EXCHANGE AGREEMENT (2018 Notes)Exchange Agreement • May 17th, 2013 • James River Coal CO • Bituminous coal & lignite surface mining
___________________ (the “Undersigned”), for itself and on behalf of the beneficial owners listed on Exhibit A hereto (“Accounts”) for whom the Undersigned holds contractual and investment authority (each Account, as well as the Undersigned if it is exchanging Existing Notes (as defined below) hereunder, a “Holder”), enters into this Exchange Agreement (the “Agreement”) with James River Coal Company (the “Company”) on May 17, 2013 whereby the Holder will exchange (the “Exchange”) the Company’s 3.125% Convertible Senior Notes due 2018 (the “Existing Notes”) for the Company’s new 10.00% Convertible Senior Notes due 2018 (the “New Notes”) that will be issued pursuant to the provisions of an Indenture to be dated as of May 22, 2013 (the “Indenture”) among the Company, certain subsidiary guarantors party thereto (the “Guarantors”), and U.S. Bank National Association, as Trustee (the “Trustee”).
SUPPLEMENTAL INDENTURESupplemental Indenture • May 17th, 2013 • James River Coal CO • Bituminous coal & lignite surface mining • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of May 16, 2013, among JAMES RIVER COAL COMPANY, a Virginia corporation (the “Issuer”), BDCC HOLDING COMPANY, INC., a Delaware corporation, BELL COUNTY COAL CORPORATION, a Delaware corporation, BLEDSOE COAL CORPORATION, a Kentucky corporation, BLEDSOE COAL LEASING COMPANY, a Delaware corporation, BLUE DIAMOND COAL COMPANY, a Delaware corporation, EOLIA RESOURCES, INC., a North Carolina corporation, IRP GP HOLDCO LLC, a Delaware limited liability company, IRP LP HOLDCO INC., a Delaware corporation, JAMES RIVER COAL SALES, INC., a Delaware corporation, JAMES RIVER COAL SERVICE COMPANY, a Kentucky corporation, JOHNS CREEK COAL COMPANY, a Tennessee corporation, JOHNS CREEK ELKHORN COAL CORPORATION, a Delaware corporation, JOHNS CREEK PROCESSING COMPANY, a Delaware corporation, LEECO, INC., a Kentucky corporation, MCCOY ELKHORN COAL CORPORATION, a Kentucky corporation, SHAMROCK COAL COMPANY, INCORPORATED, a Delaware corporation
General Electric Capital CorporationConsent • May 17th, 2013 • James River Coal CO • Bituminous coal & lignite surface mining
Reference is hereby made to that certain Second Amended and Restated Revolving Credit Agreement, dated as of June 30, 2011 (as amended, the “Credit Agreement”), by and among James River Coal Company, a corporation organized under the laws of Virginia (“JRCC”), and certain of JRCC’s Subsidiaries identified on the signature pages thereof, as borrowers (such Subsidiaries, together with JRCC, are referred to hereinafter each individually as a “Borrower”, and collectively, jointly and severally, as the “Borrowers”), and the other credit parties party thereto, identified on the signature pages thereof as Guarantors (together, the Borrowers and Guarantors, the “Credit Parties”), the financial institutions from time to time party thereto as lenders (collectively, the “Lenders”), General Electric Capital Corporation (“GECC”), a corporation formed under the laws of Delaware, as administrative agent for the Lenders (in such capacity, together with its successors and assigns, if any, the “Administ
EXCHANGE AGREEMENT (2015 Notes)Exchange Agreement • May 17th, 2013 • James River Coal CO • Bituminous coal & lignite surface mining • New York
INDENTURE, dated as of [ ], 2013, between JAMES RIVER COAL COMPANY, a Virginia corporation (the “Company”), the Subsidiary Guarantors (as defined), and U.S. BANK NATIONAL ASSOCIATION, a banking association organized under the laws of the United States, as trustee (the “Trustee”). Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Company’s [●]% Convertible Senior Notes due 2018 (the “Securities”).
