Penn Virginia Corp Sample Contracts

Penn Virginia Corp – THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CONSTRUCTION AND FIELD GATHERING AGREEMENT (February 27th, 2019)

This Third Amendment to Second Amended and Restated Construction and Field Gathering Agreement (this “Amendment”) is dated as of December 14, 2018 (the “Execution Date”) by and between Republic Midstream, LLC, a Delaware limited liability company (“Gatherer”), and Penn Virginia Oil & Gas, L.P., a Texas limited partnership (“Shipper”). Gatherer and Shipper may hereinafter be referred to singularly as a “Party” and, together, as the “Parties.”

Penn Virginia Corp – Penn Virginia Reports Fourth Quarter and Year-End 2018 Results — Increased Proved Reserves by 69%, Replaced 734% of Production, Grew Production by 110% — (February 27th, 2019)

HOUSTON, February 27, 2019 (GLOBE NEWSWIRE) – Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the fourth quarter and full year 2018, and year-end reserve estimates.

Penn Virginia Corp – SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CONSTRUCTION AND FIELD GATHERING AGREEMENT (November 8th, 2018)

This Second Amendment to Second Amended and Restated Construction and Field Gathering Agreement (this “Amendment”) is dated as of July 2, 2018 (the “Execution Date”) by and between Republic Midstream, LLC, a Delaware limited liability company (“Gatherer”), and Penn Virginia Oil & Gas, L.P., a Texas limited partnership (“Shipper”). Gatherer and Shipper may hereinafter be referred to singularly as a “Party” and, together, as the “Parties.”

Penn Virginia Corp – PENN VIRGINIA CORPORATION 2017 SPECIAL SEVERANCE PLAN Amended and Restated Effective July 18, 2018 (November 8th, 2018)
Penn Virginia Corp – Penn Virginia Reports Third Quarter 2018 Results and Provides Operational Update — Entered into Definitive Merger Agreement to be Acquired by Denbury Resources — — Oil Production Increases Nine Percent over Second Quarter — (November 8th, 2018)

HOUSTON, November 8, 2018 (GLOBE NEWSWIRE) – Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the third quarter 2018.

Penn Virginia Corp – * Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such (November 8th, 2018)

confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-

Penn Virginia Corp – AGREEMENT AND PLAN OF MERGER Dated as of October 28, 2018, By and Among DENBURY RESOURCES INC., DRAGON MERGER SUB INC., DR SUB LLC and PENN VIRGINIA CORPORATION (October 29th, 2018)

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 28, 2018, by and among Denbury Resources Inc., a Delaware corporation (“Parent”), Dragon Merger Sub Inc., a Virginia corporation (“Merger Sub”), DR Sub LLC, a Virginia limited liability company and direct wholly owned Subsidiary of Parent (“LLC Sub”), and Penn Virginia Corporation, a Virginia corporation (the “Company”).

Penn Virginia Corp – BORROWING BASE INCREASE AGREEMENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT (October 26th, 2018)

This BORROWING BASE INCREASE AGREEMENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT (“Agreement”) dated as of October 26, 2018 (the “Effective Date”), is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (the “Parent”), the subsidiaries of the Borrower party hereto (together with the Parent, each a “Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below) party hereto, and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders and as issuing lender (in such capacity, the “Issuing Lender”).

Penn Virginia Corp – Penn Virginia Reports Second Quarter 2018 Results and Provides Operational Update — Increased Production 39 Percent over First Quarter — — Raises Area 2 North EUR — (August 8th, 2018)

HOUSTON, August 7, 2018 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the second quarter 2018.

Penn Virginia Corp – PENN VIRGINIA CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (May 9th, 2018)

The following unaudited pro forma condensed consolidated financial statements and explanatory notes (the “Pro Forma Financial Statements”) set forth selected historical consolidated financial information for Penn Virginia Corporation together with its consolidated subsidiaries (“Penn Virginia,” the “Company,” “we,” “us” or “our”). The historical data provided as of and for the year ended December 31, 2017 is derived from the Company’s audited consolidated financial statements.

Penn Virginia Corp – Penn Virginia Reports First Quarter 2018 Results and Provides Operational Update -- April 2018 estimated production averaged more than double the average production rate for 2017 -- --- Reaffirms 2018 production growth guidance of ~125% --- --- Continued strong well results in Area 2 with longest lateral drilled to date --- (May 9th, 2018)

HOUSTON, May 8, 2018 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the first quarter 2018.

