SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 29th, 2020 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 27, 2020, between Ring Energy, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT RING ENERGY, INC.Ring Energy, Inc. • October 29th, 2020 • Crude petroleum & natural gas • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 October __, 2020 (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ring Energy, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
COMMON STOCK PURCHASE WARRANT RING ENERGY, INC.Common Stock Purchase Warrant • October 29th, 2020 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________________ 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 October ___, 2020 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October ___, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ring Energy, Inc., a Nevada corporation (the “Company”), up to ________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
AMENDED AND RESTATED CREDIT AGREEMENT dated as of April 9, 2019 among RING ENERGY INC. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and SUNTRUST BANK as Administrative Agent COMPASS BANK and IBERIABANK, as Co-Syndication Agents BANK OF...Credit Agreement • April 12th, 2019 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
5,360,000 Shares RING ENERGY, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 27th, 2018 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
Ring Energy, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions of this Underwriting Agreement (this “Agreement”), to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”), 5,360,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 804,000 additional shares of Common Stock on the terms set forth in Section 2 (the “Option Shares”). The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are hereinafter collectively called the “Shares.”
PRE-FUNDED COMMON STOCK PURCHASE WARRANT RING ENERGY, INC.Ring Energy, Inc. • October 29th, 2020 • Crude petroleum & natural gas
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 October __, 2020 (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Ring Energy, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of 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).
CREDIT AGREEMENT dated as of July 1, 2014Credit Agreement • July 3rd, 2014 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS CREDIT AGREEMENT (this “Agreement”) is made and entered into as of July 1, 2014, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”) and as issuing bank (the “Issuing Bank”).
8,343,000 Shares Pre-Funded Warrants to Purchase 13,428,500 Shares Common Warrants to Purchase 21,771,500 Shares Ring Energy, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 29th, 2020 • Ring Energy, Inc. • Crude petroleum & natural gas
Ring Energy, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions contained herein, to sell to you and the other underwriters named on Schedule I to this Agreement (the “Underwriters”), for whom you are acting as Representative (the “Representative”), an aggregate of (i) 8,343,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), (ii) pre-funded warrants to purchase 13,428,500 shares of Common Stock at an exercise price of $0.001 per share (the “Pre-Funded Warrants”) in the form attached hereto as Exhibit A and (iii) warrants to purchase 21,771,500 shares of Common Stock at an exercise price of $0.80 per share (the “Firm Warrants”) in the form attached hereto as Exhibit B. The shares of Common Stock underlying the Firm Warrants are hereinafter referred to as the “Firm Warrant Shares.” The shares of Common Stock underlying the Pre-Funded Warrants are hereinafter referred to as the “Pre-Funded W
INDENTURE DATED AS OF , 20 BETWEEN RING ENERGY, INC. as Issuer, AND as TrusteeIndenture • November 18th, 2014 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
THIS INDENTURE, dated as of , 20 , between Ring Energy, Inc., a corporation duly organized and existing under the laws of the State of Nevada (herein called the “Company”), having its principal office at 200 N. Loraine Street, Suite 1245, Midland, Texas 79701, and , a , as trustee (herein called the “Trustee”).
SUBORDINATED INDENTURE DATED AS OF , 20 BETWEEN RING ENERGY, INC. as Issuer, AND as Trustee Providing for Issuance of Debt Securities in SeriesSubordinated Indenture • November 18th, 2014 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
THIS SUBORDINATED INDENTURE, dated as of , 20 , between Ring Energy, Inc., a corporation duly organized and existing under the laws of the State of Nevada (herein called the “Company”), having its principal office at 200 N. Lorraine Street, Suite 1245, Midland, Texas 79701, and , a , as trustee (herein called the “Trustee”).
RING ENERGY, INC. UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTSRing Energy, Inc. • June 19th, 2019 • Crude petroleum & natural gas
On February 25, 2019, Ring Energy, Inc. (“Ring” or the “Company”) entered into a purchase and sale agreement (the “Purchase Agreement”) with Wishbone Energy Partners, LLC, Wishbone Texas Operating Company LLC and WB WaterWorks LLC (collectively, “Sellers”), to acquire oil and gas assets in Gaines, Yoakum, Runnels and Coke Counties, Texas and Lea County, New Mexico primarily on the Northwest Shelf (the “Acquisition”). Ring agreed to acquire the oil and gas assets from Sellers for a purchase price of $270 million in cash and the issuance of $30 million in shares of common stock. The purchase price was subject to customary purchase price adjustments.
Ring Energy, Inc.Ring Energy, Inc. • October 29th, 2020 • Crude petroleum & natural gas • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of August 31, 2022 among RING ENERGY, INC. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and TRUIST BANK as Administrative Agent and Issuing Bank TRUIST SECURITIES, INC., CITIZENS BANK,...Credit Agreement • September 6th, 2022 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is made and entered into as of August 31, 2022, by and among RING ENERGY, INC., a Nevada corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and TRUIST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”) and as issuing bank (the “Issuing Bank”).
