LONESTAR RESOURCES AMERICA INC. AND EACH OF THE GUARANTORS PARTY HERETOIndenture • January 9th, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
INDENTURE dated as of January 4, 2018, among Lonestar Resources America Inc., a Delaware corporation (together with its successors as provided herein, the “Company”), the Guarantors (as defined) and UMB Bank, N.A., a national banking association, as Trustee.
12,000,000 Shares LONESTAR RESOURCES US INC. Class A Voting Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 22nd, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
Lonestar Resources US Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions of this Underwriting Agreement (this “Agreement”), to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”), 12,000,000 shares (the “Firm Shares”) of the Company’s Class A Voting common stock, par value $0.001 per share (the “Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 1,800,000 additional shares of Common Stock on the terms set forth in Section 2 (the “Option Shares”). The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are hereinafter collectively called the “Shares.”
AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF NOVEMBER 30, 2020 AMONG LONESTAR RESOURCES US INC., AS PARENT, LONESTAR RESOURCES AMERICA INC., AS BORROWER, CITIBANK, N.A., AS ADMINISTRATIVE AGENT, AND THE LENDERS PARTY HERETO CITIBANK, N.A. AS SOLE...Credit Agreement • December 1st, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
THIS AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 30, 2020 is among: LONESTAR RESOURCES AMERICA INC., a Delaware corporation duly formed and existing under the laws of the State of Delaware (the “Borrower”); LONESTAR RESOURCES US INC., a Delaware corporation duly formed and existing under the laws of the State of Delaware (the “Parent”); each of the Lenders from time to time party hereto; and CITIBANK, N.A., a national banking association, as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
SIXTH AMENDMENT AND JOINDER TO CREDIT AGREEMENTCredit Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS CREDIT AGREEMENT dated as of July 28, 2015 is among LONESTAR RESOURCES AMERICA INC., a Delaware corporation duly formed and existing under the laws of the State of Delaware (the “Borrower”); each of the Lenders from time to time party hereto; and CITIBANK, N.A., a national banking association (in its individual capacity, “Citibank”), as administrative agent for the Lenders (in such capacity, together with its successors in such capacity, the “Administrative Agent”).
TRANCHE 2 WARRANT AGREEMENT between LONESTAR RESOURCES US INC. COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY N.A., as Warrant Agent Dated as of November 30, 2020 Warrants to Purchase Common StockWarrant Agreement • December 1st, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
This Tranche 2 Warrant Agreement (as may be supplemented, amended or amended and restated pursuant to the applicable provisions hereof, this “Agreement”), dated as of November 30, 2020, between Lonestar Resources US Inc., a Delaware corporation (and any Successor Company that becomes successor to the Company in accordance with Section 16) (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (and any successor of such Warrant Agent appointed in accordance with the terms hereof) (collectively, the “Warrant Agent”). Capitalized terms that are used in this Agreement shall have the meanings set forth in Section 1 hereof.
Employment AgreementEmployment Agreement • December 1st, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
This Employment Agreement (this “Agreement”), dated as of November 30, 2020, is made by and between Lonestar Resources US Inc. (together with any successor thereto, the “Company”), and Frank Bracken (the “Executive”) (each a “Party” and collectively referred to herein as the “Parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of June 15, 2017 by and among LONESTAR RESOURCES US INC., a Delaware corporation (the “Company”) and SN UR Holdings, LLC, a Delaware limited liability company (the “Initial Holder”).
AMENDED & RESTATED SECURITIES PURCHASE AGREEMENT dated as of June 15, 2017 by and among Lonestar Resources US Inc., and The Investors Listed on Schedule 1Securities Purchase Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT, dated as of June 15, 2017 (this “Agreement”), between Lonestar Resources US Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule 1 (each, an “Initial Investor” and collectively, the “Initial Investors”).
AMENDED AND RESTATED REPURCHASE FACILITATION AGREEMENTRepurchase Facilitation Agreement • November 1st, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
This amended and restated repurchase facilitation agreement (the “Agreement”) is made effective as of the 29th day of September, 2016, is by and between Seaport Global Securities LLC, a Delaware limited liability company (“Seaport Global”) and Lonestar Resources US Inc., a Delaware corporation (“Lonestar”), by and on behalf of itself and certain of its subsidiaries (collectively referred to together with Lonestar hereinafter as the “Company”), and supersedes and replaces in its entirety that certain Repurchase Facilitation Agreement dated September 29, 2016, between Seaport Global and the Company. Each of Seaport Global, Lonestar and the Company are sometimes hereinafter referred to herein as a “Party” and collectively as the “Parties.”
