CRESCENT ENERGY COMPANY Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 6th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
INDENTURE Dated as of May 6, 2021 Among INDEPENDENCE ENERGY FINANCE LLC, as Company And U.S. BANK NATIONAL ASSOCIATION, as Trustee 7.250% SENIOR NOTES DUE 2026Indenture • February 10th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
INDENTURE, dated as of May 6, 2021, among (a) Independence Energy Finance LLC, a Delaware limited liability company (the “Company”), (b) certain subsidiaries of the Company, as Guarantors (as defined herein), and (c) U.S. Bank National Association, a national banking association, as Trustee (as defined herein).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 16th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • Delaware
THIS VOTING AND SUPPORT AGREEMENT (the “Agreement”), is dated as of May 15, 2024, by and between [________] (the “Holder”), as a stockholder of Crescent Energy Company, a Delaware corporation (“Parent”), and SilverBow Resources, Inc., a Delaware corporation (the “Company”).
CRESCENT ENERGY COMPANY Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • September 11th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
Insert Number of Shares] CRESCENT ENERGY COMPANY Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 19th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
CRESCENT ENERGY COMPANY Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 11th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
AGREEMENT AND PLAN OF MERGER BY AND AMONG CRESCENT ENERGY COMPANY, ARTEMIS ACQUISITION HOLDINGS INC. ARTEMIS MERGER SUB INC., ARTEMIS MERGER SUB II LLC, AND SILVERBOW RESOURCES, INC. May 15, 2024Agreement and Plan of Merger • May 16th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into on May 15, 2024, by and among Crescent Energy Company, a Delaware corporation (“Parent”), Artemis Acquisition Holdings Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Artemis Holdings”), Artemis Merger Sub Inc., a Delaware corporation and a direct wholly-owned Subsidiary of Parent (“Merger Sub Inc.”), Artemis Merger Sub II LLC, a Delaware limited liability company and a direct wholly-owned Subsidiary of Artemis Holdings (“Merger Sub LLC” and, together with Parent, Artemis Holdings and Merger Sub Inc., the “Parent Parties”), and SilverBow Resources, Inc., a Delaware corporation (the “Company”).
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • November 4th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of September 3, 2024, among Artemis Merger Sub II LLC, a Delaware limited liability company, SilverBow Resources Operating, LLC, a Texas limited liability company, and SilverBow AgentCo Inc., a Delaware corporation (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), subsidiaries of Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 2nd, 2024 • Crescent Energy Co • Crude petroleum & natural gas • Delaware
This Indemnification Agreement is dated as of July 30, 2024 and effective as of the Effective Time (as defined herein) (this “Agreement”) and is by and between Michael Duginski (the “Indemnitee”) and Crescent Energy Company, a Delaware corporation (the “Corporation”), as of the Effective Time. Terms used but not defined herein shall have the meanings assigned to such terms in the Amended and Restated Certificate of Incorporation of the Corporation, dated as of December 7, 2021 and effective as of the Effective Time (the “Certificate of Incorporation”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • March 4th, 2024 • Crescent Energy Co • Crude petroleum & natural gas
This Second Amendment to Purchase and Sale Agreement (this “Amendment”), is dated December 18, 2023, by and between MESQUITE COMANCHE HOLDINGS, LLC, a Delaware limited liability company (“Comanche Holdings”), and SN EF MAVERICK, LLC, a Delaware limited liability company (“SN EF Maverick”, and collectively with Comanche Holdings, “Seller”), on the one part, and JAVELIN EF L.P., a Delaware limited partnership (“Purchaser”), on the other part. Purchaser and Seller are each a “Party” and collectively the “Parties.”
TENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 2nd, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
This TENTH AMENDMENT TO CREDIT AGREEMENT (this “Tenth Amendment”) dated as of July 30, 2024, is among CRESCENT ENERGY FINANCE LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • September 9th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of September 3, 2024, among Artemis Merger Sub II LLC, a Delaware limited liability company, SilverBow Resources Operating, LLC, a Texas limited liability company, and SilverBow AgentCo Inc., a Delaware corporation (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), subsidiaries of Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
ContractThird Supplemental Indenture • December 8th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of December 8, 2023, by and among Crescent Energy Finance LLC, a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
ContractFourth Supplemental Indenture • May 10th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 20, 2022, between Javelin Uinta, LLC, a Texas limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Issuer”), and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • March 4th, 2024 • Crescent Energy Co • Crude petroleum & natural gas
This First Amendment to Purchase and Sale Agreement (this “Amendment”), is dated July 3, 2023, by and between MESQUITE COMANCHE HOLDINGS, LLC, a Delaware limited liability company (“Comanche Holdings”), and SN EF MAVERICK, LLC, a Delaware limited liability company (“SN EF Maverick”, and collectively with Comanche Holdings, “Seller”), on the one part, and JAVELIN EF L.P., a Delaware limited partnership (“Purchaser”), on the other part. Purchaser and Seller are each a “Party” and collectively the “Parties.”
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 15th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
This SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Sixth Amendment”) dated as of December 13, 2023, is among CRESCENT ENERGY FINANCE LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
INDENTURE Dated as of March 26, 2024 Among Crescent Energy Finance LLC, as Company And U.S. Bank Trust Company, National Association, as Trustee 7.625% SENIOR NOTES DUE 2032Indenture • March 28th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
Eighth Amendment to Credit AgreementCredit Agreement • May 30th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
This Eighth Amendment to Credit Agreement (this “Eighth Amendment”) dated as of May 24, 2024, is among Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
ContractThird Supplemental Indenture • April 8th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 1, 2022, among Javelin VentureCo, LLC, a Delaware limited liability company (“Javelin”), and CMP Legacy Co. LLC, a Delaware limited liability company (“CMP”, and, together with Javelin, the “Guaranteeing Subsidiaries”, and each a “Guaranteeing Subsidiary”), each a subsidiary of Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Issuer”), and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
ContractSupplemental Indenture • September 9th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of September 9, 2024, by and among Crescent Energy Finance LLC, a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • November 4th, 2024 • Crescent Energy Co • Crude petroleum & natural gas
This Fourth Amendment to Purchase and Sale Agreement (this “Amendment”), is dated September 12, 2024, by and between MESQUITE COMANCHE HOLDINGS, LLC, a Delaware limited liability company (“Comanche Holdings”), and SN EF MAVERICK, LLC, a Delaware limited liability company (“SN EF Maverick”, and collectively with Comanche Holdings, “Seller”), on the one part, and JAVELIN EF L.P., a Delaware limited partnership (“Purchaser”), on the other part. Purchaser and Seller are each a “Party” and collectively the “Parties.”
THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 5th, 2024 • Crescent Energy Co • Crude petroleum & natural gas
This Third Amendment to Purchase and Sale Agreement (this “Amendment”), is dated June 11, 2024, by and between MESQUITE COMANCHE HOLDINGS, LLC, a Delaware limited liability company (“Comanche Holdings”), and SN EF MAVERICK, LLC, a Delaware limited liability company (“SN EF Maverick”, and collectively with Comanche Holdings, “Seller”), on the one part, and JAVELIN EF L.P., a Delaware limited partnership (“Purchaser”), on the other part. Purchaser and Seller are each a “Party” and collectively the “Parties.”
FOURTH SUPPLEMENTAL INDENTUREFourth Supplemental Indenture • November 4th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
Fourth Supplemental Indenture (this “Supplemental Indenture”), dated as of September 3, 2024, among Artemis Merger Sub II LLC, a Delaware limited liability company, SilverBow Resources Operating, LLC, a Texas limited liability company, and SilverBow AgentCo Inc., a Delaware corporation (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), subsidiaries of Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
INDENTURE Dated as of June 14, 2024 Among Crescent Energy Finance LLC, as Company And U.S. Bank Trust Company, National Association, as Trustee 7.375% SENIOR NOTES DUE 2033Indenture • June 18th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
INDENTURE, dated as of June 14, 2024, among (a) Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), (b) certain subsidiaries of the Company, as Guarantors (as defined herein), and (c) U.S. Bank Trust Company, National Association, a national banking association, as Trustee (as defined herein).
