REGISTRATION RIGHTS AGREEMENT by and among Genesis Energy, L.P., Genesis Energy Finance Corporation, the Guarantors party hereto, and Deutsche Bank Securities Inc., BMO Capital Markets Corp., Citigroup Global Markets Inc., RBC Capital Markets, LLC,...Registration Rights Agreement • February 2nd, 2012 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 1, 2012, by and among Genesis Energy, L.P., a Delaware limited partnership (the “Partnership”), Genesis Energy Finance Corporation, a Delaware corporation (“Finance Corp.,” and together with the Partnership, the “Issuers”), the entities listed on Schedule A hereto (collectively, the “Guarantors”), and Deutsche Bank Securities Inc., BMO Capital Markets Corp., Citigroup Global Markets Inc., RBC Capital Markets, LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the initial purchasers listed on Schedule A to the Purchase Agreement (each, an “Initial Purchaser” and, collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Issuers’ 7.875% Senior Notes due 2018 (the “Initial Notes”), which are being issued as additional notes under the Indenture (as defined below), fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuan
GENESIS ENERGY, L.P. GENESIS ENERGY FINANCE CORPORATIONPurchase Agreement • February 2nd, 2012 • Genesis Energy Lp • Wholesale-petroleum bulk stations & terminals • New York
The Securities (as defined below) will be issued as additional notes under the Indenture dated as of November 18, 2010 (as amended or supplemented from time to time, the “Indenture”), among the Issuers, the Guarantors (as defined below) and U.S. Bank National Association, as trustee (the “Trustee”), pursuant to which, on November 18, 2010, the Issuers issued $250,000,000 aggregate principal amount of 7 7/8% Senior Notes due 2018. The Notes and the notes previously issued on November 18, 2010 will be deemed to be in the same series of notes under the Indenture. The Notes will be issued initially only in permanent global form in the name of Cede & Co., as nominee of The Depository Trust Partnership (the “Depositary”) pursuant to a letter of representations dated November 17, 2010 (the “DTC Agreement”) from the Issuers to the Depositary.
