REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 3, 2017, by and among Gastar Exploration Inc., a Delaware corporation (the “Company”) and each of the purchasers listed on Schedule I hereto (the “Holders”).
SECURITIES PURCHASE AGREEMENT BY AND AMONG GASTAR EXPLORATION INC. AND EACH OF THE PURCHASERS LISTED ON SCHEDULE I HERETO Dated as of February 16, 2017Securities Purchase Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of February 16, 2017, by and among Gastar Exploration Inc., a Delaware corporation (the “Company”), and each of the purchasers listed on Schedule I hereto (each, a “Purchaser” and together, with their successors and permitted assigns, the “Purchasers”).
GASTAR EXPLORATION INC., THE GUARANTOR LISTED ON THE SIGNATURE PAGES HEREOF and WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee and Collateral Trustee INDENTURE Dated as of March 3, 2017 Convertible Notes due 2022Indenture • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
INDENTURE, dated as of March 3, 2017, among Gastar Exploration Inc., a Delaware corporation, as issuer (the “Company”), the Guarantor (as defined herein) listed on the signature pages hereof and Wilmington Trust, National Association, as trustee (in such capacity, the “Trustee”) and as collateral trustee (in such capacity, the “Collateral Trustee”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
THIS INTERCREDITOR AGREEMENT (this “Agreement”) is entered into as of March 3, 2017 by and among MORGAN STANLEY CAPITAL GROUP INC., a Delaware corporation (“Morgan Stanley”), NextEra Energy Marketing, LLC, a Delaware limited liability company (“NextEra”), Cargill, Incorporated, a Delaware corporation (“Cargill”), and Koch Supply & Trading, LP, a Delaware limited partnership (“Koch”, and together with Morgan Stanley, NextEra and Cargill, the “Initial Swap Parties”), any other Person that hereafter becomes a party to this Agreement as a “Swap Counterparty”, as defined below, GASTAR EXPLORATION INC., a Delaware corporation (“Borrower”), the Guarantors (as defined below), WILMINGTON TRUST, NATIONAL ASSOCIATION (“Wilmington Trust”), as administrative agent (in such capacity, together with its successor and assigns in such capacity, the “Administrative Agent”) for the Lenders (as defined below) from time to time party to the Credit Agreement (as defined below), and Wilmington Trust, as colla
INTERCREDITOR AGREEMENT dated as of March 3, 2017 between Wilmington Trust, National Association, as Priority Lien Agent, and Wilmington Trust, National Association, as Second Lien AgentIntercreditor Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT, dated as of March 3, 2017 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), between Wilmington Trust, National Association, as administrative agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns (including under any Priority Refinancing Credit Facility) in such capacity, the “Priority Lien Agent”) and Wilmington Trust, National Association, as collateral trustee for the Second Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Second Lien Agent”).
THIRD AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
This THIRD AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT is entered into as of March 3, 2017, by and among GASTAR EXPLORATION INC., a Delaware corporation (“Borrower”), each subsidiary of the Borrower signatory hereto (together with the Borrower, the “Grantors” and individually, each a “Grantor”) and Wilmington Trust, National Association, as collateral agent (in such capacity and together with its successors and assigns in such capacity, the “Collateral Agent”) for the benefit of itself and the other Secured Parties.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
This PLEDGE AND SECURITY AGREEMENT is entered into as of March 3, 2017, by and among GASTAR EXPLORATION INC., a Delaware corporation (“Issuer”), each subsidiary of the Issuer signatory hereto (together with the Issuer, the “Grantors” and individually, each a “Grantor”) and Wilmington Trust, National Association, as collateral trustee (in such capacity and together with its successors and assigns in such capacity, the “Collateral Agent”) for the benefit of itself and the other Secured Parties.
THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 3, 2017 among GASTAR EXPLORATION INC., as Borrower The Guarantors from time to time Party Hereto, The Lenders Party Hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative AgentCredit Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT, dated as of March 3, 2017, is among GASTAR EXPLORATION INC., a Delaware corporation, as Borrower, CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors, the LENDERS party hereto, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent.
AMENDMENT NO. 1 TO THE SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 7th, 2017 • Gastar Exploration Inc. • Crude petroleum & natural gas • Delaware
This AMENDMENT NO. 1 (this “Amendment”), dated as of March 3, 2017, to the Securities Purchase Agreement, dated as of February 16, 2017 (the “Agreement”), by and among Gastar Exploration Inc., a Delaware corporation (the “Company”) and each of the purchasers listed on Schedule I thereto (the “Purchasers”). The Company and the Purchasers are each referred to individually as a “Party” and are collectively referred to as the “Parties.”
