BAYTEX ENERGY CORP. 8.750% Senior Notes due 2027 INDENTURE Dated as of February 5, 2020 COMPUTERSHARE TRUST COMPANY, N.A. as TrusteeIndenture • February 11th, 2020 • Baytex Energy Corp. • Drilling oil & gas wells • New York
restrictions on transfer contained in the Indenture and the Private Placement Legend are not required in order to maintain compliance with the Securities Act and (iv) the Definitive Note is being acquired in compliance with any applicable blue sky securities laws of any state of the United States.
EXHIBIT 1 --------- BAYTEX ENERGY TRUST AMENDED AND RESTATED TRUST INDENTURE ------------------------------------------------------------------------------ BURNET, DUCKWORTH & PALMER LLP TABLE OF CONTENTSTrust Indenture • February 24th, 2006 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
AGREEMENT AND PLAN OF MERGER between BAYTEX ENERGY CORP. and RANGER OIL CORPORATION Dated as of February 27, 2023Agreement and Plan of Merger • March 2nd, 2023 • Baytex Energy Corp. • Drilling oil & gas wells • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of February 27, 2023 (this “Agreement”), is entered into by and between Baytex Energy Corp., a company incorporated under the Business Corporations Act (Alberta) (“Parent”) and Ranger Oil Corporation, a Virginia corporation (the “Company”).
SUBSCRIPTION RECEIPT AGREEMENTSubscription Receipt Agreement • February 25th, 2014 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BAYTEX ENERGY CORP., a corporation incorporated pursuant to the laws of the Province of Alberta (hereinafter referred to as the “Corporation” or “Baytex”)
AMENDED AND RESTATED CREDIT AGREEMENT BETWEENCredit Agreement • July 22nd, 2011 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Among BAYTEX ENERGY CORP. as Canadian Borrower - and - BAYTEX ENERGY USA, INC. as U.S. Borrower - and - THE FINANCIAL INSTITUTIONS AND OTHER PERSONS NAMED FROM TIME TO TIME HEREIN AS LENDERS as Lenders - and...Credit Agreement • January 12th, 2024 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
(g)as at the end of the aforementioned [fiscal quarter OR fiscal year], the Total Debt to EBITDA Ratio was [●]:1.0; attached hereto as Exhibit D is a determination of the Total Debt to EBITDA Ratio as at the end of the aforementioned [fiscal quarter OR fiscal year], together with particulars of each of the definitions and elements included in the determination of the Total Debt to EBITDA Ratio;
RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION INDUCEMENT AWARDRestricted Stock Unit Award Agreement • June 28th, 2023 • Baytex Energy Corp. • Drilling oil & gas wells • Virginia
This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the 11th day of January 2021 (the “Grant Date”) between Penn Virginia Corporation (the “Company”) and Julia Gwaltney (“Participant”).
SUPPORT AGREEMENTSupport Agreement • March 2nd, 2023 • Baytex Energy Corp. • Drilling oil & gas wells • Delaware
THIS SUPPORT AGREEMENT (this “Agreement”) is dated as of February 27, 2023, by and among each shareholder of Ranger Oil Corporation, a Virginia corporation (the “Company”), set forth on Schedule A hereto (each, a “Shareholder” and collectively, the “Shareholders”), and Baytex Energy Corp., a company incorporated under the Business Corporations Act (Alberta) (“Parent”).
AMENDED AND RESTATED ARRANGEMENT AGREEMENT BETWEEN BAYTEX ENERGY CORP. -AND- RAGING RIVER EXPLORATION INC.Arrangement Agreement • July 10th, 2018 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
WHEREAS Baytex and Raging River entered into this agreement on June 17, 2018 with the intent to carry out the transactions contemplated herein by way of an arrangement under section 193 of the Business Corporations Act (Alberta), on the terms and subject to the conditions set out in the Plan of Arrangement attached hereto as Schedule "A";
SCHEDULE H-3 GENERAL SECURITY AGREEMENT (Baytex Energy Ltd.)General Security Agreement • November 20th, 2008 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
THE TORONTO-DOMINION BANK, a Canadian chartered bank, in its capacity as Agent (hereinafter referred to as the “Secured Party”).
