AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas • New York
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 7, 2009, is by and among Kosmos Energy Holdings, a Cayman Islands Exempted Company limited by guarantee but not having a share capital and the expected predecessor company to the IPO Corporation (as hereinafter defined) (“Kosmos”), and each of the parties listed on Annex A (the “Initial Stockholders”, and as such Annex A is updated and amended pursuant to Section 12(c) hereof, the “Stockholders”), and amends and restates that certain Registration Rights Agreement, dated as of March 9, 2004, by and among Kosmos and the other parties thereto.
DATED 23 NOVEMBER 2012 KOSMOS ENERGY LTD. as the Company - and - KOSMOS ENERGY OPERATING, KOSMOS ENERGY INTERNATIONAL, KOSMOS ENERGY DEVELOPMENT, KOSMOS ENERGY GHANA HC AND KOSMOS ENERGY FINANCE INTERNATIONAL as Original Guarantors - and - BNP PARIBAS...Deed of Guarantee and Indemnity • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas
AMENDMENT NO. 1 TO THE REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas • New York
THIS AMENDMENT NO. 1 (this “Amendment”) dated as of February 8, 2013, to the Amended and Restated Registration Rights Agreement dated as of October 7, 2009, as joined by Kosmos Energy Ltd. (the “Corporation”) pursuant to the Joinder Agreement dated as of May 10, 2011 (together, the “RRA”), is by and among the Corporation and Blackstone Capital Partners (Cayman) IV L.P., Blackstone Capital Partners (Cayman) IV-A L.P., Blackstone Family Investment Partnership (Cayman) IV-A L.P., Participation Partnership (Cayman) IV L.P., Blackstone Family Investment Partnership (Cayman) IV-A SMD L.P., Warburg Pincus International Partners, L.P., Warburg Pincus Private Equity VIII, L.P., Warburg Pincus Netherlands International Partners I, C.V., WP-WPIP Investors, L.P., Warburg Pincus Netherlands Private Equity VIII I, C.V. and WP-WPVIII Investors, L.P. (together, the “Qualified Holders”).
JOINDER AGREEMENTJoinder Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas
Reference is made hereby to the Amended and Restated Registration Rights Agreement dated as of October 7, 2009, by and among Kosmos Energy Holdings and the parties listed in Annex A thereto, as may be amended from time to time (the “Registration Rights Agreement”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Registration Rights Agreement.
SHAREHOLDERS AGREEMENT by and among KOSMOS ENERGY LTD. and EACH OF THE PARTIES IDENTIFIED ON SCHEDULE A Dated as of May 10, 2011Shareholders Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas • New York
This SHAREHOLDERS AGREEMENT is entered into as of May 10, 2011 (and effective as set forth in Section 4.15) by and among Kosmos Energy Ltd., an exempted company incorporated under the laws of Bermuda (the “Company”), and each of the parties identified on Schedule A.
DATED 23 NOVEMBER 2012 BNP PARIBAS as Security Agent - and - KOSMOS ENERGY FINANCE INTERNATIONAL as Original Senior Borrower - and - KOSMOS ENERGY LTD. as HY Note Issuer and RCF Borrower - and - STANDARD CHARTERED BANK as RCF Agent - and - BNP PARIBAS...Intercreditor Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas • England and Wales
DATED 23 NOVEMBER 2012 KOSMOS ENERGY FINANCE INTERNATIONAL as Original Borrower - and - KOSMOS ENERGY OPERATING, KOSMOS ENERGY INTERNATIONAL, KOSMOS ENERGY DEVELOPMENT and KOSMOS ENERGY GHANA HC as Original Guarantors - and - KOSMOS ENERGY HOLDINGS as...Deed of Amendment and Restatement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas • England and Wales
DATED 23 NOVEMBER 2012 KOSMOS ENERGY LTD. as Original Borrower - and - THE ENTITIES LISTED IN SCHEDULE 1 as Original Guarantors - and - BANC OF AMERICA SECURITIES LIMITED, BNP PARIBAS, HSBC BANK PLC, SOCIETE GENERALE, LONDON BRANCH, THE STANDARD BANK...Revolving Credit Facility Agreement • February 25th, 2013 • Kosmos Energy Ltd. • Crude petroleum & natural gas