Penn Virginia Corp – MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 4 TO CREDIT AGREEMENT (March 7th, 2018)

This MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 4 TO CREDIT AGREEMENT (“Agreement”) dated as of March 1, 2018 (the “Effective Date”) is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (the “Parent”), the subsidiaries of the Borrower party hereto (together with the Parent, each a “Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below) party hereto, and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders and as issuing lender (in such capacity, the “Issuing Lender”).

Penn Virginia Corp – PURCHASE AND SALE AGREEMENT (March 2nd, 2018)

This Purchase and Sale Agreement (the “Agreement”), is executed on December 30, 2017 (the “Execution Date”), by and between Hunt Oil Company, a Delaware corporation (“Seller”), and Penn Virginia Oil & Gas, L.P., a Texas limited partnership (“Purchaser”). Seller and Purchaser may each be referred to herein as a “Party” and collectively as the “Parties.”

Penn Virginia Corp – Penn Virginia Reports Fourth Quarter and Year-End 2017 Results, Provides Operational Update and Closes Previously Announced Acquisition — Strong Results in Area 2 from 2 Well Pad with IP Rate of Over 5,000 BOEPD — — Grew Proved Reserves by 47%, Replaced 710% of 2017 Production — — Expects 2018 Production Growth of ~125% — (March 2nd, 2018)

HOUSTON, March 1, 2018 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the fourth quarter and full year 2017, and year-end reserve estimates.

Penn Virginia Corp – SEPARATION AND CONSULTING AGREEMENT (January 19th, 2018)

This SEPARATION AND CONSULTING AGREEMENT (this “Agreement”) is entered into by and between Penn Virginia Corporation (the “Company”) and Harry Quarls (the “Executive”) effective, except as provided in Section 3.3 below, as of this 18th day of January 2018.

Penn Virginia Corp – THIRD AMENDED AND RESTATED BYLAWS OF PENN VIRGINIA CORPORATION (a Virginia corporation, hereinafter called the “Corporation”) Effective as of January 18, 2018 (January 19th, 2018)
Penn Virginia Corp – SUPPORT AGREEMENT (January 19th, 2018)

This Support Agreement, dated January 18, 2018 (this “Agreement”), is by and between Strategic Value Partners, LLC and certain investment funds directly or indirectly managed by Strategic Value Partners, LLC, as listed on Schedule A hereto (collectively, “Shareholder” and each individually, a “member” of Shareholder), and Penn Virginia Corporation (the “Company”).

Penn Virginia Corp – PENN VIRGINIA ANNOUNCES ACCRETIVE ACQUISITION IN CORE AREA AND PROVIDES OPERATIONAL UPDATE ON SIGNIFICANT WELL RESULTS — Increases Core Net Leasehold Position and Net Drilling Inventory By 13% and 17%, Respectively — — Strong Well Results Ahead of Type Curve to Drive Early 2018 Production— (January 4th, 2018)

HOUSTON, January 2, 2018 — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ: PVAC) today announced that it has entered into a definitive agreement to acquire assets in the Eagle Ford Shale, primarily in Gonzales and Lavaca Counties, from Hunt Oil Company (“Hunt”) for $86 million in cash, subject to customary post-closing adjustments. The Company anticipates the acquisition will close on or before March 1, 2018, with an effective date of October 1, 2017. The acquisition is expected to be funded with borrowings under the Company’s credit facility.

Penn Virginia Corp – PURCHASE AND SALE AGREEMENT BY AND BETWEEN (November 9th, 2017)
Penn Virginia Corp – Penn Virginia Corporation Reports Third Quarter 2017 Results (November 9th, 2017)

HOUSTON, November 8, 2017 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the third quarter of 2017.

Penn Virginia Corp – MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 3 TO CREDIT AGREEMENT (October 5th, 2017)

This MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 3 TO CREDIT AGREEMENT (“Agreement”) dated as of September 29, 2017 (the “Effective Date”) is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (the “Parent”), the subsidiaries of the Borrower party hereto (together with the Parent, each a “Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below) party hereto, Canadian Imperial Bank of Commerce, New York Branch, East West Bank and West Texas National Bank (each, a “New Lender”) and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders and as issuing lender (in such capacity, the “Issuing Lender”).