TRUST INDENTURE DATED AS OF THE ● DAY OF ●, 201___ AMONG BAYTEX ENERGY CORP., AS ISSUER AND PARENT GUARANTOR AND BAYTEX ENERGY LTD., BAYTEX ENERGY PARTNERSHIP, BAYTEX MARKETING LTD., BAYTEX COMMERCIAL TRUST 1, BAYTEX COMMERCIAL TRUST 2, BAYTEX...Trust Indenture • October 16th, 2013 • Baytex Energy Corp. • Drilling oil & gas wells • New York
BAYTEX ENERGY CORP., a corporation existing under the laws of the Province of Alberta and having its head office in the City of Calgary, in the Province of Alberta, as issuer and parent guarantor (hereinafter called "Baytex" or the "Parent Guarantor")
AMENDED AND RESTATED PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION 2019 MANAGEMENT INCENTIVE PLANPerformance Restricted Stock Unit Award Agreement • June 28th, 2023 • Baytex Energy Corp. • Drilling oil & gas wells • Virginia
This Amended and Restated Performance Restricted Stock Unit Award Agreement dated April 7, 2021 (this "Agreement") amends and restates the original Performance Restricted Stock Unit Award Agreement made as of the 11th day of September, 2020 (the "Grant Date") between Penn Virginia Corporation (the "Company"), and Darrin J. Henke ("Participant"). The Restricted Stock Units are being granted outside of the Penn Virginia Corporation 2019 Management Incentive Plan (as the same may be amended, the "Plan"), but shall be subject to terms and conditions substantially identical to the terms and conditions set forth in the Plan as if the award were a restricted stock unit award granted under the Plan. Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.
TRUST INDENTURE DATED AS OF THE 26TH DAY OF AUGUST, 2009 AMONG BAYTEX ENERGY TRUST, AS ISSUER AND BAYTEX ENERGY LTD., BAYTEX OIL & GAS LTD., BAYTEX ENERGY PARTNERSHIP, BAYTEX MARKETING LTD. AND BAYTEX ENERGY USA LTD., AS GUARANTORS AND VALIANT TRUST...Trust Indenture • September 10th, 2009 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
BAYTEX ENERGY TRUST, an open ended trust governed under the laws of the Province of Alberta and having its head office in the City of Calgary, in the Province of Alberta (hereinafter called the “Trust”)
SCHEDULE H-6 THIS DEBENTURE PLEDGE AGREEMENT made as of ·, 20·; (· [INSERT NAME OF RELEVANT MATERIAL SUBSIDIARY OR BAYTEX ENERGY TRUST])H-6 • November 20th, 2008 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
SUPPLEMENTAL INDENTURESupplemental Indenture • August 13th, 2014 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BTE HOLDINGS S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 99, Grand Rue, L-1661 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 186 760 and having on the date hereof a share capital of USD 40,000, BTE FINANCE S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 99, Grand Rue, L-1661 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 186 923 and having on the date hereof a share capital of USD 20,000, BEL FINANCIAL SERVICES S.À R.L., a private limited liability company (société à responsabilité limitée) with registered office at 99, Grand Rue, L-1661 Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B 154 612 and having on the date hereof a share capital of USD 36,000, and BTE FINANCE COMPANY LTD., as Guarantors
SUPPLEMENTAL INDENTURESupplemental Indenture • October 12th, 2018 • Baytex Energy Corp. • Drilling oil & gas wells
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture Third Supplemental Indenture • February 20th, 2018 • Baytex Energy Corp. • Drilling oil & gas wells • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 15, 2017, among BTE Canada Holdings Ltd., (the “New Guarantor”), the New Guarantor being a subsidiary of Baytex Energy Corp., an Alberta Canada corporation (the “Company”), the existing Guarantors (as defined in the Indenture referred to herein), the Company and Computershare Trust Company, N.A., a national banking association, as trustee under the Indenture referred to herein (the “Trustee”). The New Guarantor and the existing Guarantors are sometimes referred to collectively herein as the “Guarantors,” or individually as a “Guarantor.”
FIFTH SUPPLEMENTAL INDENTURESupplemental Indenture • October 12th, 2018 • Baytex Energy Corp. • Drilling oil & gas wells • New York
FIFTH SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of August 22, 2018, between Raging River Exploration Inc., Baytex Energy Limited Partnership and Baytex Energy (LP) Ltd. (the "New Guarantors"), the New Guarantors being subsidiaries of Baytex Energy Corp., an Alberta Canada corporation (the "Company"), the existing Guarantors (as defined in the Indenture referred to herein), the Company and Computershare Trust Company, N.A., a national banking association, as trustee under the Indenture referred to herein (the "Trustee"). The New Guarantors and the existing Guarantors are sometimes referred to collectively herein as the "Guarantors," or individually as a "Guarantor."
