PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • Texas
THIS PURCHASE AND SALE AGREEMENT (the “Agreement”) is made and entered into this 30th day of September, 2013, by and among Cubic Asset, LLC, a Delaware limited liability company (“Buyer”), Cubic Energy, Inc., a Texas corporation (“Cubic”), and Tauren Exploration, Inc., a Texas corporation (“Seller”)(Buyer, Cubic and Seller, each a “Party” and collectively, the “Parties”), upon and subject to the following terms and conditions:
INVESTMENT AGREEMENT DATED AS OF OCTOBER 2, 2013 BETWEEN CUBIC ENERGY, INC. AND ANCHORAGE ILLIQUID OPPORTUNITIES OFFSHORE MASTER III, L.P. ANCHORAGE ILLIQUID OPPORTUNITIES III (B), L.P. AIO III AIV, L.P. AND CORBIN OPPORTUNITY FUND, L.P. O-CAP...Investment Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • Texas
This Investment Agreement (this “Agreement”) is made as of October 2, 2013, between Cubic Energy, Inc., a Texas corporation (the “Company”), and Anchorage Illiquid Opportunities Offshore Master III, L.P., a Cayman Islands exempted limited partnership, Anchorage Illiquid Opportunities III (B), L.P., a Delaware limited partnership and AIO III AIV, L.P., a Delaware limited partnership (collectively, “Anchorage”), and Corbin Opportunity Fund, L.P., a Delaware limited partnership, O-CAP Partners, L.P., a Delaware limited partnership and O-CAP Offshore Master Fund, L.P., a Cayman Islands limited partnership (collectively, “O-Cap” and, together with Anchorage, the “Investors”).
PURCHASE AND SALE AGREEMENT BY AND AMONG NAVASOTA RESOURCES LTD., LLP AND CUBIC ENERGY, INC. AS BUYER DATED September 27, 2013Purchase and Sale Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • Texas
This Purchase and Sale Agreement (this “Agreement”) is made and entered into this 27th day of September, 2013, by and between Navasota Resources Ltd., LLP, a Texas limited partnership (“Seller”) and Cubic Energy, Inc., a Texas corporation (“Buyer”). Buyer and Seller are sometimes referred to herein, collectively, as the “Parties” and, individually, as a “Party.”
CONVERSION AND PREFERRED STOCK PURCHASE AGREEMENTConversion and Preferred Stock Purchase Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • Texas
This Conversion and Preferred Stock Purchase Agreement (this “Agreement”), dated as of October 2, 2013, is by and between Cubic Energy, Inc. (the “Company”), a Texas corporation, Langtry Mineral & Development, LLC, a Texas limited liability company (“Langtry”), and Calvin A. Wallen, III (“Wallen” and together with Langtry, the “Subscribers”).
AMENDED AND RESTATED CREDIT AGREEMENT by and between CUBIC LOUISIANA, LLC and WELLS FARGO ENERGY CAPITAL, INC. Dated as of October 2, 2013Credit Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • Texas
This AMENDED AND RESTATED CREDIT AGREEMENT, dated as of October 2, 2013, is by and between CUBIC LOUISIANA, LLC, a Delaware limited liability company (the “Borrower”), and WELLS FARGO ENERGY CAPITAL, INC., a Texas corporation (the “Lender”).
WARRANT AND PREFERRED STOCK AGREEMENT Between CUBIC ENERGY, INC., and ANCHORAGE ILLIQUID OPPORTUNITIES OFFSHORE MASTER III, L.P. ANCHORAGE ILLIQUID OPPORTUNITIES III (B), L.P. AIO III AIV, L.P. and CORBIN OPPORTUNITY FUND, L.P. O-CAP PARTNERS, L.P....Warrant and Preferred Stock Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • New York
WHEREAS, the Company is issuing and delivering Warrant Certificates (as defined herein) evidencing Warrants (as defined herein) to purchase up to an aggregate of 98,751,823 shares of its Common Stock (as defined herein), subject to adjustment, including (a) Class A Warrants (as defined herein) to purchase an aggregate of 65,834,549 shares of its Common Stock, subject to adjustment, and (b) Class B Warrants (as defined herein) to purchase an aggregate of 32,917,274 shares of its Common Stock, subject to adjustment, and issuing and delivering an aggregate of 98,751.823 shares of Series C Voting Preferred Stock (as defined herein), in connection with (i) the execution and delivery of a Note Purchase Agreement, dated as of the date hereof (the “Note Purchase Agreement”), by and among the Company and AIO III CE L.P., a Cayman Islands limited partnership, Corbin Opportunity Fund, L.P., O-CAP Partners, L.P., and O-CAP Offshore Master Fund, L.P. (the “Purchasers”), pursuant to which the Purcha
CUBIC ENERGY, INC., 15.5% Senior Secured Notes due 2016 $50,000,000 Series A $16,000,000 Series BNote Purchase Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • New York
NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of October 2, 2013, among Cubic Energy, Inc., a corporation organized under the laws of the state of Texas (the “Company”), each guarantor listed on Schedule I and each other guarantor from time to time party hereto (each, a “Guarantor” and collectively, the “Guarantors”), AIO III CE, L.P. (the “Series A Purchaser”), Corbin Opportunity Fund, L.P., O-CAP Partners, L.P. and O-CAP Offshore Master Fund, L.P. (each, a “Series B Purchaser” and collectively, the “Series B Purchasers”, and together with the Series A Purchaser, the “Purchasers”, and each a “Purchaser”), Wilmington Trust National Association, as noteholder agent (the “Noteholder Agent”), the Company Collateral Agent, the New Asset Collateral Agent and the Old Asset Collateral Agent.
REGISTRATION RIGHTS AGREEMENT by and among CUBIC ENERGY, INC. and THE INVESTORS THAT ARE PARTIES HERETO Dated October 2, 2013Registration Rights Agreement • October 3rd, 2013 • Cubic Energy Inc • Drilling oil & gas wells • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of the 2nd day of October, 2013, by and among Cubic Energy, Inc., a Texas corporation (the “Company”), and each of the investors listed on Schedule A hereto, each of which is referred to in this Agreement as an “Investor”, and all of which are referred to collectively as the “Investors”.
