Credit Agreement [Amendment No. 5] [Amended and Restated] (2015)Full Document 

Start of Preview
 
FIFTH AMENDMENT TO AMENDED AND RESTATED
CREDIT AGREEMENT
dated as of December 15, 2014
among
SYNERGY RESOURCES CORPORATION
as Borrower
THE LENDERS FROM TIME TO TIME PARTY HERETO
and
SUNTRUST BANK
as Administrative Agent
KEYBANK NATIONAL ASSOCIATION
Syndication Agent
AMEGY BANK NATIONAL ASSOCIATION
COMMUNITY BANKS OF COLORADO
JPMORGAN CHASE BANK, N.A.
Co-Documentation Agents


SUNTRUST ROBINSON HUMPHREY, INC.
KEYBANK NATIONAL ASSOCIATION
Joint Lead Arrangers and Joint Book Managers



 
Table of Contents
 
 
Page
 
SECTION 1. 
Definitions.
2
SECTION 2. 
Borrowing Base; Maximum Credit Amount
3
SECTION 3. 
Extension of Maturity
3
SECTION 4. 
Appointment of New Agent and Issuing Bank
3
SECTION 5. 
Additional Amendments to Credit Agreement
3
SECTION 6. 
Reallocation of Commitments
3
SECTION 7. 
Conditions of Effectiveness
4
SECTION 8. 
Post-Closing Requirements
5
SECTION 9. 
Representations and Warranties
5
SECTION 10.
Miscellaneous.
6
SECTION 11.
NO ORAL AGREEMENTS
6
SECTION 12. 
No Waiver 7
SIGNATURE PAGES
ANNEX I LIST OF MAXIMUM CREDIT AMOUNTS
ANNEX A CONDITIONS PRECEDENT
ANNEX B POST CLOSING OBLIGATIONS
ANNEX C AMENDMENTS TO DEFINITIONS
ANNEX D AMENDMENTS TO CREDIT AGREEMENT
ANNEX E AMENDMENTS TO ARTICLE V (INCREASED COSTS; BREAK FUNDING PAYMENTS; TAXES; ILLEGALITY)
EXHIBITS K-1, K-2, K-3 AND K-4  FORM OF U.S. TAX COMPLIANCE CERTIFICATES
 
 
The Company will furnish supplementally to the Commission a copy of any exhibit to this Agreement


 

FIFTH AMENDMENT TO
AMENDED AND RESTATED CREDIT AGREEMENT
THIS FIFTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of December 15, 2014, by and among Synergy Resources Corporation (the “Borrower”), each lender party to the Credit Agreement referred to below and SunTrust Bank, as Administrative Agent for such lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as an Issuing Bank, and Community Banks of Colorado, a division of NBH Bank, N.A., in its capacity as the existing Administrative Agent (“Existing Agent”) and as an Issuing Bank (“Existing Issuing Bank”) under the Credit Agreement referred to below.
W I T N E S S E T H:
WHEREAS, the Borrower, Administrative Agent and the lenders from time to time party thereto (the “Lenders”) are parties to that certain Amended and Restated Credit Agreement dated as of November 28, 2012, as amended by the following:  that certain First Amendment to Credit Agreement dated as of February 12, 2013, Second Amendment to Credit Agreement dated as of June 28, 2013, Third Amendment to Credit Agreement dated as of December 20, 2013 and Fourth Amendment to Credit Agreement dated as of June 3, 2014 (the “Existing Credit Agreement” and, as amended by this Amendment and as further amended, modified or restated from time to time, the “Credit Agreement”), whereby upon the terms and conditions therein stated the Lenders have agreed to make certain loans to the Borrower upon the terms and conditions set forth therein;
WHEREAS, the Borrower has requested that the Lenders amend the Credit Agreement as set forth below; and
WHEREAS, subject to the terms and conditions hereof, the Lenders are willing to agree to the amendments to the Credit Agreement as set forth herein.
NOW, THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, the parties to this Amendment hereby agree as follows:
SECTION 1.        Definitions.
 
(a)            Unless otherwise defined in this Amendment, each capitalized term used herein but not otherwise defined herein has the meaning given such term in the Credit Agreement.  The interpretive provisions set forth in Sections 1.02, 1.03 and 1.04 of the Credit Agreement shall apply to this Amendment.
End of Preview