SECOND SUPPLEMENTAL TRUST INDENTURESecond Supplemental Trust Indenture • July 19th, 2012 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BAYTEX ENERGY CORP., a corporation existing under the laws of the Province of Alberta and having its head office in the City of Calgary, in the Province of Alberta (hereinafter called "Baytex")
SCHEDULE B LENDER ASSIGNMENT AGREEMENTLender Assignment Agreement • November 20th, 2008 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
BAYTEX ENERGY LTD., a corporation amalgamated under the laws of the Province of Alberta (hereinafter sometimes referred to as the “Borrower”),
UNDERWRITING AGREEMENTUnderwriting Agreement • March 19th, 2015 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
The undersigned, Scotia Capital Inc. and RBC Dominion Securities Inc. (the "Co-Lead Underwriters"), together with CIBC World Markets Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., TD Securities Inc., Barclays Capital Canada Inc., Desjardins Securities Inc., Merrill Lynch Canada Inc., Peters & Co. Limited, AltaCorp Capital Inc., FirstEnergy Capital Corp., Macquarie Capital Markets Canada Ltd. and Raymond James Ltd. (collectively, the "Underwriters" and each, an "Underwriter"), understand that Baytex Energy Corp. (the "Corporation") proposes to issue and sell to the Underwriters 31,700,000 common shares in the capital of the Corporation (the "Firm Shares") pursuant to the Canadian Prospectus (as defined herein) and the U.S. Registration Statement (as defined herein) at a price of $17.35 per Firm Share (the "Offering").
SIXTH AMENDING AGREEMENTSixth Amending Agreement • July 16th, 2010 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
BAYTEX ENERGY LTD., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
UNDERWRITING AGREEMENTUnderwriting Agreement • July 13th, 2012 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
Baytex Energy Corp. Suite 2800, Centennial Place, East Tower 520 - 3rd Avenue S.W. Calgary, Alberta T2P 0R3 Attention: Raymond Chan, Executive Chairman and interim Chief Executive Officer
FIRST SUPPLEMENTAL TRUST INDENTUREFirst Supplemental Trust Indenture • February 23rd, 2011 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BAYTEX ENERGY CORP., a corporation existing under the laws of the Province of Alberta and having its head office in the City of Calgary, in the Province of Alberta (hereinafter called "Baytex")
SEVENTH AMENDING AGREEMENTSeventh Amending Agreement • August 31st, 2010 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
BAYTEX ENERGY LTD., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
SCHEDULE I BAYTEX ENERGY TRUSTBaytex Energy Trust • November 20th, 2008 • Drilling oil & gas wells • Alberta
EIGHTH AMENDING AGREEMENTEighth Amending Agreement • January 13th, 2011 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BAYTEX ENERGY LTD., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the "Borrower"),
CLARIFICATION AMENDING AGREEMENTClarification Amending Agreement • January 12th, 2024 • Baytex Energy Corp. • Drilling oil & gas wells
BAYTEX ENERGY CORP., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the “Canadian Borrower”), and BAYTEX ENERGY USA, INC., a Delaware corporation (hereinafter referred to as the “U.S. Borrower” and together with the Canadian Borrower, the “Borrowers” and, individually, a “Borrower”),
SUPPLEMENTAL INDENTURESupplemental Indenture • October 12th, 2018 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
SCHEDULE J SUBORDINATION AGREEMENTSubordination Agreement • November 20th, 2008 • Baytex Energy Trust • Drilling oil & gas wells
This Subordination Agreement made as of ·, 20· is made among The Toronto Dominion Bank, a Canadian chartered bank with an office in Calgary, Alberta in its capacities described in Section 7.14 hereof (the “Agent”), Valiant Trust Company, a trust company incorporated under the laws of Alberta with an office in Calgary, Alberta in its capacity as trustee (the “Trustee”) of Baytex Energy Trust (the “Trust”), by its manager Baytex Energy Ltd., Baytex Energy Ltd., a corporation under the laws of Alberta and having its principal place of business in Calgary, Alberta (the “Borrower”) and the other Debtors and Subordinated Creditors party hereto from time to time.
APPENDIX C ARRANGEMENT AGREEMENTArrangement Agreement • November 9th, 2010 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
FIFTH AMENDING AGREEMENTFifth Amending Agreement • October 5th, 2009 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
BAYTEX ENERGY LTD., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the “Borrower”),
AMENDED AND RESTATED NET PROFIT INTERESTS AGREEMENT MADE EFFECTIVE AS OF SEPTEMBER 2, 2003 BAYTEX ENERGY LTD. AND BAYTEX ENERGY TRUSTNet Profit Interests Agreement • March 24th, 2009 • Baytex Energy Trust • Drilling oil & gas wells • Alberta
excluding the portion thereof that is used to fund the costs and expenses of generating Residual Revenues and only to the extent that such is reasonably allocable to the Property Interests;
SUPPLEMENTAL INDENTURESupplemental Indenture • March 9th, 2015 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
FIFTH AMENDING AGREEMENTFifth Amending Agreement • December 13th, 2021 • Baytex Energy Corp. • Drilling oil & gas wells • Alberta
BAYTEX ENERGY CORP., a corporation amalgamated under the laws of the Province of Alberta (hereinafter referred to as the "Canadian Borrower"), and BAYTEX ENERGY USA, INC., a Delaware corporation (hereinafter referred to as the "U.S. Borrower" and together with the Canadian Borrower, collectively, the "Borrowers" and, individually, a "Borrower"),