Penn Virginia Corp – INTERCREDITOR AGREEMENT dated as of September 29, 2017 among PENN VIRGINIA HOLDING CORP., as Company, PENN VIRGINIA CORPORATION, as Parent THE SUBSIDIARIES OF THE COMPANY PARTY HERETO, as Grantors WELLS FARGO BANK, NATIONAL ASSOCIATION, as First Lien Administrative Agent, and JEFFERIES FINANCE LLC, as Second Lien Collateral Agent (October 5th, 2017)

This INTERCREDITOR AGREEMENT dated as of September 29, 2017 (this “Agreement”), is among PENN VIRGINIA HOLDING CORP. (the “Company”), PENN VIRGINIA CORPORATION (the “Parent”), EACH OTHER GRANTOR PARTY HERETO from time to time (the “Subsidiary Grantors” and together with the Company and the Parent, the “Loan Parties” and each a “Loan Party”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as agent for the First Lien Lenders (as defined below) (in such capacity, together with any successor administrative agent to the extent permitted under the terms of the First Lien Credit Agreement, the “First Lien Administrative Agent”), and JEFFERIES FINANCE LLC, as administrative agent and collateral agent for the Second Lien Lenders (as defined below) (in such capacities, together with any successor administrative agent and/or collateral agent to the extent permitted by the terms of the Second Lien Credit Agreement, the “Second Lien Collateral Agent”).

Penn Virginia Corp – PLEDGE AND SECURITY AGREEMENT (October 5th, 2017)

This Pledge and Security Agreement, dated as of September 29, 2017 (as amended, supplemented, amended and restated or otherwise modified from time to time, this “Security Agreement”), is by and among Borrower, Holdings, each subsidiary of Holdings signatory hereto (together with the Borrower and Holdings, the “Grantors” and individually, each a “Grantor”) and JEFFERIES FINANCE LLC, as Collateral Agent for the ratable benefit of the Secured Parties.

Penn Virginia Corp – CREDIT AGREEMENT dated as of September 29, 2017, among PENN VIRGINIA HOLDING CORP., as Borrower, PENN VIRGINIA CORPORATION, as Holdings, JEFFERIES FINANCE LLC, as Administrative Agent, Collateral Agent and Sole Lead Arranger, and THE LENDERS NAMED HEREIN as Lenders (October 5th, 2017)

This Credit Agreement dated as of September 29, 2017, is among Penn Virginia Holding Corp., a Delaware corporation (“Borrower”), Penn Virginia Corporation, a Virginia corporation (“Holdings”), the lenders party hereto from time to time (the “Lenders”), and Jefferies Finance LLC, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent”) for such Lenders.

Penn Virginia Corp – PENN VIRGINIA CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (October 5th, 2017)

The following unaudited pro forma condensed consolidated financial statements and explanatory notes (the “Pro Forma Financial Statements”) set forth selected historical consolidated financial information for Penn Virginia Corporation together with its consolidated subsidiaries (“Penn Virginia,” the “Company,” “we,” “us” or “our”). The historical data provided for the year ended December 31, 2016 is derived from the Company’s audited consolidated financial statements. The historical data provided for six months ended June 30, 2017, is derived from the Company’s unaudited condensed consolidated financial statements.

Penn Virginia Corp – Penn Virginia Corporation Reports Second Quarter 2017 Results and Provides Operational Update —Recently Announced Acquisition of Eagle Ford Properties Expected to Provide Significant Long-Term Upside— (August 9th, 2017)

HOUSTON, (GLOBE NEWSWIRE), August 8, 2017 - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ: PVAC) today announced its financial and operational results for the second quarter 2017.

Penn Virginia Corp – PENN VIRGINIA ANNOUNCES ACCRETIVE ACQUISITION IN CORE AREA —Increases Core Leasehold Position and Production By Approximately 30%— —Capitalizes on Strong Recent Well Results and Adds Drilling Inventory— (August 2nd, 2017)

HOUSTON, July 31, 2017 — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ: PVAC) today announced that it has entered into a definitive agreement to acquire Eagle Ford assets located primarily in Lavaca County, Texas for $205 million in cash from Devon Energy Corporation (“Devon”) (NYSE: DVN). The Company anticipates the acquisition will close on or before September 30, 2017, with an effective date of March 1, 2017. Penn Virginia expects the purchase price will be adjusted downwards by approximately $15 million to reflect estimated net cash flows from the effective date to closing, resulting in a net purchase price of approximately $190 million. The acquisition will be funded with new $150 million of committed debt financing and borrowings under the Company’s credit facility.

