TENDER AND SUPPORT AGREEMENTTender and Support Agreement • October 25th, 2016 • Trans Energy Inc • Crude petroleum & natural gas • Nevada
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2016, is made and entered into by and among EQT Corporation, a Pennsylvania corporation (“Parent”), WV Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Purchaser”), and the stockholders of Trans Energy Inc., a Nevada corporation (the “Company”), listed on Schedule I hereto (collectively, the “Stockholders” and each, a “Stockholder”). Capitalized terms used herein without definition shall have the respective meanings specified in the Merger Agreement (as defined below).
JOINT DEFENSE AND COMMON INTEREST AGREEMENTJoint Defense and Common Interest Agreement • October 25th, 2016 • Trans Energy Inc • Crude petroleum & natural gas
This Joint Defense and Common Interest Agreement (the “Agreement”) is made and entered into between EQT Corporation (“EQT”) and Trans Energy, Inc. (“Trans Energy”), and their respective parents, subsidiaries and affiliates, each singularly a “Party” and collectively the “Parties,” with an effective date of October 24, 2016.
TRI-PARTY AGREEMENTTri-Party Agreement • October 25th, 2016 • Trans Energy Inc • Crude petroleum & natural gas • Texas
This Tri-Party Agreement (the “Agreement”) is made and entered into effective as of October 24, 2016 (the “Effective Time”), by and among the following (each referred to individually as a “Party” and collectively as the “Parties”): (i) Trans Energy, Inc., a Nevada corporation (“Trans Energy”), American Shale Development, Inc., a Delaware corporation and wholly owned subsidiary of Trans Energy (“American Shale”), Prima Oil Company, Inc., a Delaware corporation and wholly owned subsidiary of Trans Energy (“Prima” and, collectively with Trans Energy and American Shale, the “TE Group”); (ii) Republic Energy Ventures, LLC, a Delaware limited liability company (“REV”), Republic Partners VI, LP, a Texas limited partnership (“RP6”), Republic Partners VII, LLC, a Texas limited liability company (“RP7”), Republic Partners VIII, LLC, a Texas limited liability company (“RP8”), and Republic Energy Operating, LLC, a Texas limited liability company (“REO” and, collectively with REV, RP6, RP7 and RP8,
AGREEMENT AND PLAN OF MERGER by and among TRANS ENERGY, INC. EQT CORPORATION and WV MERGER SUB, INC. Dated as of October 24, 2016Agreement and Plan of Merger • October 25th, 2016 • Trans Energy Inc • Crude petroleum & natural gas • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 24, 2016, is by and among Trans Energy, Inc., a Nevada corporation (the “Company”), EQT Corporation, a Pennsylvania corporation (“Parent”), and WV Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Purchaser”).
