VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • May 17th, 2024 • Independence Energy Aggregator L.P. • Crude petroleum & natural gas • Delaware
THIS VOTING AND SUPPORT AGREEMENT (the “Agreement”), is dated as of May 15, 2024, by and between Independence Energy Aggregator L.P. (the “Holder”), as a stockholder of Crescent Energy Company, a Delaware corporation (“Parent”), and SilverBow Resources, Inc., a Delaware corporation (the “Company”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 6th, 2023 • Independence Energy Aggregator L.P. • Crude petroleum & natural gas
This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A common stock of Crescent Energy Company, is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
AGREEMENT OF JOINT FILING PURSUANT TO RULE 13d-1(k)Independence Energy Aggregator L.P. • December 17th, 2021 • Crude petroleum & natural gas
This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the Class A common stock of Crescent Energy Company, is being filed, and all amendments thereto will be filed, on behalf of each of the persons and entities named below that is named as a reporting person in such filing in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Repurchase AgreementRepurchase Agreement • March 11th, 2024 • Independence Energy Aggregator L.P. • Crude petroleum & natural gas • Delaware
Introductory. Crescent Energy OpCo LLC, a Delaware limited liability company (the “Company”), proposes to repurchase (the “Repurchase”) from Independence Energy Aggregator L.P., a Delaware limited partnership (the “Holder”), units representing membership interests in the Company (“Units”), on the terms and subject to the conditions set forth herein. The Company and the Holder agree that the Repurchase contemplated hereby is being effected in lieu of the exercise by the Holder of its redemption right described in Section 3.6(a)(i) of the Amended and Restated Limited Liability Company Agreement of the Company, dated as of December 7, 2021 (the “LLC Agreement”), and the exercise by the Company of its cash election right described in Section 3.6(a)(iii) of the LLC Agreement in connection with the offering contemplated by the Underwriting Agreement (as defined below). The parties hereto (including Crescent (as defined below)) further approve and consent to the transactions contemplated here
FIRST AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • May 17th, 2024 • Independence Energy Aggregator L.P. • 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.
