Exhibit 4.3
EIGHTH SUPPLEMENTAL INDENTURE
EIGHTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 4, 2022, among GEP Haynesville, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of Southwestern Energy Company, a Delaware corporation (the “Company”), the other Security Guarantors (as defined in the Indenture referred to below), and U.S. Bank National Association, as trustee under the Indenture referred to below (in such capacity, the “Trustee”).
W I T N E S S E T H
WHEREAS, the Company and the Trustee have heretofore entered into an Indenture dated as of September 25, 2017 (the “Base Indenture”) providing for the issuance from time to time of Securities in one or more series;
WHEREAS, the Company, the other Security Guarantors named therein and the Trustee have heretofore entered into a First Supplemental Indenture dated as of September 25, 2017 (the “First Supplemental Indenture”), a Second Supplemental Indenture dated as of April 26, 2018 (the “Second Supplemental Indenture”), a Third Supplemental Indenture dated as of December 3, 2018 (the “Third Supplemental Indenture”), a Fourth Supplemental Indenture dated as of August 27, 2020 (the “Fourth Supplemental Indenture”), a Fifth Supplemental Indenture dated as of December 10, 2020 (the “Fifth Supplemental Indenture”), a Sixth Supplemental Indenture dated as of August 30, 2021 (the “Sixth Supplemental Indenture”) and a Seventh Supplemental Indenture dated as of September 10, 2021 (the “Seventh Supplemental Indenture”) amending and supplementing the Base Indenture and establishing series of Securities designated as the Company’s 7.750% Senior Notes due 2027 and 8.375% Senior Notes due 2028 (collectively, the “Notes”);”
WHEREAS, the Base Indenture, as amended and supplemented by the First Supplemental Indenture, the Second Supplemental Indenture, the Third Supplemental Indenture, the Fourth Supplemental Indenture, the Fifth Supplemental Indenture, the Sixth Supplemental Indenture and the Seventh Supplemental Indenture, provides that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall fully and unconditionally guarantee all of the Company’s obligations under the Notes and the Indenture (but only with respect to the Notes, and not with respect to any other series of Securities) on the terms and conditions set forth in the Indenture;
WHEREAS, the Base Indenture, as supplemented from time to time, including without limitation pursuant to this Supplemental Indenture, is referred to herein as the “Indenture;” and
WHEREAS, pursuant to Section 10.01 of the Base Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture;
NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company, the Guaranteeing Subsidiary, the other Security Guarantors and the Trustee, as applicable, mutually covenant and agree for the equal and ratable benefit of the Holders of Notes as follows:
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