CRESCENT POINT ENERGY CORP. and HAMMERHEAD ENERGY INC. ARRANGEMENT AGREEMENTArrangement Agreement • November 17th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
NOW THEREFORE in consideration of the foregoing premises, the mutual covenants and agreements contained in this Agreement and other good and valuable consideration (the receipt and sufficiency of which are acknowledged), the Parties agree as follows:
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. [ * * * ] INDICATES THAT INFORMATION HAS BEEN REDACTED. CDN.$300,000,000 CREDIT...Credit Agreement • November 18th, 2022 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
HAMMERHEAD RESOURCES INC., a corporation subsisting under the laws of the Province of Alberta (hereinafter referred to as the “Borrower”),
WARRANT ASSIGNMENT AND ASSUMPTION AGREEMENT HAMMERHEAD ENERGY INC., DECARBONIZATION PLUS ACQUISITION CORPORATION IV, CONTINENTAL STOCK TRANSFER & TRUST COMPANY, COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A. Dated February 21, 2023Warrant Assignment and Assumption Agreement • March 1st, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • New York
This Assignment and Assumption Agreement (the “Agreement”) is entered into as of February 21, 2023 (the “Effective Date”), by and among Decarbonization Plus Acquisition IV Corporation, an Alberta corporation (“DCRD”), Hammerhead Energy Inc., an Alberta corporation (“NewCo”), Continental Stock Transfer & Trust Company, a New York corporation (“Continental”) and Computershare Inc., a Delaware corporation, and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (collectively, “Computershare”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Business Combination Agreement (as defined below).
VOTING SUPPORT AGREEMENTVoting Support Agreement • November 17th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
WHEREAS, in connection with an arrangement agreement dated the date hereof (as may be amended, modified or supplemented from time to time in accordance with its terms, the "Arrangement Agreement") between the Purchaser and Hammerhead Energy Inc. (the "Company"), the Purchaser will acquire all of the issued and outstanding Class A common shares in the capital of the Company (the "Company Shares"), subject to the terms and conditions set forth in the Arrangement Agreement;
AMENDED AND RESTATED WARRANT AGREEMENT between HAMMERHEAD ENERGY INC., COMPUTERSHARE INC., and COMPUTERSHARE TRUST COMPANY, N.A. Dated as of February 22, 2023Warrant Agreement • March 1st, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • New York
THIS AMENDED AND RESTATED WARRANT AGREEMENT (this “Agreement”), dated as of February 22, 2023, is by and among Hammerhead Energy Inc., an Alberta corporation (the “Company” or “New SPAC”), Computershare Inc., a Delaware corporation (“Computershare”), and its affiliate, Computershare Trust Company, N.A., a federally chartered trust company (together with Computershare, collectively, the “Warrant Agent”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. [ * * * ] INDICATES THAT INFORMATION HAS BEEN REDACTED. CONSENT AND SECOND...Consent and Second Amending Agreement • December 21st, 2022 • Hammerhead Energy Inc. • Oil & gas field exploration services
HAMMERHEAD RESOURCES INC., a corporation subsisting under the laws of the Province of Alberta (hereinafter referred to as the “Borrower”),
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 1st, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Delaware
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 23, 2023, is made and entered into by and among Hammerhead Energy Inc., an Alberta corporation (such entity, following the Business Combination (as defined below), the “Company”), Decarbonization Plus Acquisition Sponsor IV LLC, a Cayman Islands limited liability company (the “Sponsor”), and the undersigned parties listed under Holder on the signature pages hereto (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
CONSENT AND SECOND AMENDING AGREEMENTConsent and Second Amending Agreement • April 28th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services
HAMMERHEAD RESOURCES INC., a corporation subsisting under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT BETWEEN HAMMERHEAD RESOURCES INC. as Borrower AND CANADIAN IMPERIAL BANK OF COMMERCE, NATIONAL BANK OF CANADA, ATB FINANCIAL, BUSINESS DEVELOPMENT BANK OF CANADA, CANADIAN WESTERN BANK and such other...Credit Facilities • April 28th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
HAMMERHEAD RESOURCES INC., a corporation subsisting under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
FOURTH AMENDING AGREEMENTFourth Amending Agreement • November 17th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services
HAMMERHEAD RESOURCES ULC, an unlimited liability corporation subsisting under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
INDEMNITY AGREEMENTIndemnification Agreement • March 1st, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
HAMMERHEAD ENERGY INC., a corporation amalgamated under the laws of the Province of Alberta (hereinafter called the “Corporation”)
VOTING SUPPORT AGREEMENTVoting Support Agreement • November 17th, 2023 • Hammerhead Energy Inc. • Oil & gas field exploration services • Alberta
WHEREAS, in connection with an arrangement agreement dated the date hereof (as may be amended, modified or supplemented from time to time in accordance with its terms, the "Arrangement Agreement") between the Purchaser and Hammerhead Energy Inc. (the "Company"), the Purchaser will acquire all of the issued and outstanding Class A common shares in the capital of the Company (the "Company Shares"), subject to the terms and conditions set forth in the Arrangement Agreement;
