Greenlight Capital, LP Greenlight Capital Qualified, LP Greenlight Capital (Gold), LP Greenlight Capital Offshore Partners Greenlight Capital Offshore Master (Gold), Ltd. Greenlight Reinsurance, Ltd. September 24, 2010Backstop Rights Offering Agreement • September 27th, 2010 • BioFuel Energy Corp. • Industrial organic chemicals • New York
This Backstop Rights Offering Agreement (this “Letter Agreement”) is entered into pursuant to and in connection with that certain Loan Agreement, dated as of even date herewith (the “Loan Agreement”), by and among BioFuel Energy Corp. (“BFE Corp.”), Greenlight Capital Offshore Partners, Greenlight Capital, L.P., Greenlight Capital Qualified, L.P., Greenlight Reinsurance, Ltd. (collectively, “Greenlight”), the other lenders identified as lenders on Schedule 1.1(A) thereto (together with Greenlight, the “Lenders”), and Greenlight APE, LLC, in its capacity as administrative agent for the Lenders. Under the Loan Agreement, the Lenders have agreed to make a term loan to BFE Corp. in the aggregate principal amount of $19,420,620 (the “Bridge Loan”).
