EXCHANGE AGREEMENTExchange Agreement • May 18th, 2017 • Cobalt International Energy, Inc. • Crude petroleum & natural gas
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of May 18, 2017 by and among Cobalt International Energy, Inc., a Delaware corporation (the “Company”), the Guarantors party hereto, and the holders, named in Schedule I hereto (the “Holders”), of the Company’s 3.125% Convertible Senior Notes due 2024 (the “2024 Notes”), which were issued under that certain Second Supplemental Indenture (the “2024 Notes Supplemental Indenture”), dated as of May 13, 2014, supplementing the Senior Indenture (the “Senior Indenture”), dated as of December 17, 2012, between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • May 18th, 2017 • Cobalt International Energy, Inc. • Crude petroleum & natural gas • New York
Third Supplemental Indenture (this “Third Supplemental Indenture”), dated as of May 18, 2017, among Cobalt International Energy, Inc., a Delaware corporation (the “Company”), the Guarantors (as defined in the Indenture referred to below) party hereto and Wilmington Trust, National Association, as trustee and collateral agent (the “Trustee”).