Penn Virginia Corp – MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENT (June 30th, 2017)

This MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 2 TO CREDIT AGREEMENT (“Agreement”) dated as of June 27, 2017 (the “Effective Date”) is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (the “Parent”), the subsidiaries of the Borrower party hereto (together with the Parent, each a “Guarantor” and collectively, the “Guarantors”), the Lenders (as defined below) party hereto, Citibank, N.A. and The Huntington National Bank (each, a “New Lender”) and Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders and as issuing lender (in such capacity, the “Issuing Lender”).

Penn Virginia Corp – Penn Virginia Corporation Reports First Quarter 2017 Results and Provides Operational Update (May 10th, 2017)

HOUSTON, TX, PR Newswire, May 9, 2017 - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ: PVAC) today announced its financial and operational results for the first quarter 2017.

Penn Virginia Corp – Penn Virginia Corporation Reports Fourth Quarter and Year-End 2016 Results and Provides Operational Update with 2017 and Preliminary 2018 Guidance (March 16th, 2017)

•   Accelerated development this month with a second rig focused initially on testing slickwater completion design in the deeper, three-string (Area 2) acreage

Penn Virginia Corp – PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION 2016 MANAGEMENT INCENTIVE PLAN (January 30th, 2017)

This Performance Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the [●] day of [●] 20[●] (the “Grant Date”) between Penn Virginia Corporation (the “Company”), and [●] (“Participant”), and is made pursuant to the terms of the Penn Virginia Corporation 2016 Management Incentive Plan (the “Plan”). Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.

Penn Virginia Corp – OFFICER RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION 2016 MANAGEMENT INCENTIVE PLAN (January 30th, 2017)

This Officer Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the [●] day of [●] 20[●] (the “Grant Date”) between Penn Virginia Corporation (the “Company”), and [●] (“Participant”), and is made pursuant to the terms of the Penn Virginia Corporation 2016 Management Incentive Plan (the “Plan”). Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.

Penn Virginia Corp – DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT Penn Virginia Corporation 2016 Management Incentive Plan (December 21st, 2016)

This Director Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the      day of December 2016 (the “Grant Date”) between Penn Virginia Corporation (the “Company”) and [●] (“Participant”), and is made pursuant to the terms of the Penn Virginia Corporation 2016 Management Incentive Plan (the “Plan”). Any capitalized term used herein but not defined shall have the meaning set forth in the Plan.

Penn Virginia Corp – PENN VIRGINIA CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION (December 15th, 2016)

The following unaudited pro forma condensed consolidated financial information and explanatory notes (the “Pro Forma Financial Information”) sets forth selected historical consolidated financial information for Penn Virginia Corporation together with its consolidated subsidiaries (“Penn Virginia,” the “Company,” “we,” “us” or “our”). The historical data provided for the year ended December 31, 2015 is derived from the Company’s audited consolidated financial statements. The historical data provided for the periods from January 1, 2016 through September 12, 2016 and September 13, 2016 through September 30, 2016, is derived from the Company’s unaudited condensed consolidated financial statements.

Penn Virginia Corp – FIRST AMENDED AND RESTATED CRUDE OIL MARKETING AGREEMENT (November 28th, 2016)

This First Amended and Restated Crude Oil Marketing Agreement (this "Agreement") is made and entered into this 1st day of August, 2016 (the "Effective Date") by and among Penn Virginia Oil & Gas, L.P. ("PVOG"), Republic Midstream Marketing, LLC ("Republic") and solely for purposes of Article V of this Agreement, Penn Virginia Corporation ("PVOG Guarantor"). PVOG and Republic may be referred to individually as a "Party" or collectively as the "Parties." This Agreement supersedes and replaces that certain Crude Oil Marketing Agreement, dated July 30, 2014, as amended on September 24, 2015, by and between the Parties.