Exhibit 10.1





Exhibit 10.1




FIRST AMENDMENT TO CREDIT AGREEMENT




This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of
February 9, 2011 (the “Effective Date”) by and among the parties hereto for the purpose of
amending that certain Credit Agreement dated as of September 18, 2009 (the “Credit
Agreement”), by and among BRONCO DRILLING COMPANY, INC. (the “Borrower”), certain
subsidiaries of the Borrower party thereto (the “Guarantors”), and BANCO INBURSA S.A.,
INSTITUCIÓN DE BANCA MÚLTIPLE, GRUPO FINANCIERO INBURSA, as Lender and as Issuing Bank (the
“Lender”).



RECITALS




WHEREAS, the Borrower has requested, and the Lender has agreed, to amend the Credit Agreement
as described below.



AGREEMENT




NOW, THEREFORE, in consideration of the premises and the mutual agreements, representations
and warranties set forth herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows:



Section 1. Defined Terms. Unless otherwise defined in this Amendment, each
capitalized term used in this Amendment has the meaning given such term in the Credit Agreement.




Section 2. Amendment of Credit Agreement.



(a) The definition of the term “Commitment” in Section 1.01 of the Credit Agreement is hereby
amended and restated in its entirety to read as follows:



“Commitment” means, as to the Lender, its obligation to (a) make Advances to the Borrower
pursuant to Section 2.01, and (b) purchase participation in Letter of Credit Obligations
pursuant to Section 2.14(b), in an aggregate principal amount at any one time outstanding
not to exceed $45,000,000.00, as such amount may be adjusted from time to time in accordance with
this Agreement, it being specified that any accrued interest, cost or fee payable under this
Agreement shall not be computed towards such amount.



(b) Schedule 1.01(b) of the Agreement is hereby amended and restated in its entirety to read
as set forth on Exhibit A attached hereto.



Section 3. Representations and Warranties. The Borrower and each Guarantor hereby
jointly and severally represent and warrant that, as of the date of this Amendment:



(a) The execution, delivery and performance of the Credit Agreement, as amended by this
Amendment, are within the power and authority of the Borrower and each Guarantor and have been duly
authorized by appropriate proceedings.



(b) The execution, delivery, and performance by the Borrower and each Guarantor of this
Amendment and the consummation of the transactions contemplated hereby (i) have been duly
authorized by all necessary organizational action, (ii) do not and will not (A) contravene the
terms of any Loan Party’s organizational documents, (B) violate any Legal Requirement, or (C)
conflict with or result
in any material breach or contravention of, or the creation of any Lien under any material
indenture, instrument or agreement to which any Loan Party is a party or is subject, or by which
it, or its Property, is bound or (2) any order, injunction, writ or decree of any Governmental
Authority or any arbitral award to which any Loan Party or its property is subject.


 


 









 





(c) This Amendment constitutes the legal, valid and binding obligation of the Loan Parties,
enforceable against each Loan Party in accordance with its terms, except as such enforceability may
be limited by an applicable bankruptcy, insolvency, reorganization, fraudulent conveyance,
moratorium, or similar law affecting creditors’ rights generally or general principals of equity.



(d) The representations and warranties contained in Article IV of the Credit Agreement and in
each other Loan Document are true and correct on and as of the date first written above, as though
made on, and as of such date (other than those representations and warranties that expressly relate
solely to a specific earlier date, which shall remain true and correct as of such earlier date).




Section 4. Effect on Credit Documents.



(a) Except as amended herein, the Credit Agreement and the Loan Documents remain in full force
and effect as originally executed, and nothing herein shall act as a waiver of any of the Lender’s
rights under the Loan Documents, as amended.



(b) This Amendment is a Loan Document for the purposes of the provisions of the other Loan
Documents. Without limiting the foregoing, any breach of representations, warranties, and
covenants under this Amendment may be a Default or Event of Default under other Loan Documents.



Section 5. Governing Law. This Amendment shall be construed in accordance with the
laws of the State of New York and the applicable laws of the United States of America.



