THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF FEBRUARY 3, 2023 AMONG SITIO ROYALTIES OPERATING PARTNERSHIP, LP, AS BORROWER, JPMORGAN CHASE BANK, N.A., AS ADMINISTRATIVE AGENT AND ISSUING BANK AND THE LENDERS PARTY HERETO JPMORGAN CHASE...Credit Agreement • February 8th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
THIS THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 3, 2023 is among Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each of the Lenders (as defined below) from time to time party hereto, JPMorgan Chase Bank, N.A. (in its individual capacity, “JPMorgan”), as Administrative Agent (as defined below) and Issuing Bank (as defined below).
SIXTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
THIS CREDIT AGREEMENT is entered into effective as of May 16, 2019, among BRIGHAM RESOURCES, LLC, a Delaware limited liability company (“Borrower”), WELLS FARGO BANK, N.A., a national banking association, as administrative agent (in such capacity, together with its successors in such capacity, “Administrative Agent”) and as Letter of Credit Issuer, and the financial institutions from time to time party hereto as Banks.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas • Delaware
This Indemnification Agreement (“Agreement”) is made as of ______________, 2022 by and between Sitio Royalties Corp. (f/k/a Snapper Merger Sub I, Inc.), a Delaware corporation (the “Company”), and ______________ (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.
SITIO ROYALTIES OPERATING PARTNERSHIP, LP SITIO FINANCE CORP. EACH OF THE GUARANTORS PARTY HERETO and, solely for purposes of Section 4.16(b) herein SITIO ROYALTIES CORP. 7.875% SENIOR NOTES DUE 2028 INDENTURE Dated as of October 3, 2023 CITIBANK,...Indenture • October 4th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
INDENTURE dated as of October 3, 2023, among (i) Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (the “Partnership”), (ii) Sitio Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Partnership, the “Issuers”), (iii) the Guarantors party hereto from time to time (as defined herein), (iv) solely for purposes of Section 4.16(b) herein, Sitio Royalties Corp., a Delaware corporation (“Parent”), and (v) Citibank, N.A., a national banking association, as Trustee (in such capacity, the “Trustee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 15th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • Delaware
This Registration Rights Agreement (this “Agreement”), dated as of June 14, 2023, is entered into by and among Sitio Royalties Corp., a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Holders” and, together with the Company, the “Parties”), and shall become effective upon the Closing (as defined below).
DPM HOLDCO, LLC ASSIGNMENT AND ALLOCATION AGREEMENTAssignment and Allocation Agreement • January 3rd, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • Delaware
This Assignment and Allocation Agreement (this “Agreement”) is made and entered into as of June 6, 2022 (the “Effective Date”) by and between KMF DPM HoldCo, LLC, Chambers DPM HoldCo, LLC, Rock Ridge Royalty Company LLC, Source Energy Leasehold, LP and Permian Mineral Acquisitions, LP (collectively, the “Sponsors”), DPM HoldCo, LLC, a Delaware limited liability company (“DPM”), Sitio Royalties Corp., a Delaware corporation (the “Corporation”), Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (“OpCo”), and [__] (“you”).
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
This First Amendment to Note Purchase Agreement (this “Amendment”), dated as of December 29, 2022 (the “First Amendment Effective Date”), to that certain Note Purchase Agreement, dated as of September 21, 2022 (the “Existing Note Purchase Agreement”; as amended by this Amendment, and as the same may be further amended, modified or supplemented, the “Note Purchase Agreement”), is among Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (formerly known as Falcon Minerals Operating Partnership, LP, a Delaware limited partnership) (the “Issuer”), each of the Subsidiaries of Issuer party hereto as Guarantors, the various Holders party hereto (the “Holders”), and U.S. Bank Trust Company, National Association, as agent for the Holders (in such capacity, the “Agent”).
SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 8th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
This Second Amendment to Note Purchase Agreement (this “Amendment”), dated as of June 13, 2023, the “Second Amendment Effective Date”), to that certain Note Purchase Agreement, dated as of September 21, 2022 (as amended by the First Amendment to Note Purchase Agreement, dated as of December 29, 2022, the “Existing Note Purchase Agreement”; as amended by this Amendment, and as the same may be further amended, modified or supplemented, the “Note Purchase Agreement”), is among Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (the “Issuer”), each of the Subsidiaries of Issuer party hereto as Guarantors, the various Holders party hereto (the “Holders”), and U.S. Bank Trust Company, National Association, as agent for the Holders (in such capacity, the “Agent”).
