2,500,000 Shares LUFKIN INDUSTRIES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 2nd, 2012 • Lufkin Industries Inc • General industrial machinery & equipment • New York
Lufkin Industries, Inc., a Texas corporation (the “Company”), proposes to sell 2,500,000 shares (the “Firm Stock”) of the Company’s common stock, par value $1.00 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) an option to purchase up to 375,000 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
AGREEMENT AND SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 2nd, 2012 • Lufkin Industries Inc • General industrial machinery & equipment • New York
THIS AGREEMENT AND SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated effective as of February 27, 2012, is made and entered into by and among LUFKIN INDUSTRIES, INC., a Texas corporation (“Lufkin”); LUFKIN FINANCE (US) LP, a Texas limited partnership (“Lufkin Finance”); the Lenders signing below; and JPMORGAN CHASE BANK, N.A. (“JPMCB”), as a Lender, as the Issuing Bank, and as the Administrative Agent under the Credit Agreement referred to below (JPMCB, in such capacity, the “Agent”). Lufkin, Lufkin Finance, such Lenders and the Agent are herein sometimes collectively called the “Parties.”
SHORT-TERM CREDIT AGREEMENTShort-Term Credit Agreement • March 2nd, 2012 • Lufkin Industries Inc • General industrial machinery & equipment • New York
THIS SHORT-TERM CREDIT AGREEMENT, dated as of February 27, 2012, is among LUFKIN INDUSTRIES, INC., a Texas corporation (“Borrower”); the Lenders party hereto; and JPMORGAN CHASE BANK, N. A., in its individual capacity (“JPMCB”) and as Administrative Agent (in such capacity, the “Administrative Agent”). The Borrower, the Lenders and the Administrative Agent are herein sometimes collectively called the “Parties”.
DATED 27 FEBRUARY 2012 THE SELLERS whose names are listed in Part 1A of the Schedule AND LUFKIN INDUSTRIES HOLDINGS UK LIMITED AGREEMENT relating to the sale and purchase of the entire issued share capital of Zenith Oilfield Technology LtdShare Purchase Agreement • March 2nd, 2012 • Lufkin Industries Inc • General industrial machinery & equipment