ContractSupplemental Indenture • September 12th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of September 12, 2023, by and among Crescent Energy Finance LLC, a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
ContractSupplemental Indenture • May 10th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 1, 2022, among Javelin VentureCo, LLC, a Delaware limited liability company (“Javelin”), and CMP Legacy Co. LLC, a Delaware limited liability company (“CMP”, and, together with Javelin, the “Guaranteeing Subsidiaries”, and each a “Guaranteeing Subsidiary”), each a subsidiary of Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Issuer”), and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
FIRST AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • May 16th, 2024 • Crescent Energy Co • Crude petroleum & natural gas
This First Amendment (the “Amendment”) to the Management Agreement, dated as of December 7, 2021 (the “Management Agreement”), by and between Crescent Energy Company (the “Company”) and KKR Energy Assets Manager LLC (the “Manager”, and together with the Company, the “Parties”), is entered into by and between the Company and the Manager as of May 15, 2024, to be effective as of the Closing (as defined in the Merger Agreement (as defined below)) (such effective date, the “Amendment Effective Date”). Unless otherwise specified, all capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings set forth in the Management Agreement.
Fifth Amendment to Credit AgreementCredit Agreement • July 10th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
This Fifth Amendment to Credit Agreement (this “Fifth Amendment”) dated as of July 3, 2023, is among Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
SIXTH SUPPLEMENTAL INDENTURESupplemental Indenture • March 7th, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
Sixth Supplemental Indenture (this “Supplemental Indenture”), dated as of March 6, 2023, among Contango Crescent Renee LLC, a Delaware limited liability company, FourPass Energy LLC, a Delaware limited liability company, Madden AgentCo Inc., a Delaware corporation, and Madden AssetCo LLC, a Delaware limited liability company (each a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), subsidiaries of Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), and U.S. Bank Trust Company, National Association, a national banking association
ContractSupplemental Indenture • February 10th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 10, 2022, by and among Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association a national banking association, as trustee (the “Trustee”).
Seventh Amendment to Credit AgreementCredit Agreement • April 12th, 2024 • Crescent Energy Co • Crude petroleum & natural gas • New York
This Seventh Amendment to Credit Agreement (this “Seventh Amendment”) dated as of April 10, 2024, is among Crescent Energy Finance LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • February 10th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
First Supplemental Indenture (this “Supplemental Indenture”), dated as of January 14, 2022, among IE L Merger Sub LLC and its subsidiaries (each a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), subsidiaries of Crescent Energy Finance LLC, a Delaware limited liability company (the “Company”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 8th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • Delaware
This Indemnification Agreement is dated as of March 30, 2022 and effective as of the Effective Time (as defined herein) (this “Agreement”) and is by and between Bo Shi (the “Indemnitee”) and Crescent Energy Company, a Delaware corporation (the “Corporation”), as of the Effective Time. Terms used but not defined herein shall have the meanings assigned to such terms in the Amended and Restated Certificate of Incorporation of the Corporation, dated as of December 7, 2021 and effective as of the Effective Time (the “Certificate of Incorporation”).
ContractFirst Supplemental Indenture • July 21st, 2023 • Crescent Energy Co • Crude petroleum & natural gas • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 20, 2023, by and among Crescent Energy Finance LLC, a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 5th, 2022 • Crescent Energy Co • Crude petroleum & natural gas • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT (this “Second Amendment”) dated as of March 30, 2022, is among CRESCENT ENERGY FINANCE LLC (f/k/a Independence Energy Finance LLC), a Delaware limited liability company (the “Borrower”); each of the undersigned Guarantors (collectively with the Borrower, the “Obligors”); WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, together with its successors, the “Administrative Agent”), Collateral Agent and a Letter of Credit Issuer; and the Lenders signatory hereto.
