AMENDMENT AND RELEASEAmendment and Release • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas
This Amendment and Release (this “Amendment”) is made as of August 13, 2020 (the “Amendment Date”) by and among Chaparral Energy, L.L.C. (the “Employer”), Chaparral Energy, Inc. (the “Company”) and James M. Miller (“Executive,” and together with the Employer and the Company, the “Parties”).
AMENDED AND RESTATED FORBEARANCE AND WAIVER AGREEMENTForbearance and Waiver Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas • New York
This Amended and Restated Forbearance and Waiver Agreement, dated as of August 14, 2020 (this “Agreement”), with respect to that certain Indenture, dated as of June 29, 2018 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), by and among Chaparral Energy, Inc., a Delaware corporation (the “Company”), the guarantors from time to time party thereto (the “Guarantors”), and UMB Bank, N.A., a national banking association, in its capacity as trustee (in such capacity, the “Trustee”), pursuant to which the Company issued $300 million in 8.75% senior notes due 2023 (the “Notes”, and the holders thereof, the “Holders”), is entered into by and among (i) the Company, (ii) each of the Guarantors, and (iii) each of the undersigned Holders (the “Initial Consenting Holders” and, together with any subsequent Holder that becomes a party hereto in accordance with the terms hereof by executing a Joinder Agreement in the form of Exhibit A attached hereto, each, a “Consent
BACKSTOP PURCHASE AGREEMENT BY AND AMONG CHAPARRAL ENERGY, INC., EACH OF ITS DIRECT AND INDIRECT SUBSIDIARIES AND THE BACKSTOP PARTIES HERETO Dated as of August 15, 2020Backstop Purchase Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas • New York
THIS BACKSTOP PURCHASE AGREEMENT (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, together with any schedules, exhibits and annexes hereto, this “Agreement”) is entered into as of August 15, 2020 (the “Execution Date”), by and among (a) Chaparral Energy, Inc., a Delaware corporation (including as a debtor-in-possession in the Chapter 11 Cases (as defined below) and as a reorganized debtor, as applicable, the “Company”), (b) each of the direct and indirect Subsidiaries (as defined below) of the Company listed on the signature pages hereto under the title “Debtors” (such Subsidiaries, including each as a debtor-in-possession in the Chapter 11 Cases and as a reorganized debtor, as applicable, together with the Company, each, a “Debtor” and, collectively, the “Debtors”), and (c) each of the undersigned entities set forth on Schedule 1 hereto (each, a “Backstop Party” and such schedule, the “Backstop Commitment Sche
THIRD AMENDMENT TO LIMITED FORBEARANCE AGREEMENTLimited Forbearance Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas • New York
This Third Amendment to Limited Forbearance Agreement (this “Third Amendment”), dated and effective as of August 14, 2020 (the “Third Amendment Effective Date”), is by and among CHAPARRAL ENERGY, INC., a Delaware corporation (the “Borrower”), each Guarantor party hereto (the “Guarantors”), ROYAL BANK OF CANADA, as Administrative Agent (the “Administrative Agent”), the Issuing Bank and each of the Lenders party hereto.
RESTRUCTURING SUPPORT AGREEMENTRestructuring Support Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas • New York
Chaparral Energy, Inc. and its affiliated debtors in the above-captioned chapter 11 cases (each a “Debtor” and, collectively, the “Debtors”) propose this joint plan of reorganization (the “Plan”) for the resolution of the outstanding Claims against and Interests in the Debtors pursuant to chapter 11 of the Bankruptcy Code. Capitalized terms used in the Plan and not otherwise defined shall have the respective meanings set forth in Article I.A of the Plan. Although proposed jointly for administrative purposes, the Plan constitutes a separate Plan for each Debtor for the resolution of outstanding Claims and Interests pursuant to the Bankruptcy Code. Each Debtor is a proponent of the Plan within the meaning of section 1129 of the Bankruptcy Code. The classifications of Claims and Interests set forth in Article III of the Plan shall be deemed to apply separately with respect to each Plan proposed by each Debtor, as applicable. The Plan does not contemplate substantive consolidation of any o
AMENDMENT TO SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas
This Amendment to the Separation and Release Agreement (this “Amendment”) is made as of August 13, 2020 (the “Amendment Date”), by and among Chaparral Energy, L.L.C. (the “Employer”), Chaparral Energy, Inc. (the “Company”) and K. Earl Reynolds (“Executive,” and together with the Employer and the Company, the “Parties”).
August 14, 2020Letter Agreement • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas
Please refer to that certain Amended and Restated Support Agreement, dated as of December 20, 2019, by and among Strategic Value Partners, LLC and certain investment funds directly or indirectly managed by Strategic Value Partners, LLC, as listed on Schedule A thereto (collectively, “Shareholder” or “you”), and Chaparral Energy, Inc. (the “Company,” “we” or “us”), pursuant to which the parties agreed to certain matters in respect of the Board of Directors of the Company (the “Board”) and certain other matters, as set forth therein (as amended and supplemented hereby, the “Support Agreement”). Capitalized terms used but not defined in this letter agreement have the respective meanings ascribed to such terms in the Support Agreement.
AMENDMENT AND RELEASEAmendment and Release • August 17th, 2020 • Chaparral Energy, Inc. • Crude petroleum & natural gas
This Amendment and Release (this “Amendment”) is made as of August 13, 2020 (the “Amendment Date”) by and among Chaparral Energy, L.L.C. (the “Employer”), Chaparral Energy, Inc. (the “Company”) and Mark Ver Hoeve (“Executive,” and together with the Employer and the Company, the “Parties”).