Section 6. Counterparts. This Amendment may be executed in any number of counterparts
and by different parties hereto in separate counterparts, each of which when so executed shall be
deemed to be an original and all of which taken together shall constitute one and the same
agreement. Transmission by facsimile of an executed counterpart of this Amendment shall be deemed
to constitute due and sufficient delivery of such counterpart.



[Signature pages follow]



 


 









 





IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their
duly authorized officers as of the first day and year written above.



	 	 	 	 	 
	 	BORROWER:



BRONCO DRILLING COMPANY, INC.

 	 
	 	By:  	/s/ MATTHEW S. PORTER
 	 
	 	 	Matthew S. Porter 	 
	 	 	Chief Financial Officer, Secretary and Treasurer 	 
	 
	 	GUARANTORS:



BRONCO EXPLORATION AND PRODUCTION LLC

 	 
	 	By:  	/s/ DAVID C. TREADWELL
 	 
	 	 	David C. Treadwell 	 
	 	 	Manager 	 
	 
	 	BRONCO MENA INVESTMENTS LLC

BRONCO MENA SERVICES LLC

BRONCO MENA MANAGEMENT LLC

EAGLE WELL SERVICE, INC.

HAYS TRUCKING, INC.

MID-STATES OILFIELD MACHINE, LLC

SADDLEBACK DRILLING, LLC

SADLEBACK PROPERTIES, LLC

 	 
	 	By:  	/s/ MATTHEW S. PORTER
 	 
	 	 	Matthew S. Porter 	 
	 	 	Chief Financial Officer 	 
	 
	 	LENDER AND ISSUING BANK:



BANCO INBURSA S.A., INSTITUCIÓN DE BANCA
 MÚLTIPLE,
GRUPO FINANCIERO INBURSA,

 	 
	 	By:  	/s/ GUILLERMO R. CABALLERO PADILLA
 	 
	 	 	Name:  	Guillermo R. Caballero Padilla 	 



Signature Page to First Amendment to Credit Agreement




 


 









 





Exhibit A




Schedule 1.01(b)




	 	 	 	 	 	 	 
	Rig #	 	Make / Model	 	HP	 
	8
	 	National 80 UE SCR	 	 	1,000	 
	10
	 	Gardner Denver 800E (SCR)	 	 	1,000	 
	11
	 	Gardner Denver 800E (SCR)	 	 	1,000	 
	12
	 	Gardner Denver 1100E (SCR)	 	 	1,500	 
	14
	 	Mid Continent U-712 EA (SCR)	 	 	1,200	 
	15
	 	Mid Continent U-712 EA (SCR)	 	 	1,200	 
	16
	 	Oilwell 840E (SCR)	 	 	1,600	 
	17
	 	Skytop Brewster NE95 (SCR)	 	 	1,600	 
	20
	 	Mid Continent U914EA (SCR)	 	 	1,400	 
	21
	 	National 1320 UE (SCR)	 	 	2,000	 
	22
	 	Continental EMSCO D-3 (SCR)	 	 	1,000	 
	23
	 	Continental EMSCO D-3 (SCR)	 	 	1,000	 
	25
	 	Mid-Continent U914 EA (SCR)	 	 	1,400	 
	26
	 	IDECO 1200E (SCR)	 	 	1,400	 
	27
	 	Mid-Continent U914 EA (SCR)	 	 	1,200	 
	28
	 	IDECO 1200 E (SCR)	 	 	1,200	 
	29
	 	Mid-Continent U914 EA (SCR)	 	 	1,400	 
	37
	 	Citation A-800E (SCR)	 	 	1,000	 
	56
	 	BDW 800MI	 	 	1,000	 
	57
	 	Continental EMSCO D3	 	 	1,000	 
	59
	 	IDECO E900 (SCR)	 	 	1,000	 
	62
	 	Skytop Brewster N46	 	 	1,000	 
	77
	 	IDECO 711	 	 	1,000	 
	97
	 	Mid-Continent U15	 	 	600