JOINT FILING AGREEMENTJoint Filing Agreement • October 25th, 2018 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0.001 per share, of Earthstone Energy, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Joint Filing Agreement on the date set forth below.
JOINT FILING AGREEMENTJoint Filing Agreement • November 3rd, 2023 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
The undersigned hereby agree that the statement on Schedule 13G with respect to the shares of common stock of Permian Resources Corp. dated as of November 3, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
VOTING AGREEMENTVoting Agreement • January 12th, 2021 • Bold Energy Holdings, LLC • Crude petroleum & natural gas • Delaware
This VOTING AGREEMENT (this “Agreement”) is dated as of January 7, 2021, by and among Earthstone Energy, Inc., a Delaware corporation (“Earthstone”), Warburg Pincus Private Equity (E&P) XI – A, L.P., a Delaware limited partnership (“WPXI-A”), Warburg Pincus XI (E&P) Partners – A, L.P., a Delaware limited partnership (“WPPXI”), WP IRH Holdings, L.P., a Delaware limited partnership (“WPIRH”), Warburg Pincus XI (E&P) Partners – B IRH, LLC, a Delaware limited liability company (“WPXI-B”), Warburg Pincus Energy (E&P)-A, LP, a Delaware limited partnership (“WPE-A”), Warburg Pincus Energy (E&P) Partners-A, LP, a Delaware limited partnership (“WPEP-A”), Warburg Pincus Energy (E&P) Partners-B IRH, LLC, a Delaware limited liability company (“WPEP-B”), WP Energy Partners IRH Holdings, L.P., a Delaware limited partnership (“WPEPIRH”), and WP Energy IRH Holdings, L.P., a Delaware limited partnership (collectively with WPXI-A, WPPXI, WPIRH, WPXI-B, WPE-A, WPEP-A, WPEP-B and WPEPIRH, the “Warburg Par
JOINT FILING AGREEMENTJoint Filing Agreement • January 12th, 2021 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0.001 per share, of Earthstone Energy, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Joint Filing Agreement on the date set forth below.
JOINT FILING AGREEMENTJoint Filing Agreement • April 21st, 2022 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0.001 per share, of Earthstone Energy, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Joint Filing Agreement on the date set forth below.
SECURITIES PURCHASE AGREEMENT dated as of December 17, 2020 by and among ENCAP ENERGY CAPITAL FUND V, L.P., ENCAP V-B ACQUISITIONS, L.P., ENCAP ENERGY CAPITAL FUND VI, L.P., ENCAP VI-B ACQUISITIONS, L.P. and INDEPENDENCE RESOURCES HOLDINGS, LLCSecurities Purchase Agreement • December 23rd, 2020 • Bold Energy Holdings, LLC • Crude petroleum & natural gas • Delaware
SECURITIES PURCHASE AGREEMENT, dated as of December 17, 2020 (this “Agreement”), by and among EnCap Energy Capital Fund V, L.P., a Texas limited partnership (“EnCap V”), EnCap V-B Acquisitions, L.P., a Texas limited partnership (“EnCap V-B”), EnCap Energy Capital Fund VI, L.P., a Texas limited partnership (“EnCap VI”), EnCap VI-B Acquisitions, L.P., a Texas limited partnership (“EnCap VI-B”), and Independence Resources Holdings, LLC, a Delaware limited liability company (“Purchaser”). Each of EnCap V, EnCap V-B, EnCap VI and EnCap VI-B is individually referred to herein as a “Seller” and collectively as the “Sellers.”
REDEMPTION AGREEMENTRedemption Agreement • June 18th, 2018 • Bold Energy Holdings, LLC • Crude petroleum & natural gas • Texas
This Redemption Agreement (this “Agreement”) is made and entered into effective as of June 1, 2018 by and among Bold Energy Holdings, LLC, a Texas limited liability company (“Bold Holdings”), Bold Energy Management III LLC, a Texas limited liability company (“Bold Management”). Bold Holdings and Bold Management are sometimes hereinafter referred to individually as a “Party” and collectively as the “Parties.”
JOINT FILING AGREEMENTJoint Filing Agreement • October 27th, 2021 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0.001 per share, of Earthstone Energy, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Joint Filing Agreement on the date set forth below.
WAIVER OF RIGHT TO APPOINT AN ADDITIONAL DIRECTORWaiver of Right to Appoint an Additional Director • January 12th, 2021 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
WHEREAS, in connection with that certain Contribution Agreement, dated as of November 7, 2016 and as amended on March 21, 2017 (the “Contribution Agreement”), by and among the Company, EEE Lynden USA Inc., a Utah corporation, Lynden USA Operating, LLC, a Texas limited liability company, Bold Energy Holdings, LLC, a Texas limited liability company (“Bold”), and Bold Energy III, LLC, a Texas limited liability company and subsidiary of Bold, the Company, EnCap and Oak Valley Resources, LLC, a Delaware limited liability company, entered into a Voting Agreement dated as of May 9, 2017, and amended as of April 22, 2020 (the “EnCap Voting Agreement”), under which, among other things, the Board of the Company was expanded to nine members, of which four members would be designated by EnCap; and
SECURITIES PURCHASE AGREEMENT dated as of January 30, 2022 by and between ENCAP ENERGY CAPITAL FUND VII, L.P., and CYPRESS INVESTMENTS, LLCSecurities Purchase Agreement • February 7th, 2022 • Bold Energy Holdings, LLC • Crude petroleum & natural gas • Delaware
SECURITIES PURCHASE AGREEMENT, dated as of January 30, 2022 (this “Agreement”), by and between EnCap Energy Capital Fund VII, L.P., a Texas limited partnership (the “Seller”), and Cypress Investments, LLC, a Delaware limited liability company (the “Purchaser”).
JOINT FILING AGREEMENTJoint Filing Agreement • July 7th, 2022 • Bold Energy Holdings, LLC • Crude petroleum & natural gas
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0.001 per share, of Earthstone Energy, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filing. In evidence thereof each of the undersigned, being duly authorized, hereby execute this Joint Filing Agreement on the date set forth below.
