GMX RESOURCES INC. as Issuer AND THE BANK OF NEW YORK TRUST COMPANY, N.A. as Trustee Indenture Dated as of February 15, 2008 5.00% Convertible Senior Notes due 2013Indenture • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
INDENTURE, dated as of February 15, 2008, between GMX Resources Inc., a corporation duly organized and existing under the laws of the State of Oklahoma, as Issuer (the “Company”), having its principal office at One Benham Place, 9400 North Broadway, Suite 600, Oklahoma City, OK 73114 and The Bank of New York Trust Company, N.A., a national banking association, as Trustee (the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
REGISTRATION RIGHTS AGREEMENT, dated as of February 15, 2008, between GMX Resources Inc., an Oklahoma corporation (together with any successor entity, herein referred to as the “Company”), and Jefferies & Company, Inc., as representative (the “Representative”) of the several initial purchasers (the “Initial Purchasers”) under the Purchase Agreement (as defined below).
GMX RESOURCES INC. 5.00% SENIOR CONVERTIBLE NOTES DUE 2013 PURCHASE AGREEMENTPurchase Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
Jefferies & Company, Inc. As Representative of the several Initial Purchasers (named in Schedule I of the Purchase Agreement)
GMX RESOURCES INC. 2,140,000 Shares of Common Stock1 UNDERWRITING AGREEMENTUnderwriting Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
SHARE LENDING AGREEMENT Dated as of February 11, 2008 among GMX RESOURCES INC. (“Lender”), and JEFFERIES FUNDING LLC (“Borrower”), and JEFFERIES & COMPANY, INC., in its capacity as Collateral Agent (as hereinafter defined).Share Lending Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
This Agreement sets forth the terms and conditions under which Borrower may borrow from Lender up to the Maximum Number of Shares (as hereinafter defined) from time to time.
SECOND AMENDMENT TO LOAN AGREEMENTLoan Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas
This Second Amendment to Loan Agreement (this “Amendment”) dated as of February 11, 2008, is made among GMX Resources Inc., an Oklahoma corporation (the “Borrower”), Capital One, National Association, a national banking association, as administrative agent (the “Agent”), and Union Bank of California, N.A. and Capital One, National Association, as Banks (the “Banks”), who agree as follows:
AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT AND LIMITED CONSENTNote Purchase Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
THIS AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT (this “Amendment”), dated effective as of February 11, 2008, is between GMX Resources Inc., an Oklahoma corporation (the “Company”), and the noteholder listed on the signature page hereto (the “Noteholder”).
REGISTRATION RIGHTS AGREEMENT dated as of February 11, 2008 between GMX RESOURCES INC., and JEFFERIES FUNDING LLCRegistration Rights Agreement • February 15th, 2008 • GMX Resources Inc • Crude petroleum & natural gas • New York
AGREEMENT dated as of February 11, 2008 between GMX Resources Inc., an Oklahoma corporation (the “Company”), and Jefferies Funding LLC (the “Share Borrower”).
