Exhibit 4(b)
Execution Version
EXTENSION AGREEMENT
September 13, 2019
Citibank, N.A., as Administrative Agent under the Credit Agreement
referred to below
Citibank, N.A.
1615 Brett Road, Ops III
New Castle, Delaware 19720
Ladies and Gentlemen:
Reference is made to (i) the Second Amended and Restated Credit Agreement, dated as of September 14, 2018 (as amended, restated, modified or otherwise supplemented from time to time prior to the date hereof, the “Credit Agreement”), among Entergy Corporation, as the Borrower, the banks and other financial institutions party thereto as Lenders, Citibank, N.A., as Administrative Agent and an LC Issuing Bank, MUFG Bank, Ltd., as an LC Issuing Bank, and the other LC Issuing Banks party thereto, and (ii) the Borrower’s request, dated July 17, 2019, for an extension of the Termination Date to September 14, 2024 (the “Extension Request”). Unless otherwise indicated, capitalized terms used herein and not otherwise defined herein have the meanings given such terms in the Credit Agreement.
In connection with the “Extension” (as defined in the Extension Request), each undersigned Lender agrees, subject to the Administrative Agent’s receipt of the documents described in Section 2.18(c) of the Credit Agreement, to extend the Termination Date applicable to such Lender’s Commitment to September 14, 2024, such that the reference to “September 14, 2023” contained in the definition of “Termination Date” in the Credit Agreement shall hereafter be deemed to be a reference to “September 14, 2024,” such extension to be effective on September 13, 2019.
This Extension Agreement shall be construed in accordance with and governed by the law of the State of New York. Except as specifically provided above, (i) the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed in all respects by the parties hereto, and (ii) the execution and delivery of this Extension Agreement shall not operate as a waiver of any right, power or remedy of the Administrative Agent or any Lender under the Credit Agreement or any Loan Documents, nor constitute a waiver of any provision of the Credit Agreement or any Loan Documents. This Extension Agreement may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
[Signature pages follow]
Citibank, N.A., as a Lender and LC Issuing Bank
By: /s/ Richard Rivera
Name: Richard Rivera
Title: Vice President
JP Morgan Chase Bank N.A., as a Lender and LC Issuing Bank
By: /s/ Amit Gaur
Name: Amit Gaur
Title: Vice President
Wells Fargo Bank, N.A.
By: /s/ Keith Luettel
Name: Keith Luettel
Title: Managing Director
BNP Paribas, as a Lender
By: /s/ Denis O’Meara
Name: Denis O’Meara
Title: Managing Director
By: /s/ Theodore Sheen
Name: Theodore Sheen
Title: Director
MIZUHO BANK, LTD.
By: /s/ Tracy Rahn
Name: Tracy Rahn
Title: Authorized Signatory
MUFG Bank, Ltd., as a Lender and LC Issuing Bank
By: /s/ Chi-Cheng Chen
Name: Chi-Cheng Chen
Title: Director
The Bank of Nova Scotia, as a Lender and LC Issuing Bank
By: /s/ Jason Rinne
Name: Jason Rinne
Title: Director
BANK OF AMERICA, N.A.
By: /s/ Jennifer Cochrane
Name: Jennifer Cochrane
Title: Vice President
GOLDMAN SACHS BANK USA, as a Lender
By: /s/ Ryan Durkin
Name: Ryan Durkin
Title: Authorized Signatory
Morgan Stanley Bank, N.A.
By: /s/ Michael King
Name: Michael King
Title: Authorized Signatory
KeyBank National Association
By: /s/ Sukanya V. Raj
Name: Sukanya V. Raj
Title: Senior Vice President
BARCLAYS BANK PLC, as a Lender
By: /s/ Sydney G. Dennis
Name: Sydney G. Dennis
Title: Director
CoBank, ACB
By: /s/ Matthew Leatherman
Name: Matthew Leatherman
Title: Vice President
THE BANK OF NEW YORK MELLON
By: /s/ Molly H. Ross
Name: Molly H. Ross
Title: Vice President
REGIONS BANK
By: /s/ Tedrick Tarver
Name: Tedrick Tarver
Title: Director
Sumitomo Mitsui Banking Corporation
By: /s/ Michael Maguire
Name: Michael Maguire
Title: Executive Director
U.S. Bank National Association
By: /s/ Michael T. Sagges
Name: Michael T. Sagges
Title: Vice President
The Northern Trust Company
By: /s/ Keith L. Burson
Name: Keith L. Burson
Title: Senior Vice President
[Hancock Whitney Bank]
By: /s/ Nancy Moragas
Name: Nancy Moragas
Title: Senior Vice President
Capital One, National Association
By: /s/ Katherine G. Kay
Name: Katherine G. Kay
Title: Senior Vice President
Taiwan Cooperative Bank, Los Angeles Branch
By: /s/ Lin, Tao-Lun
Name: Lin, Tao-Lun
Title: V.P. & General Manager
CHANG HWA COMMERCIAL BANK, LTD., LOS ANGELES BRANCH
By: /s/ Hung-Chieh Chou
Name: Hung-Chieh Chou
Title: A.V.P. & A.G.M.
AGREED AND ACCEPTED:
ENTERGY CORPORATION
By: /s/ Steven C. McNeal
Name: Steven C. McNeal
Title: Vice President and Treasurer