SIXTH SUPPLEMENTAL INDENTURESixth Supplemental Indenture • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • New York
THIS SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of May 21, 2018, among Westmoreland Coal Company, a Delaware corporation (the “Issuer”), Westmoreland San Juan Holdings, Inc., a Delaware corporation, Westmoreland San Juan, LLC, a Delaware limited liability company, San Juan Coal Company, a Delaware corporation, San Juan Transportation Company, a Delaware corporation, Westmoreland Power, Inc., a Delaware corporation, Westmoreland Energy Services, Inc. a Delaware Corporation, Westmoreland Canada LLC, a Delaware limited liability company, Westmoreland Canadian Investments L.P., a Quebec limited partnership, Basin Resources, Inc., a Colorado corporation, and Absaloka Coal, LLC, a Delaware limited liability company (collectively, the “New Guaranteeing Subsidiaries”), the other Subsidiary Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to below (the “Trustee”) and as collateral
GUARANTY AND COLLATERAL AGREEMENT dated as of December 16, 2014 among WESTMORELAND COAL COMPANY CERTAIN SUBSIDIARIES OF WESTMORELAND COAL COMPANY. and BANK OF MONTREAL, as COLLATERAL AGENTGuaranty and Collateral Agreement • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining
GUARANTY AND COLLATERAL AGREEMENT dated as of December 16, 2014, among WESTMORELAND COAL COMPANY, a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower from time to time party hereto (whether as original signatories or as additional parties as contemplated by Section 7.14 hereof other than, for the avoidance of doubt, any Immaterial Subsidiary or Unrestricted Subsidiary) (each a “Subsidiary Guarantor”, and collectively, the “Subsidiary Guarantors”) and BANK OF MONTREAL, as collateral agent for the Lenders and the other Secured Creditors pursuant to the Credit Agreement (as defined below) (together with any successor collateral agent, the “Collateral Agent”).
SUPPLEMENT NO. 5 (this “Supplement”) dated as of May 21, 2018, to the Guaranty and Collateral Agreement, dated as of December 16, 2014 (as amended, amended and restated, waived, supplemented or otherwise modified from time to time, the “Guaranty and...WESTMORELAND COAL Co • May 23rd, 2018 • Bituminous coal & lignite surface mining
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • New York
TERMS OF BRIDGE LOANS, dated as of May 21, 2018. All capitalized terms used herein and defined in Section 1.01 are used herein as therein defined.
FORBEARANCE AGREEMENTForbearance Agreement • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining • New York
This FORBEARANCE AGREEMENT, dated as of May 21, 2018 (this “Agreement”), is by and among Westmoreland Coal Company, a corporation organized under the laws of Delaware (the “Company”), the subsidiary guarantors party hereto (the “Subsidiary Guarantors” and, together with the Company, the “Obligors”) and the undersigned beneficial holders or investment managers or advisors for such beneficial holders (together with any party that executes a Forbearance Joinder Agreement (the form of which is attached hereto as Exhibit A) after the date hereof, the “Supporting Holders”) of the Company’s 8.75% Senior Secured Notes due 2022 (the “Notes”).
COLLATERAL AGREEMENT dated as of December 16, 2014 among WESTMORELAND COAL COMPANY CERTAIN SUBSIDIARIES OF WESTMORELAND COAL COMPANY. and U.S. BANK NATIONAL ASSOCIATION, as NOTES COLLATERAL AGENTCollateral Agreement • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining
WHEREAS, the Grantors have entered into that certain Indenture, dated as of December 16, 2014 (as supplemented or otherwise modified from time to time, the “Indenture”), by and among the Company, the Subsidiary Guarantors and U.S. Bank National Association, as trustee (together with its successors in such capacity, the “Trustee”) and as Notes Collateral Agent, on behalf of the holders (the “Holders”) of the Notes (as defined below), pursuant to which the Company is issuing $350,000,000 in aggregate principal amount of its 8.75% Senior Secured Notes due 2022 (the “Notes”);
Supplement No. 5 to Notes Collateral AgreementCollateral Agreement • May 23rd, 2018 • WESTMORELAND COAL Co • Bituminous coal & lignite surface mining