FIRST AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 26th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
This First Amendment to Third Amended and Restated Credit Agreement (this “First Amendment”) dated as of September 22, 2023 (the “First Amendment Effective Date”), is among Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each of the undersigned guarantors (collectively, the “Guarantors” and together with the Borrower, the “Loan Parties”), each of the Lenders (as defined below) party hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent and as the Issuing Bank (as each such term is defined in the Existing Credit Agreement referred to below).
SITIO ROYALTIES OPERATING PARTNERSHIP, LP FIRST AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP Dated December 28, 2022Brigham Merger Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas
This AMENDMENT (this “Amendment”) to the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP (the “Partnership”), dated as of June 7, 2022 (as amended, supplemented or otherwise modified, the “Agreement”), is made and entered into as of December 28, 2022 by the General Partner of the Partnership.
ASSIGNMENT, ASSUMPTION AND AMENDMENT OF DIRECTOR DESIGNATION AGREEMENT Dated December 29, 2022Director Designation Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas
THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), dated December 29, 2022, is made by and among Sitio Royalties Corp. (f/k/a Snapper Merger Sub I, Inc.), a Delaware corporation (the “New Sitio”), STR Sub Inc. (f/k/a Sitio Royalties Corp.; f/k/a Falcon Minerals Corporation; f/k/a Osprey Energy Acquisition Corp.), a Delaware corporation (the “Former Sitio”), and each of the undersigned set forth on the signature page hereto under the heading “Principal Stockholders” (the “Principal Stockholders”) and amends the Director Designation Agreement (the “Director Designation Agreement”), dated January 11, 2022, by and between Former Sitio and the Principal Stockholders. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Director Designation Agreement.
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT among Sitio Royalties Corp., STR Sub Inc. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated December 29, 2022Assignment, Assumption and Amendment Agreement • December 29th, 2022 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
THIS ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT (this “Agreement”), dated December 29, 2022, is made by and among Sitio Royalties Corp. (f/k/a Snapper Merger Sub I, Inc.), a Delaware corporation (the “New Sitio”), STR Sub Inc. (f/k/a Sitio Royalties Corp.; f/k/a Falcon Minerals Corporation; f/k/a Osprey Energy Acquisition Corp.), a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”) and amends the Warrant Agreement (the “Existing Warrant Agreement”), dated July 20, 2017, by and between the Company and the Warrant Agent. Capitalized terms used but not defined herein shall have the meaning ascribed to such terms in the Existing Warrant Agreement.
SITIO ROYALTIES OPERATING PARTNERSHIP, LP SECOND AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP Dated June 14, 2023Sitio Royalties Corp. • June 15th, 2023 • Crude petroleum & natural gas
This SECOND AMENDMENT (this “Amendment”) to the Second Amended and Restated Agreement of Limited Partnership of Sitio Royalties Operating Partnership, LP (the “Partnership”), dated as of June 7, 2022 (as amended, supplemented or otherwise modified, the “Agreement”), is made and entered into as of June 14, 2023 by the General Partner of the Partnership.
SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 27th, 2023 • Sitio Royalties Corp. • Crude petroleum & natural gas • New York
This Second Amendment to Third Amended and Restated Credit Agreement (this “Second Amendment”) dated as of December 20, 2023 (the “Second Amendment Effective Date”), is among Sitio Royalties Operating Partnership, LP, a Delaware limited partnership (the “Borrower”), each of the undersigned guarantors (collectively, the “Guarantors” and together with the Borrower, the “Loan Parties”), each of the Lenders (as defined below) party hereto and JPMorgan Chase Bank, N.A., as the Administrative Agent and as the Issuing Bank (as each such term is defined in the Existing Credit Agreement referred to below).
Amendment to Our Revolving Credit FacilitySitio Royalties Corp. • September 26th, 2023 • Crude petroleum & natural gas
On September 22, 2023, we entered into the first amendment (the “First Amendment”) to the Third Amended and Restated Credit Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Sitio Revolving Credit Facility”). The First Amendment, amongst other things, (i) increases our borrowing base and lender commitment to $850.0 million and (ii) provides for the issuance of the notes in the announced offering without resulting in a borrowing base reduction.
