BILL BARRETT CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 28th, 2017 • Bill Barrett Corp • Crude petroleum & natural gas • New York
Bill Barrett Corporation, a Delaware corporation (the “Issuer”), proposes to issue and sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Representative”) as representative of the Initial Purchasers named on Annex E hereto (the “Initial Purchasers”), upon the terms set forth in a purchase agreement dated April 25, 2017 (the “Purchase Agreement”), $275,000,000 aggregate principal amount of its 8.75% Senior Notes due 2025 (the “Initial Securities”) to be unconditionally guaranteed (the “Guarantee”) by the Issuer’s subsidiaries, Circle B Land Company LLC (“Circle B”) and Aurora Gathering, LLC (“Aurora” and together with Circle B, the “Guarantors” and, together with Circle B and the Issuer, the “Company”), which are signatories hereto as guarantors. The Initial Securities will be issued pursuant to an Indenture, dated as of April 28, 2017 (the “Indenture”), by and among the Issuer, the Guarantors and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”). As an indu
BILL BARRETT CORPORATION, as Issuer, THE SUBSIDIARY GUARANTORS NAMED ON SCHEDULE 1 HERETO 8.75% Senior Notes due 2025 INDENTURE Dated as of April 28, 2017 DEUTSCHE BANK TRUST COMPANY AMERICAS, as TrusteeIndenture • April 28th, 2017 • Bill Barrett Corp • Crude petroleum & natural gas • New York
INDENTURE, dated as of April 28, 2017, among Bill Barrett Corporation, a Delaware corporation (the “Company”), the Guarantors (as defined hereinafter) and Deutsche Bank Trust Company Americas, a New York State banking corporation, as trustee (the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined hereinafter) of the 8.75% Senior Notes due 2025 (the “Notes”).
PURCHASE AGREEMENTPurchase Agreement • April 28th, 2017 • Bill Barrett Corp • Crude petroleum & natural gas • New York
The Securities (as defined below) will be issued pursuant to an indenture, to be dated as of the Closing Date (as defined in Section 2 hereof) (the “Indenture”), among the Company, the Guarantors (as defined below) and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”). The Securities will be issued only in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”) pursuant to a letter of representations and the riders thereto, to be dated on or before the Closing Date (the “DTC Agreement”), among the Company and the Depositary.
