Delaware | 001-34037 | 75-2379388 | ||
(State or other jurisdiction) | (Commission File Number) | (IRS Employer Identification No.) |
601 Poydras St., Suite 2400, New Orleans, Louisiana | 70130 | |
(Address of principal executive offices) | (Zip Code) |
Exhibit | ||
Number | Description | |
10.1
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Third Amendment to Second Amended and Restated Credit Agreement dated as of November 10, 2011 among Superior Energy Services, Inc., SESI, L.L.C., JPMorgan Chase Bank, N.A. and the lenders party thereto. |
SUPERIOR ENERGY SERVICES, INC. |
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By: | /s/ Robert S. Taylor | |||
Robert S. Taylor | ||||
Chief Financial Officer | ||||
(vi) | Funded Indebtedness represented by (w) the 67/8% Senior Notes up to the aggregate principal amount of $300,000,000, issued pursuant to the Indenture relating thereto dated as of May 22, 2006, among the Borrower, the Parent, the respective Subsidiaries of the Parent party thereto and The Bank of New York Trust Company, N.A., as trustee, (x) the 1.5% Senior Exchangeable Notes up to the aggregate principal amount of $400,000,000 due 2026 issued pursuant to the Indenture relating thereto dated as of December 12, 2006, among the Borrower, the Parent, the respective Subsidiaries of the Parent party thereto and The Bank of New York Trust Company, N.A., as trustee, provided that if the Notes described in clause (y) hereof are issued, such 1.5% Senior Exchangeable Notes must be redeemed in full on or before December 30, 2011; (y) the senior unsecured notes up to the aggregate principal amount of $500,000,000 due 2019 (the 2011 Senior Notes), to be issued pursuant to an Indenture among the Borrower, the Parent, their respective Subsidiaries party thereto and The Bank of New York Trust Mellon Company, N.A., as trustee, provided that the cash proceeds of the 2011 Senior Notes up to an aggregate of $400,000,000 are initially used to repay in full the outstanding principal balance of the Revolving Loan, and the balance of the proceeds are held in cash or cash equivalents until the Senior Exchangeable Notes are redeemable, at which time said cash and cash equivalents together with other cash available to the Borrower and/or advances available on the Revolving Loan shall be used to redeem the Senior Exchangeable Notes in full on or before December 30, 2011; and (z) the senior unsecured notes up to the aggregate principal amount of $700,000,000 (or such greater amount as the Borrower and the Agent shall agree) having a maturity of at least 7 years from the date of issue (the Complete Acquisition Senior Notes), to be issued pursuant to an Indenture among the Borrower, the Parent, their respective Subsidiaries party thereto and a trustee to be determined, provided that the cash proceeds of the Complete Acquisition Senior Notes are held in cash or cash equivalents until the closing of the acquisition (the Complete Acquisition) of Complete Production Services, Inc., a Delaware corporation (the Target) by the Parent pursuant to an Agreement and Plan of Merger dated as of October 9, 2011 among the Target, the Parent and SPN Fairway Acquisition, Inc., a wholly-owned subsidiary of the Parent, at which time, or as soon as practicable thereafter, the Borrower proposes to use such proceeds to (i) satisfy and discharge the indenture dated as of December 6, 2006, among Target, certain of its subsidiaries and Wells Fargo Bank, National Association, as Trustee, relating to the $650.0 million aggregate principal amount of the Targets 8% Senior Notes due 2016, (ii) repay any |
amounts outstanding on the closing date of the Complete Acquisition under the Targets existing credit facility (including accrued interest and premiums associated therewith), (iii) pay the cash consideration for the Complete Acquisition, (iv) pay the fees and expenses incurred in connection with the Complete Acquisition and related financing transactions; in each case, as amended, supplemented, amended and restated or otherwise modified, but not increased in aggregate amount, from time to time. |
BORROWER: | SESI, L.L.C. | |||||||
By: | Superior Energy Services, Inc. Member Manager |
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By: | /s/ Robert S. Taylor | |||||||
Name: Robert S. Taylor | ||||||||
Title: Chief Financial Officer | ||||||||
PARENT: | SUPERIOR ENERGY SERVICES, INC. | |||||||
By: | /s/ Robert S. Taylor | |||||||
Name: Robert S. Taylor | ||||||||
Title: Chief Financial Officer |
AGENT, CO-LEAD | JPMORGAN CHASE BANK, N.A. | |||||
ARRANGER AND LENDER: |
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By: | /s/ Donald K. Hunt | |||||
Name: Donald K. Hunt | ||||||
Title: Officer |
CO-LEAD ARRANGER AND LENDER: | WELLS FARGO BANK, N.A. | |||||
By: | /s/ Philip C. Lauinger III | |||||
Name: Philip C. Lauinger III | ||||||
Title: Managing Director |
CO-DOCUMENTATION AGENT AND LENDER: | WHITNEY NATIONAL BANK | |||||
By: | /s/ Hollie L. Ericksen | |||||
Name: Hollie L. Ericksen | ||||||
Title: Vice President |
CO-DOCUMENTATION AGENT | PNC BANK, NATIONAL ASSOCIATION | |||||
AND LENDER: |
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By: | /s/ Anita Inkollu | |||||
Name: Anita Inkollu | ||||||
Title: Vice President |
CO-DOCUMENTATION AGENT | COMERICA BANK, NA | ||||
AND LENDER: |
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By: | /s/ Gary Culbertson | ||||
Name: Gary Culbertson | |||||
Title: Vice President |
CO-DOCUMENTATION AGENT | BANK OF AMERICA, N.A. | |||||
AND LENDER: |
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By: | /s/ Gary L. Mingle | |||||
Name: Gary L. Mingle | ||||||
Title: Senior Vice-President |
CO-DOCUMENTATION AGENT | BNP PARIBAS | |||||
AND LENDER: |
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By: | /s/ Larry Robinson | |||||
Name: Larry Robinson | ||||||
Title: Director | ||||||
By: | /s/ Betsy Jocher | |||||
Name: Betsy Jocher | ||||||
Title: Director |
LENDER: | CAPITAL ONE, NATIONAL ASSOCIATION |
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By: | /s/ Ernie Eustis | |||||
Name: Ernie Eustis | ||||||
Title: Sr. Vice President |
LENDER: | HSBC BANK USA, N.A. | |||||
By: | /s/ Bruce Robinson | |||||
Name: Bruce Robinson | ||||||
Title: Vice President |