SECOND CONSENT AND WAIVER AGREEMENT BY THE HOLDERS OF THE 12% REDEEMABLE PREFERRED STOCK OF MCDERMOTT INTERNATIONAL, INC. December 1, 2019Second Consent and Waiver Agreement • December 2nd, 2019 • McDermott International Inc • Fabricated plate work (boiler shops) • New York
Reference is made to (i) that certain Certificate of Designation providing for the designations, preferences, limitations and relative rights, voting, redemption and other rights and the qualifications, limitations or restrictions of the Company’s 12% Redeemable Preferred Stock (the “Preferred Stock”), dated October 30, 2018 (as amended by that certain Certificate of Amendment thereto, dated October 24, 2019, the “Certificate of Designation”), of McDermott International, Inc., a corporation incorporated and existing under the laws of the Republic of Panama (the “Company”) and (ii) that certain Superpriority Senior Secured Credit Agreement, dated October 21, 2019, by and among the Company, as a guarantor, McDermott Technology (Americas), Inc., a Delaware corporation (“MTA”), McDermott Technology (US), Inc., a Delaware corporation (“MTUS”) and McDermott Technology, B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the