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This FIRST AMENDMENT (this “Amendment”) to that certain Registration Rights Agreement, dated as of October 26, 2016 (the “Registration Rights Agreement”), by and among Lonestar Resources US Inc., a Delaware corporation (the “Company”), and EF Realisation Company Limited (the “Initial Holder”) is made and entered into as of June 14, 2017 by and among the Company and the Initial Holder. Capitalized terms used herein without definition shall have the meanings given to them in the Registration Rights Agreement.
SUPPORT AGREEMENTSupport Agreement • July 12th, 2021 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”) is dated as of July 10, 2021, by and among each shareholder of Penn Virginia Corporation, a Virginia corporation (“Parent”), set forth on Schedule A hereto (each, a “Shareholder” and collectively, the “Shareholders”), and Lonestar Resources US Inc., a Delaware corporation (the “Company”).
LIMITED WAIVER AGREEMENTLimited Waiver Agreement • March 29th, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS LIMITED WAIVER AGREEMENT (this “Agreement”) is entered into effective as of March 28, 2018 (the “Waiver Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”), and the other financial institutions executing this Agreement.
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN PENN VIRGINIA CORPORATION AND LONESTAR RESOURCES US INC. July 10, 2021Merger Agreement • July 12th, 2021 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into on July 10, 2021, by and between Penn Virginia Corporation, a Virginia corporation (“Pi”), and Lonestar Resources US Inc., a Delaware corporation (“Lambda”).
BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 8 TO CREDIT AGREEMENTBorrowing Base Redetermination Agreement and Amendment to Credit Agreement • May 24th, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 8 TO CREDIT AGREEMENT (this “Agreement”) is entered into effective as of May 24, 2018 (the “Agreement Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”), and the other financial institutions executing this Agreement.
LIMITED WAIVER AGREEMENTLimited Waiver Agreement • November 2nd, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS LIMITED WAIVER AGREEMENT (this “Agreement”) is entered into effective as of March 28, 2018 (the “Waiver Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”), and the other financial institutions executing this Agreement.
TRANCHE 1 WARRANT AGREEMENT between LONESTAR RESOURCES US INC. COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY N.A., as Warrant Agent Dated as of November 30, 2020 Warrants to Purchase Common StockWarrant Agreement • December 1st, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
This Tranche 1 Warrant Agreement (as may be supplemented, amended or amended and restated pursuant to the applicable provisions hereof, this “Agreement”), dated as of November 30, 2020, between Lonestar Resources US Inc., a Delaware corporation (and any Successor Company that becomes successor to the Company in accordance with Section 16) (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”), and its wholly-owned subsidiary Computershare Trust Company, N.A., a federally chartered trust company (and any successor of such Warrant Agent appointed in accordance with the terms hereof) (collectively, the “Warrant Agent”). Capitalized terms that are used in this Agreement shall have the meanings set forth in Section 1 hereof.
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This FIRST AMENDMENT (this “Amendment”) to that certain Registration Rights Agreement, dated as of August 2, 2016 (the “Registration Rights Agreement”), by and among Lonestar Resources US Inc., a Delaware corporation (the “Company”), Leucadia National Corporation (“Leucadia”) and Juneau Energy, LLC (together with Leucadia, the “Initial Holders”) is made and entered into as of June 13, 2017 by and among the Company and the Initial Holders. Capitalized terms used herein without definition shall have the meanings given to them in the Registration Rights Agreement.
THIRD AMENDMENT TO CREDIT AGREEMENT AND LIMITED WAIVERCredit Agreement • August 2nd, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (the “Third Amendment to Credit Agreement,” or this “Amendment”) is entered into effective as of July 27, 2016 (the “Third Amendment Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), and CITIBANK, N.A., a national banking association, as Administrative Agent (in such capacity, the “Administrative Agent”), and the financial institutions executing this Amendment as Lenders.