EMPLOYMENT AND SEVERANCE AGREEMENTEmployment and Severance Agreement • March 26th, 2021 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
This Employment and Severance Agreement (this “Agreement”) is entered into by and between RING ENERGY, INC., a Nevada corporation (“Ring” and, together with its subsidiaries, the “Company”), and Travis T. Thomas (the “Employee”) and effective as of October 26, 2020 (the “Effective Date”).
DEVELOPMENT AGREEMENTDevelopment Agreement • October 18th, 2013 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
This DEVELOPMENT AGREEMENT (the "Agreement") dated October __, 2013 (the "Signing Date"), is by and between Ring Energy, Inc., (“Ring” or " Operator”) whose address is P.O. Box 11350, Midland, TX 79702, and Torchlight Energy Resources, Inc., (“Torchlight” or “Non-Operator”) whose address is 5700 W. Plano Parkway, Suite 3600, Plano, TX 75093. Ring Energy, Inc. and Torchlight Energy Resources, Inc. shall be referred to herein, individually, as a "Party" and, collectively, as the "Parties."
SUBSCRIPTION AGREEMENTSubscription Agreement • November 7th, 2013 • Ring Energy, Inc. • Crude petroleum & natural gas • Oklahoma
This Subscription Agreement (the “Agreement”) is entered into by and between Ring Energy, Inc., a Nevada corporation (the “Company”), and the individual or entity whose name appears on the last page of this Agreement (the “Investor”).
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 10th, 2014 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
In consideration of the mutual promises contained herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Sellers and Purchaser agree as follows (“Agreement”):
RING ENERGY, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • February 23rd, 2023 • Ring Energy, Inc. • Crude petroleum & natural gas
This Restricted Stock Unit Agreement (this “Agreement”) is entered into as of ___________ (the “Grant Date”), by and between Ring Energy, Inc., a Nevada corporation (the “Company”), and ____________________ (the “Participant”), pursuant to the Ring Energy, Inc. 2021 Omnibus Incentive Plan, as in effect and as amended from time to time (the “Plan”). Capitalized terms that are not defined herein shall have the meanings given to such terms in the Plan.
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 9th, 2019 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of November 27, 2019, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders which is signatory hereto, and SUNTRUST BANK, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
FORM OF WARRANT AMENDMENT AND EXERCISE AGREEMENTForm of Warrant Amendment and Exercise Agreement • April 12th, 2023 • Ring Energy, Inc. • Crude petroleum & natural gas • Nevada
This Warrant Amendment and Exercise Agreement (this “Agreement”), dated as of April 12, 2023, is by and between Ring Energy, Inc., a Nevada corporation (the “Company”), and the undersigned holder (the “Holder”) of warrants to purchase shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”).
THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 29th, 2020 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS THIRD AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of December 23, 2020, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders which is signatory hereto, and TRUIST BANK, successor by merger to SunTrust Bank, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
FIRST AMENDMENT TO REVOLVER LOAN AGREEMENTRevolver loan Agreement • August 14th, 2012 • Ring Energy, Inc. • Crude petroleum & natural gas
THIS FIRST AMENDMENT TO REVOLVER LOAN AGREEMENT, dated effective as of May 12, 2012 (the “First Amendment”), is made and entered into by and among STANFORD ENERGY, INC., a Texas corporation (“Stanford”), STANLEY M. MCCABE, individually (“McCabe”), and as sole trustee of THE MCCABE FAMILY TRUST, as amended (the “Trust”), and LLOYD T. ROCHFORD, individually (“Rochford”, and together with Stanford, McCabe, and the Trust, collectively, the “Borrowers” and each individually, a “Borrower”), and THE F&M BANK & TRUST COMPANY, a state banking corporation (the “Bank”).
FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • June 16th, 2021 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of June 10, 2021, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders which is signatory hereto, and TRUIST BANK, successor by merger to SunTrust Bank, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
AGREEMENT AND PLAN OF MERGER DATED AS OF NOVEMBER 7, 2012 by and among RING ENERGY, INC., CRH MISSISSIPPI SOUTH FUND, PONTIOUS MISSISSIPPI SOUTH FUND, CALVIN R. HULLUM, JR., and CHARLES M. CRAWFORDAgreement and Plan of Merger • November 26th, 2012 • Ring Energy, Inc. • Crude petroleum & natural gas • Oklahoma
THIS AGREEMENT AND PLAN OF MERGER is made as of November 7, 2012 (this “Agreement”) by and among Ring Energy, Inc., a Nevada corporation (“Ring”), CRH Mississippi South Fund, an Oklahoma corporation (“CRH”) wholly-owned by Calvin R. Hullum, Jr., an individual (“Hullum”), and Pontious Mississippi South Fund], an Oklahoma corporation (“Pontious”) wholly-owned by Charles M. Crawford, an individual (“Crawford”). CRH and Pontious are sometimes referred to collectively herein as the “Target Companies”. Hullum and Crawford are sometimes referred to collectively as the “Target Shareholders”; and the Target Companies and the Target Shareholders are sometimes referred to herein collectively as the “Sellers”. Ring, CRH and Pontious are sometimes referred to collectively as the “Constituent Corporations”.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 29th, 2015 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of June 26, 2015, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each lender party to the Credit Agreement referred to below, SUNTRUST BANK, as Administrative Agent for such lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below, CADENCE BANK, as Co-Documentation Agent, and Compass Bank, as Co-Documentation Agent.
