AMENDMENT NO. 2 TO FORBEARANCE AGREEMENTForbearance Agreement • March 9th, 2022 • Ion Geophysical Corp • Oil & gas field exploration services • New York
This AMENDMENT NO. 2 TO FORBEARANCE AGREEMENT (this “Amendment”) is made as of March 7, 2022, by and among ION Geophysical Corporation, a Delaware limited liability company (the “Company”), the guarantors party hereto (the “Guarantors”), and the undersigned beneficial holders (the “Directing Noteholders”) of, in the aggregate, $91,821,000 principal amount of the 8.00% Senior Secured Second Priority Notes due 2025 issued pursuant to the Indenture dated as of April 15, 2021 between the Company, UMB Bank, National Association, as trustee, UMB Bank, National Association, as collateral agent, and the guarantors party thereto, and amends the Forbearance Agreement, dated as of January 14, 2022, by and among the Company, the Guarantors, and the Directing Noteholders (the “Original Agreement,” and as amended by this Amendment, and when taken together as one agreement with the Original Agreement, the “Forbearance Agreement”). Capitalized terms used but not otherwise defined herein shall have the
FIRST AMENDMENT TO THE SECOND FORBEARANCE AND SEVENTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENTRevolving Credit and Security Agreement • March 9th, 2022 • Ion Geophysical Corp • Oil & gas field exploration services
This FIRST AMENDMENT TO THE SECOND FORBEARANCE AND SEVENTH AMENDMENT TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Agreement”), is made and entered into as of March 8, 2022 (the “Effective Date”), by and among ION GEOPHYSICAL CORPORATION, a Delaware corporation (“Geophysical”), ION EXPLORATION PRODUCTS (U.S.A.), INC., a Delaware corporation (“Exploration”), I/O MARINE SYSTEMS, INC., a Louisiana corporation (“Marine”), GX TECHNOLOGY CORPORATION, a Texas corporation (“GXT”), GX GEOSCIENCE CORPORATION, S. DE R.L. DE C.V., a Sociedad de Responsabilidad Limitada de Capital Variable organized under the laws of Mexico (“GX Geoscience” and, together with Geophysical, Exploration, Marine and GXT, collectively, the “Borrowers”, and each a “Borrower”), the financial institutions party hereto as lenders (collectively, the “Lenders” and each individually a “Lender”) and ANKURA TRUST COMPANY, LLC, a Delaware limited liability company (“Ankura”), as agent for Lenders (Ankura, in such capacity, to
MASTER COMMITMENT TRANSFER SUPPLEMENTCommitment Transfer Supplement • March 9th, 2022 • Ion Geophysical Corp • Oil & gas field exploration services
MASTER COMMITMENT TRANSFER SUPPLEMENT, dated as of March 7, 2022 (this “Commitment Transfer Supplement”), among PNC National Association (the “Transferor Lender”), each Purchasing Lender executing this Commitment Transfer Supplement (each, a “Purchasing Lender” and collectively the “Purchasing Lenders”), and PNC Bank, National Association (“PNC”), as agent for the Lenders (as defined below) under the Credit Agreement (as defined below).
AGENCY TRANSFER AGREEMENTAgency Transfer Agreement • March 9th, 2022 • Ion Geophysical Corp • Oil & gas field exploration services • New York
This Agency Transfer Agreement (this “Agreement”), dated as of March 8, 2022, is executed by and among (i) ION GEOPHYSICAL CORPORATION, a Delaware corporation (“Geophysical”), ION EXPLORATION PRODUCTS (U.S.A.), INC., a Delaware corporation (“Exploration”), I/O MARINE SYSTEMS, INC., a Louisiana corporation (“Marine”), GX TECHNOLOGY CORPORATION, a Texas corporation (“GXT”), GX GEOSCIENCE CORPORATION, S. DE R.L. DE C.V., a Sociedad de Responsabilidad Limitada de Capital Variable organized under the laws of Mexico (“GX Geoscience” and, together with Geophysical, Exploration, Marine and GXT, collectively, “Borrowers”), (ii) the undersigned Guarantors (collectively, the “Guarantors”), (ii) the financial institutions a party hereto as lenders under the Credit Agreement referred to below (collectively, the “Purchasing Lenders” and each individually a “Purchasing Lender”), (iii) PNC Bank, National Association, a National Banking Association (“PNC”), as the existing Agent under the Credit Agreem