BORROWING BASE REDETERMINATION AND TENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 18th, 2019 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS BORROWING BASE REDETERMINATION AND TENTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is entered into as of June 17, 2019, among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”), and the other financial institutions executing this Agreement.
AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is effective as of June 15, 2017, by and between SN Marquis LLC, a Delaware limited liability company (“Seller”), and Lonestar Resources US, Inc., a Delaware corporation (“Buyer”). Seller and Buyer may each be referred to herein as a “Party” and collectively as the “Parties.”
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • September 15th, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
This Restructuring Support Agreement (including all exhibits, annexes or supplements hereto, as the same may be amended, modified or supplemented from time to time in accordance with the terms hereof, this “Agreement”), dated as of September 14, 2020, is entered into by and among (i) Lonestar Resources US Inc. (“Parent”), (ii) Lonestar Resources America Inc. (“Lonestar”), (iii) each other direct and indirect wholly-owned, domestic subsidiary of Parent party hereto (each a “Lonestar Subsidiary” and, collectively with Parent and Lonestar, the “Company” and each, a “Company Party”), (iv) the RBL Agent (as defined below), in its capacity as such, (v) the RBL Lenders (as defined below) party hereto (the “Consenting RBL Lenders”), (vi) the Noteholders (as defined below) party hereto (the “Consenting Noteholders” and, together with the Consenting RBL Lenders, the “Consenting Creditors”) and (vii) each transferee that becomes a Permitted Transferee (as defined below) or Affiliate Transferee (a
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • November 1st, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This BOARD REPRESENTATION AGREEMENT (this “Agreement”) is made and entered into as of October 26, 2016, between LONESTAR RESOURCES US INC., a Delaware corporation (the “Company”) and EF REALISATION COMPANY LIMITED, a Guernsey company (the “Stockholder”).
FORBEARANCE AGREEMENTForbearance Agreement • August 3rd, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
This Forbearance Agreement, dated as of July 31, 2020 (this “Forbearance Agreement”), with respect to that certain Indenture, dated as of January 4, 2018 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), by and among Lonestar Resources America Inc., a Delaware corporation (the “Company”), the guarantors from time to time party thereto (the “Guarantors”) and UMB Bank, N.A., a national banking association, in its capacity as trustee (in such capacity, the “Trustee”), is entered into by and among (i) the Company, (ii) each of the Guarantors, and (iii) each of the undersigned holders of the Company’s 11.25% senior notes due 2023 (such notes, the “Notes” and such holders, the “Holders”) issued pursuant to the Indenture (the “Initial Forbearing Holders” and, together with any additional holder of Notes that becomes a party hereto in accordance with the terms hereof, each, a “Forbearing Holder” and, collectively, the “Forbearing Holders”). Capitalized terms
AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 21st, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS AMENDMENT NO. 1 TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is effective as of June 15, 2017, by and between Battlecat Oil & Gas, LLC, a Texas limited liability company (“Seller”) and Lonestar Resources US, Inc., a Delaware corporation (“Purchaser”). Seller and Purchaser may each be referred to herein as a “Party” and collectively as the “Parties.”
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF PI MERGER SUB LLCLimited Liability Company Agreement • October 8th, 2021 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Pi Merger Sub LLC, a Delaware limited liability company (the “Company”) (as the same may be amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), is adopted by its sole member Penn Virginia Corporation, a Virginia Corporation (the “Member”), and is effective as of October 5, 2021.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 2nd, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (the "Fourth Amendment to Credit Agreement," or this "Amendment") is entered into effective as of November 23, 2016 (the "Fourth Amendment Effective Date"), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation ("Borrower"), CITIBANK, N.A., a national banking association, as Administrative Agent (in such capacity, the "Administrative Agent"), and the financial institutions executing this Amendment as Lenders.
