Caza Oil & Gas Updates on Financing Discussions - Seite 2

On November 30, 2015, the Company and Apollo executed a Second Amended and Restated Forbearance and Reservation of Rights Agreement (the "Second Amended Forbearance Agreement"), which replaced the Amended Forbearance Agreement in its entirety, and pursuant to which Apollo agreed, subject to certain customary limitations and conditions, to forbear from exercising certain of its rights and remedies under the Note Agreement with respect to the Company's breach of certain financial and other covenants until December 31, 2015, subject to earlier termination as described below.

Consistent with the Company's previously-stated strategy and in view of the limited period of forbearance granted pursuant to the Amended Forbearance Agreement, Caza's objective remains to conclude a financing or a complete refinancing structure that might enable the Company to retire the Apollo facility, together with sums owed pursuant to the Convertible Loan Agreement entered into between Caza and YA Global Master SPV Ltd. ("Yorkville"), an investment fund managed by Yorkville Advisors Global, LP, and also provide sufficient additional capital to continue developing its Bone Spring assets. Accordingly, the Company and its advisers have been actively considering all available debt and equity financing options, as well as asset sales.

As previously released on October 1, 2015, the Company is in advanced discussions with a third party regarding a potential equity financing of the Company (and in connection with such discussions, the Company has agreed to a short period of exclusivity with such counterparty) (the "Potential Transaction"). The proposed terms of the Potential Transaction are subject to, among other things, continued negotiation, a due diligence period, board approval, and the entry of the parties into definitive agreements. Given the number of conditions to the consummation of the Potential Transaction, there can be no certainty that the Potential Transaction will be concluded on acceptable terms. Furthermore, although the Company has had the continued support of Apollo during the course of these discussions, there can be no certainty that the Potential Transaction will close or that Apollo will continue to grant ongoing forbearance. The Second Amended Forbearance Agreement provides that if Apollo determines in its sole discretion that the Company and its operating subsidiary are not diligently pursuing a transaction substantially similar to the Potential Transaction during the forbearance period, Apollo may, by three days' advance written notice, shorten the forbearance period so that it ends on the latter of December 15, 2015, or the third day after such notice is delivered.