF SCOTLAND ("Payee"), at the banking
quarters of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas, the sum
of FORTY-EIGHT MILLION DOLLARS ($48,000,000.00), or so much thereof as may be
advanced against this Note pursuant to the First Amended and Restated Credit
Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as a
Lender and as the Administrative Agent, Xxxxx Fargo Bank, National Association,
as a Lender and as Syndication Agent, CALYON, as a Lender and as Documentation
Agent and Societe Generale as a Lender and Documentation Agent, and the other
Lenders signatory thereto (as amended, restated or supplemented from time to
time, the "Credit Agreement"), together with interest at the rates and
calculated as provided in the Credit Agreement. The indebtedness evidenced by
this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$20,000,000.00 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of NATEXIS BANQUES POPULAIRES ("Payee"), at the
banking quarters of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas,
the sum of TWENTY MILLION DOLLARS ($20,000,000.00), or so much thereof as may be
advanced against this Note pursuant to the First Amended and Restated Credit
Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as a
Lender and as the Administrative Agent, Xxxxx Fargo Bank, National Association,
as a Lender and as Syndication Agent, CALYON, as a Lender and as Documentation
Agent and Societe Generale as a Lender and Documentation Agent, and the other
Lenders signatory thereto (as amended, restated or supplemented from time to
time, the "Credit Agreement"), together with interest at the rates and
calculated as provided in the Credit Agreement. The indebtedness evidenced by
this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$26,666,666.18 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.
("Payee"), at the banking quarters of JPMorgan Chase Bank, N.A., in Houston,
Xxxxxx County, Texas, the sum of TWENTY-SIX MILLION, SIX HUNDRED AND SIXTY-SIX
THOUSAND, SIX HUNDRED AND SIXTY-SIX DOLLARS AND EIGHTEEN CENTS ($26,666,666.18),
or so much thereof as may be advanced against this Note pursuant to the First
Amended and Restated Credit Agreement dated as of June 29, 2004, by and among
Maker, Bank One, NA, as a Lender and as the Administrative Agent, Xxxxx Fargo
Bank, National Association, as a Lender and as Syndication Agent, CALYON, as a
Lender and as Documentation Agent and Societe Generale as a Lender and
Documentation Agent, and the other Lenders signatory thereto (as amended,
restated or supplemented from time to time, the "Credit Agreement"), together
with interest at the rates and calculated as provided in the Credit Agreement.
The indebtedness evidenced by this Note, both principal and interest, is payable
as provided in the Credit Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$43,636,363.54 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of BNP PARIBAS ("Payee"), at the banking quarters
of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas, the sum of
FORTY-THREE MILLION, SIX HUNDRED AND THIRTY-SIX THOUSAND, THREE HUNDRED AND
SIXTY-THREE DOLLARS AND FIFTY-FOUR CENTS ($43,636,363.54), or so much thereof as
may be advanced against this Note pursuant to the First Amended and Restated
Credit Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as
a Lender and as the Administrative Agent, Xxxxx Fargo Bank, National
Association, as a Lender and as Syndication Agent, CALYON, as a Lender and as
Documentation Agent and Societe Generale as a Lender and Documentation Agent,
and the other Lenders signatory thereto (as amended, restated or supplemented
from time to time, the "Credit Agreement"), together with interest at the rates
and calculated as provided in the Credit Agreement. The indebtedness evidenced
by this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated June 29, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$25,454,545.45 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of COMERICA BANK ("Payee"), at the banking quarters
of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County, Texas, the sum of
TWENTY FIVE MILLION, FOUR HUNDRED FIFTY-FOUR THOUSAND, FIVE HUNDRED FORTY-FIVE
DOLLARS AND FORTY-FIVE CENTS ($25,454,545.45), or so much thereof as may be
advanced against this Note pursuant to the First Amended and Restated Credit
Agreement dated as of June 29, 2004, by and among Maker, Bank One, NA, as a
Lender and as the Administrative Agent, Xxxxx Fargo Bank, National Association,
as a Lender and as Syndication Agent, CALYON, as a Lender and as Documentation
Agent and Societe Generale as a Lender and Documentation Agent, and the other
Lenders signatory thereto (as amended, restated or supplemented from time to
time, the "Credit Agreement"), together with interest at the rates and
calculated as provided in the Credit Agreement. The indebtedness evidenced by
this Note, both principal and interest, is payable as provided in the Credit
Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note dated September 28, 2004 and all other prior Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT I
PROMISSORY NOTE
$25,454,545.45 Houston, Texas December 28, 2005
FOR VALUE RECEIVED and WITHOUT GRACE, the undersigned ("Maker")
promises to pay to the order of AMEGY BANK NATIONAL ASSOCIATION ("Payee"), at
the banking quarters of JPMorgan Chase Bank, N.A., in Houston, Xxxxxx County,
Texas, the sum of TWENTY-FIVE MILLION, FOUR HUNDRED AND FIFTY-FOUR THOUSAND,
FIVE HUNDRED AND FORTY-FIVE DOLLARS AND FORTY-FIVE CENTS ($25,454,545.45), or so
much thereof as may be advanced against this Note pursuant to the First Amended
and Restated Credit Agreement dated as of June 29, 2004, by and among Maker,
Bank One, NA, as a Lender and as the Administrative Agent, Xxxxx Fargo Bank,
National Association, as a Lender and as Syndication Agent, CALYON, as a Lender
and as Documentation Agent and Societe Generale as a Lender and Documentation
Agent, and the other Lenders signatory thereto (as amended, restated or
supplemented from time to time, the "Credit Agreement"), together with interest
at the rates and calculated as provided in the Credit Agreement. The
indebtedness evidenced by this Note, both principal and interest, is payable as
provided in the Credit Agreement.