FIFTH AMENDMENT TO CREDIT AGREEMENT AND LIMITED WAIVERCredit Agreement • November 2nd, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS FIFTH AMENDMENT TO CREDIT AGREEMENT AND LIMITED WAIVER (the "Fifth Amendment to Credit Agreement," or this "Amendment") is entered into effective as of December 29, 2016 (the "Fifth Amendment Effective Date"), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation ("Borrower"), CITIBANK, N.A., a national banking association, as Administrative Agent (in such capacity, the "Administrative Agent"), and the financial institutions executing this Amendment as Lenders.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 9th, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (the “First Amendment to Credit Agreement,” or this “Amendment”) is entered into effective as of April 29, 2016 (the “Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), and CITIBANK, N.A., a national banking association, as Administrative Agent (in such capacity, the “Administrative Agent”), and the financial institutions executing this Amendment as Lenders.
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 31st, 2015 • Lonestar Resources US Inc. • Delaware
THIS INDEMNIFICATION AGREEMENT, dated and effective as of [insert date] (this “Agreement”), is entered into by and between Lonestar Resources US Inc., a Delaware corporation (the “Company”) and [insert name of indemnitee] (“Indemnitee”).
LIMITED WAIVER AND ELEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 13th, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS LIMITED WAIVER AND ELEVENTH AMENDMENT TO CREDIT AGREEMENT (this "Agreement") is entered into as of April 7, 2020, among LONESTAR RESOURCES AMERICA INC., a Delaware corporation ("Borrower"), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the "Administrative Agent") and as issuing bank (in such capacity, the "Issuing Bank"), and the other financial institutions executing this Agreement.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • December 31st, 2015 • Lonestar Resources US Inc.
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is by and between Lonestar Resources, Inc. (the “Company”), on the one hand, and [·] (the “Executive”), on the other (collectively, the “Parties”).
FORBEARANCE AGREEMENT, FOURTEENTH AMENDMENT, AND BORROWING BASE AGREEMENTForbearance Agreement, Fourteenth Amendment, and Borrowing Base Agreement • July 2nd, 2020 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
This Forbearance Agreement, Fourteenth Amendment, and Borrowing Base Agreement (this “Agreement”) dated as of July 2, 2020 (the “Effective Date”) is among Lonestar Resources America Inc., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders (as defined below), and Citibank, N.A., as Administrative Agent for the Lenders (in such capacity, the “Administrative Agent”) and as issuing bank.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 29th, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (the "Fourth Amendment to Credit Agreement," or this "Amendment") is entered into effective as of November 23, 2016 (the "Fourth Amendment Effective Date"), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation ("Borrower"), CITIBANK, N.A., a national banking association, as Administrative Agent (in such capacity, the "Administrative Agent"), and the financial institutions executing this Amendment as Lenders.
LIMITED WAIVER, BORROWING BASE REDETERMINATION AGREEMENT, AND AMENDMENT NO. 7 TO CREDIT AGREEMENTCredit Agreement • January 9th, 2018 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Texas
THIS LIMITED WAIVER, BORROWING BASE REDETERMINATION AGREEMENT, AND AMENDMENT NO. 7 TO CREDIT AGREEMENT (this “Agreement”) is entered into effective as of January 4, 2018 (the “Waiver Effective Date”), among LONESTAR RESOURCES AMERICA INC., a Delaware corporation (“Borrower”), the Guarantors party hereto, CITIBANK, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as issuing bank (in such capacity, the “Issuing Bank”), and the other financial institutions executing this Agreement.
LONESTAR RESOURCES AMERICA INC. $250,000,000 11.250% Senior Notes due 2023 Purchase AgreementPurchase Agreement • December 20th, 2017 • Lonestar Resources US Inc. • Crude petroleum & natural gas • New York
Lonestar Resources America Inc., a Delaware corporation (the “Issuer”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representative”) are acting as representative, $250,000,000 principal amount of its 11.250% Senior Notes due 2023 (the “Notes”). The Notes will be issued under an indenture (the “Indenture”), to be dated as of the Closing Date (defined below), among the Issuer, the Guarantors (defined below) and UMB Bank, N.A., as trustee (the “Trustee”), and will be guaranteed on a senior unsecured basis (the “Guarantees” and, together with the Notes, the “Securities”) by each of the guarantors listed on Schedule II hereto (collectively, the “Guarantors”). Lonestar Resources US Inc., a Delaware corporation and parent company of the Issuer, is sometimes referred to herein as “Parent.” The Issuer and the Guarantors together are sometimes collectively referred to herein as the “Lonestar Parties.” To the extent t