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 20th, 2016 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of May 18, 2016, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders (defined below) which is signatory hereto, and SUNTRUST BANK, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
LOCK-UP AGREEMENTLock-Up Agreement • September 6th, 2022 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
This agreement is being delivered to Ring Energy, Inc., a Nevada corporation (“Ring”), in connection with the consummation of the transactions contemplated by that certain Purchase and Sale Agreement, dated as of July 1, 2022 (the “Purchase Agreement”), by and among Stronghold Energy II Operating, LLC, a Delaware limited liability company (“Stronghold OpCo”) and Stronghold Energy II Royalties, LP, a Delaware limited partnership (“Stronghold RoyaltyCo”, together with Stronghold OpCo, collectively, “Stronghold”) and Ring. Capitalized terms not defined herein shall have the meanings set forth in the Purchase Agreement.
RING ENERGY, INC. SUBSCRIPTION AGREEMENTSubscription Agreement • June 20th, 2014 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
This Subscription Agreement (the “Agreement”) is entered into by and between Ring Energy, Inc., a Nevada corporation (the “Company”), and the individual or entity whose name appears on the last page of this Agreement (the “Investor”).
EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENTExecutive Employment and Severance Agreement • October 6th, 2020 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
RING ENERGY, INC., a Nevada corporation (“Ring” and, together with its subsidiaries, the “Company”), and Paul D. McKinney (the “Executive”) and effective as of October 1, 2020 (the “Effective Date”).
REVOLVER LOAN AGREEMENT Dated as of May 12, 2011 between STANFORD ENERGY, INC., a Texas corporation, STANLEY M. MCCABE, an individual, STANLEY M. MCCABE, as sole trustee of the McCabe Family Trust, LLOYD T. ROCHFORD, an individual AND THE F&M BANK &...Revolver Loan Agreement • August 14th, 2012 • Ring Energy, Inc. • Crude petroleum & natural gas • Oklahoma
THIS REVOLVER LOAN AGREEMENT, dated effective as of May 12, 2011, is entered into between and among STANFORD ENERGY, INC., a Texas corporation ("Stanford"), STANLEY M. MCCABE, individually ("McCabe"), and as sole trustee of THE MCCABE FAMILY TRUST, as amended (the "Trust"), and LLOYD T. ROCHFORD, individually ("Rochford", and together with Stanford, McCabe, and the Trust, collectively, the "Borrowers" and each individually, a "Borrower"), and THE F&M BANK & TRUST COMPANY, a state banking corporation (the "Bank").
RING ENERGY, INC. STOCK OPTION AGREEMENTStock Option Agreement • August 14th, 2012 • Ring Energy, Inc. • Crude petroleum & natural gas • Nevada
WHEREAS, pursuant to the Ring Energy, Inc., Long-Term Incentive Plan (the "Plan"), the Company desires to grant to the Optionee and the Optionee desires to accept an option to purchase shares of common stock, $0.001 par value, of the Company (the "Common Stock") upon the terms and conditions set forth in this agreement;
4,500,000 Shares RING ENERGY, INC. Common Stock UNDERWRITING AGREEMENT4 • June 23rd, 2015 • Ring Energy, Inc. • Crude petroleum & natural gas • New York
Ring Energy, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions of this Underwriting Agreement (this “Agreement”), to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”), 4,500,000 shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 675,000 additional shares of Common Stock on the terms set forth in Section 2 (the “Option Shares”). The Firm Shares and, if and to the extent such option is exercised, the Option Shares, are hereinafter collectively called the “Shares.”
PURCHASE AND SALE AGREEMENT BY AND BETWEEN FINLEY PRODUCTION CO., LP BDT OIL & GAS, LP METCALFE OIL, LP GRASSLANDS ENERGY LP BUFFALO OIL & GAS, LP andPurchase and Sale Agreement • May 22nd, 2015 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 16th, 2021 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of May [ ], 2017, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders which is signatory hereto, and SUNTRUST BANK, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 29th, 2015 • Ring Energy, Inc. • Crude petroleum & natural gas • Texas
THIS SECOND AMENDMENT TO CREDIT AGREEMENT (hereinafter called this “Amendment”) is dated as of July 24, 2015, by and among RING ENERGY INC., a Nevada corporation (the “Borrower”), each of the Lenders (defined below) which is signatory hereto, and SUNTRUST BANK, as Administrative Agent for the Lenders (in such capacity, together with its successors in such capacity “Administrative Agent”) and as Issuing Bank under the Credit Agreement referred to below.
