BACKSTOP COMMITMENT AGREEMENT AMONG BONANZA CREEK ENERGY, INC. AND THE COMMITMENT PARTIES PARTY HERETO Dated as of December 23, 2016Backstop Commitment Agreement • December 23rd, 2016 • Bonanza Creek Energy, Inc. • Crude petroleum & natural gas • New York
THIS BACKSTOP COMMITMENT AGREEMENT (this “Agreement”), dated as of December 23, 2016, 2016 is made by and among Bonanza Creek Energy, Inc., a Delaware corporation and the ultimate parent of each of the other Debtors (as the debtor in possession and a reorganized debtor, as applicable, the “Company”), on behalf of itself and the other Debtors, on the one hand, and the parties set forth on Schedule 1 hereto (each referred to herein, individually, as a “Commitment Party” and, collectively, as the “Commitment Parties”), on the other hand. The Company and each Commitment Party is referred to herein, individually, as a “Party” and, collectively, as the “Parties”. Capitalized terms that are used but not otherwise defined in this Agreement shall have the meanings given to them in Section 1.1 hereof or, if not defined therein, shall have the meaning given to them in the Plan.
TERM SHEET AMENDMENT AND RESTATEMENT OF CREDIT AGREEMENT ______, 2016Credit Agreement • December 23rd, 2016 • Bonanza Creek Energy, Inc. • Crude petroleum & natural gas
This term sheet (the “term sheet”) DESCRIBES CERTAIN OF THE material terms of AN AMENDMENT AND RESTATEMENT (THE “AMENDMENT AND RESTATEMENT”) OF THE Credit Agreement, dated as of March 29, 2011 AMONG BONANZA CREEK ENERGY, INC., AS BORROWER, THE LENDERS PARTY THERETO AND KEYBank National Association, AS ADMINISTRATIVE AGENT AND ISSUING LENDER (AS AMENDED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED PRIOR TO THE EFFECTIVE DATE OF THE AMENDMENT AND RESTATEMENT, THE “Existing RBL FACILITY” and as amended by SUCH amendment AND RESTATEMENT, the “amended rbl facility”) to be implemented in connection with the restructuring (as defined below). CAPITALIZED TERMS USED HEREIN AND NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE MEANING ASSIGNED TO SUCH TERMS IN THE EXISTING RBL FACILITY.1
THIS RESTRUCTURING SUPPORT AND LOCK-UP AGREEMENT IS NOT AN OFFER WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF ACCEPTANCES OF A CHAPTER 11 PLAN WITHIN THE MEANING OF SECTION 1125 OF THE BANKRUPTCY CODE. ANY SUCH OFFER OR SOLICITATION WILL COMPLY...Restructuring Support and Lock-Up Agreement • December 23rd, 2016 • Bonanza Creek Energy, Inc. • Crude petroleum & natural gas • New York
Pursuant to section 1121(a) of the Bankruptcy Code,2 the Debtors in the above-captioned jointly administered Chapter 11 Cases respectfully propose the Plan. The Debtors are the proponents of the Plan under section 1129 of the Bankruptcy Code. The Plan contemplates the reorganization of the Debtors and the resolution of all outstanding Claims against, and Interests in, the Debtors.
TERM SHEET AMENDMENT AND RESTATEMENT OF CREDIT AGREEMENT ______, 2016Credit Agreement • December 23rd, 2016 • Bonanza Creek Energy, Inc. • Crude petroleum & natural gas
This term sheet (the “term sheet”) DESCRIBES CERTAIN OF THE material terms of AN AMENDMENT AND RESTATEMENT (THE “AMENDMENT AND RESTATEMENT”) OF THE Credit Agreement, dated as of March 29, 2011 AMONG BONANZA CREEK ENERGY, INC., AS BORROWER, THE LENDERS PARTY THERETO AND KEYBank National Association, AS ADMINISTRATIVE AGENT AND ISSUING LENDER (AS AMENDED, SUPPLEMENTED, RESTATED OR OTHERWISE MODIFIED PRIOR TO THE EFFECTIVE DATE OF THE AMENDMENT AND RESTATEMENT, THE “Existing RBL FACILITY” and as amended by SUCH amendment AND RESTATEMENT, the “amended rbl facility”) to be implemented in connection with the restructuring (as defined below). CAPITALIZED TERMS USED HEREIN AND NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE MEANING ASSIGNED TO SUCH TERMS IN THE EXISTING RBL FACILITY.1
