COMMON STOCK PURCHASE WARRANT LILIS ENERGY, INC.Security Agreement • January 5th, 2016 • Lilis Energy, Inc. • Crude petroleum & natural gas • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or [his, her or its] assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ____________ (the “Initial Exercise Date”) and on or prior to 3:00 p.m. Mountain Time on the third year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Lilis Energy, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (“Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b), or as adjusted as set forth below.
VOTING AGREEMENTVoting Agreement • January 5th, 2016 • Lilis Energy, Inc. • Crude petroleum & natural gas • Delaware
This VOTING AGREEMENT (the “Agreement”) is made and entered into as of this 29th day of December, 2015, by and among Lilis Energy, Inc., a Nevada corporation (“Lilis”), Lilis Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Lilis (“Merger Sub”), Brushy Resources, Inc., a Delaware corporation (“Brushy”), and Longview Marquis Fund, L.P., a Delaware limited partnership, LMIF Investments, LLC, a Delaware limited liability company, and SMF Investments LLC, a Delaware limited liability company (the “Stockholders”).
AGREEMENT AND PLAN OF MERGER by and among LILIS ENERGY, INC., LILIS MERGER SUB, INC., and BRUSHY RESOURCES, INC. December 29, 2015 AGREEMENT AND PLAN OF MERGERMerger Agreement • January 5th, 2016 • Lilis Energy, Inc. • Crude petroleum & natural gas • Delaware
This Agreement and Plan of Merger, dated as of December 29, 2015 (this “Agreement”), is by and among Lilis Energy, Inc., a Nevada corporation (“Lilis”), Lilis Merger Sub, Inc., a Delaware corporation and a wholly-owned Subsidiary of Lilis (the “Merger Sub”) and Brushy Resources, Inc., a Delaware corporation (“Brushy”).
ContractConvertible Subordinated Promissory Note • January 5th, 2016 • Lilis Energy, Inc. • Crude petroleum & natural gas • New York
THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE BORROWER THAT SUCH REGISTRATION IS NOT REQUIRED.
FORM OF CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • January 5th, 2016 • Lilis Energy, Inc. • Crude petroleum & natural gas • New York
This Convertible Note Purchase Agreement (the “Agreement”) is made as of the [ ]th day of December, 2015 by and between Lilis Energy, Inc., a Nevada corporation (the “Company”), and [ ] (the “Purchaser”).