Reference is hereby made to the Credit Agreement for matters governed
thereby, including, without limitation, certain events which will entitle the
Lenders to accelerate the maturity of all amounts due hereon. Capitalized terms
used but not defined in this Note shall have the meanings assigned to such terms
in the Credit Agreement.
This Note is issued pursuant to, is a "Note" under, and is payable as
provided in, the Credit Agreement and is a substitution for and supersedes the
Note from Southwest Bank of Texas, N.A. dated June 29, 2004 and all other prior
Notes under this Agreement.
THIS NOTE SHALL BE GOVERNED AND CONTROLLED BY THE LAWS OF THE STATE OF
TEXAS (WITHOUT GIVING EFFECT TO THE PRINCIPLES THEREOF RELATING TO CONFLICTS OF
LAW); PROVIDED, HOWEVER, THAT CHAPTER 345 OF THE TEXAS FINANCE CODE (WHICH
REGULATES CERTAIN REVOLVING CREDIT LOAN ACCOUNTS AND REVOLVING TRIPARTY
ACCOUNTS) SHALL NOT APPLY TO THIS NOTE.
SWIFT ENERGY COMPANY
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE ONE OF TWO PAGE NOTE]
SWIFT ENERGY OPERATING, LLC
By: Xxxxx X. Xxxxxxxx, Xx.
Executive Vice President and
Chief Financial Officer
By: Xxxxxx X. Xxxxxxx
Treasurer
[PAGE TWO OF TWO PAGE NOTE]
EXHIBIT VIII
SUBSIDIARIES AND PARTNERSHIPS
PERCENTAGE OWNERSHIP OF PLACE OF
OUTSTANDING COMMON STOCK, INCORPORATION OR
MEMBERSHIP INTEREST OR JURISDICTION OF
PARTNERSHIP INTEREST FORMATION OF ADDRESS OF PRINCIPAL
NAME (DISTRIBUTIVE SHARE) PARTNERSHIP PLACE OF BUSINESS
---- -------------------- ----------- -----------------
SUBSIDIARIES:
------------
GASRS, Inc. 100.00% TX 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
SWENCO-Western, Inc. 100.00% TX 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Marketing Company 100.00% TX 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Exploration Services, 100.00% TX 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Inc. Xxxxxxx, Xxxxx 00000
Swift Energy International, Inc. 100.00% DE 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Canada, Ltd. 100.00% Canada 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Group, Inc. 100.00% DE 000 Xxxxx Xxxx, Xxxxx 000
Xxxxxxxxxx, Xxxxxxxx 00000
Swift Energy New Zealand Limited 100.00% New Zealand 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy New Zealand Holdings 100.00% TX 00000 Xxxxxxxxxx Xxxxx,
Xxxxxxx Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Operating, LLC 100.00% TX 00000 Xxxxxxxxxx Xxxxx,
Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy USA, Inc. 100.00% DE 000 Xxxxx Xxxx, Xxxxx 000
Xxxxxxxxxx, Xxxxxxxx 00000
Southern Petroleum (New Zealand) 100.00% XX 00000 Northchase
Exploration Limited Xxxxx 000
Xxxxxxx, Xxxxx 00000
PERCENTAGE OWNERSHIP OF PLACE OF
OUTSTANDING COMMON STOCK, INCORPORATION OR
MEMBERSHIP INTEREST OR JURISDICTION OF
PARTNERSHIP INTEREST FORMATION OF ADDRESS OF PRINCIPAL
NAME (DISTRIBUTIVE SHARE) PARTNERSHIP PLACE OF BUSINESS
---- -------------------- ----------- -----------------
PARTNERSHIPS:
------------
Swift Energy Drilling Venture 20.00% TX c/o Swift Energy Company
1996-1, Ltd. 16825 Northchase
(Dissolved 12/31/2005) Xxxxxxx, Xxxxx 00000
Swift Energy Drilling Venture 20.00% TX c/o Swift Energy Company
1997-1, Ltd. 16825 Northchase
(Dissolved 12/31/2005) Xxxxxxx, Xxxxx 00000
Swift Energy Drilling Venture 20.00% TX c/o Swift Energy Company
1997-2, Ltd. 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
(Dissolved 12/31/2005) Xxxxxxx, Xxxxx 00000
Swift Energy Drilling Venture 20.00% TX c/o Swift Energy Company
1998-1, Ltd. 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
(Dissolved 12/31/2005) Xxxxxxx, Xxxxx 00000
Swift Energy Development Program 40.00% TX c/o Swift Energy Company
1996-A, Ltd. 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
Swift Energy Development Program 40.00% TX c/o Swift Energy Company
1998, Ltd. 00000 Xxxxxxxxxx Xxxxx, Xxxxx 000
Xxxxxxx, Xxxxx 00000
