INTERCREDITOR AGREEMENT dated as of October 26, 2015 and amended as of March 15, 2017 among JPMorgan Chase Bank, N.A., as Original Priority Lien Agent, and Wilmington Trust, National Association, as Second Lien Collateral Trustee and Wilmington Trust,...Intercreditor Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
INTERCREDITOR AGREEMENT, dated as of March 15, 2017 (as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), among JPMorgan Chase Bank, N.A., as administrative agent for the Priority Lien Secured Parties referred to herein (in such capacity, and together with its successors and assigns in such capacity, the “Original Priority Lien Agent”), Wilmington Trust, National Association, as Second Lien Collateral Trustee (as hereinafter defined) and Wilmington Trust, National Association, as collateral agent for the Third Lien Secured Parties referred to herein (in such capacity, and together with its successors in such capacity, the “Original Third Lien Collateral Agent”).
COLLATERAL TRUST AGREEMENT dated as of March 15, 2017 among EXCO RESOURCES, INC., as the Company, the Grantors and Guarantors from time to time party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee under the Second Lien Indenture, the other...Collateral Trust Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
This Collateral Trust Agreement (as amended, supplemented, amended and restated or otherwise modified form time to time in accordance with Section 7.1 hereof, this “Agreement”) is dated as of as of March 15, 2017, and is by and among EXCO Resources, Inc., a Texas corporation (the “Company”), the Grantors and Guarantors from time to time party hereto, Wilmington Trust, National Association, as Second Lien Notes Trustee (as defined below), and Wilmington Trust, National Association, as collateral trustee hereunder (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
FORM OF AMENDMENT FEE WARRANT AGREEMENT Dated as of March , 2017 by and between EXCO Resources, Inc. and Continental Stock Transfer & Trust Company, as Warrant AgentFee Warrant Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
AMENDMENT FEE WARRANT AGREEMENT (this “Agreement”) dated as of March , 2017 by and between EXCO Resources, Inc., a Texas corporation (the “Company”) and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agent”).
INDENTURE Dated as of March 15, 2017 among EXCO RESOURCES, INC., as Issuer GUARANTORS, as Guarantors WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Trustee 8.0% / 11.0% 1.5 LIEN SENIOR...Indenture • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
INDENTURE, dated as of March 15, 2017, among EXCO RESOURCES, INC., a Texas corporation (the “Issuer”), the GUARANTORS (as defined below) from time to time party hereto and WILMINGTON TRUST, NATIONAL ASSOCIATION, as trustee (the “Trustee”) and as Collateral Trustee (as defined below).
FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENTTerm Loan Credit Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
THIS FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENT (hereinafter referred to as the “Amendment”) is dated as of March 15, 2017, by and among EXCO RESOURCES, INC. (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors (the “Guarantors”), the LENDERS party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent (“Administrative Agent”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Trustee (“Collateral Trustee”). Unless the context otherwise requires or unless otherwise expressly defined herein, capitalized terms used but not defined in this Amendment have the meanings assigned to such terms in the Credit Agreement (as defined below).
PURCHASE AGREEMENTPurchase Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
This Purchase Agreement (the “Agreement”), dated as of March 15, 2017, is by and among EXCO Resources, Inc., a Texas corporation (the “Company”), Hamblin Watsa Investment Counsel Ltd., as administrative agent under the Fairfax Second Lien Credit Agreement referred to below (in such capacity, the “Fairfax Administrative Agent”), Wilmington Trust, National Association, as administrative agent under the Exchange Second Lien Credit Agreement referred to below (in such capacity, the “Exchange Administrative Agent”) and each of the other undersigned parties hereto (each, a “Seller” and, collectively, the “Sellers”). The Company and the Sellers are referred to herein as the “Parties” and each a “Party.”
FORM OF COMMITMENT FEE WARRANT AGREEMENT Dated as of March , 2017 by and between EXCO Resources, Inc. and Continental Stock Transfer & Trust Company, as Warrant AgentCommitment Fee Warrant Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
COMMITMENT FEE WARRANT AGREEMENT (this “Agreement”) dated as of March , 2017 by and between EXCO Resources, Inc., a Texas corporation (the “Company”) and Continental Stock Transfer & Trust Company, as warrant agent (the “Warrant Agent”).
REGISTRATION RIGHTS AGREEMENT BY AND AMONG EXCO RESOURCES, INC. AND THE INVESTORS SPECIFIED ON THE SIGNATURE PAGES HERETORegistration Rights Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 15, 2017, by and among EXCO Resources, Inc., a Texas corporation (the “Company”), and each of the investors specified on the signature pages hereto (each, an “Investor,” and collectively, the “Investors”).
FORM OF 1.5 LIEN NOTE WARRANT AGREEMENT Dated as of March , 2017 by and between EXCO Resources, Inc. and Continental Stock Transfer & Trust Company, as Warrant AgentLien Note Warrant Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
WHEREAS, the Company and its subsidiaries are entering into certain refinancing and recapitalization transactions (the “Transactions”), including among other transactions, the issuance of $300,000,000 aggregate principal amount of its 8.0% / 11.0% 1.5 Lien Senior Secured PIK Toggle Notes due 2022 (the “Notes”) and 322,580,645 Warrants (as defined herein);
SEVENTH AMENDMENT TO THE AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
THIS SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (hereinafter referred to as the “Amendment Agreement”) dated as of March 15, 2017, to the Amended and Restated Credit Agreement, dated as of July 31, 2013, by and among EXCO RESOURCES, INC. (“Borrower”), CERTAIN SUBSIDIARIES OF BORROWER, as Guarantors (the “Guarantors”), the LENDERS party hereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (“Administrative Agent”), and the other parties named therein (such Amended and Restated Credit Agreement, and as further amended, supplemented and/or otherwise modified prior to the date hereof, the “Original Credit Agreement”.
PURCHASE AGREEMENTPurchase Agreement • March 15th, 2017 • Exco Resources Inc • Crude petroleum & natural gas • New York
This PURCHASE AGREEMENT (this “Agreement”), dated as of March 15, 2017, is made by and among EXCO Resources, Inc., a Texas corporation (the “Company”), the guarantors named in Schedule 1 hereto (the “Guarantors”) and each of the other undersigned parties hereto (each, a “Purchaser” and, collectively, the “Purchasers”). The Company, the Guarantors and the Purchasers are referred to herein as the “Parties” and each a “Party.”
