FORM OF TENDER AND SUPPORT AGREEMENTTender and Support Agreement • October 27th, 2016 • EQT Corp • Crude petroleum & natural gas • Nevada
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of October 24, 2016, is made and entered into by and among EQT Corporation, a Pennsylvania corporation (“Parent”), WV Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Purchaser”), and the stockholders of Trans Energy Inc., a Nevada corporation (the “Company”), listed on Schedule I hereto (collectively, the “Stockholders” and each, a “Stockholder”). Capitalized terms used herein without definition shall have the respective meanings specified in the Merger Agreement (as defined below).
AGREEMENT AND PLAN OF MERGER by and among TRANS ENERGY, INC. EQT CORPORATION and WV MERGER SUB, INC. Dated as of October 24, 2016Agreement and Plan of Merger • October 27th, 2016 • EQT Corp • Crude petroleum & natural gas • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 24, 2016, is by and among Trans Energy, Inc., a Nevada corporation (the “Company”), EQT Corporation, a Pennsylvania corporation (“Parent”), and WV Merger Sub, Inc., a Nevada corporation and a wholly owned subsidiary of Parent (“Purchaser”).
TRI-PARTY AGREEMENTTri-Party Agreement • October 27th, 2016 • EQT Corp • Crude petroleum & natural gas • Texas
This Tri-Party Agreement (the “Agreement”) is made and entered into effective as of October 24, 2016 (the “Effective Time”), by and among the following (each referred to individually as a “Party” and collectively as the “Parties”): (i) Trans Energy, Inc., a Nevada corporation (“Trans Energy”), American Shale Development, Inc., a Delaware corporation and wholly owned subsidiary of Trans Energy (“American Shale”), Prima Oil Company, Inc., a Delaware corporation and wholly owned subsidiary of Trans Energy (“Prima” and, collectively with Trans Energy and American Shale, the “TE Group”); (ii) Republic Energy Ventures, LLC, a Delaware limited liability company (“REV”), Republic Partners VI, LP, a Texas limited partnership (“RP6”), Republic Partners VII, LLC, a Texas limited liability company (“RP7”), Republic Partners VIII, LLC, a Texas limited liability company (“RP8”), and Republic Energy Operating, LLC, a Texas limited liability company (“REO” and, collectively with REV, RP6, RP7 and RP8,
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • October 27th, 2016 • EQT Corp • Crude petroleum & natural gas • West Virginia
In connection with the recent request by EQT Production Company (“EQT”, “you” or “your”) to Trans Energy, Inc., a Nevada Corporation (the “Company”), to explore the possibility of a negotiated transaction (a “Transaction”) between the Company and you, you have requested information concerning the Company. As a condition to furnishing you such information, the Company requires that you agree, as set forth below, to treat confidentially any information related to the Transaction (whether prepared by the Company, its advisors or otherwise, and whether oral, written or electronic) that the Company (in such capacity, the “Disclosing Party”) or its Representatives (as defined below), furnishes to you (in such capacity, the “Receiving Party”) or your Representatives, (such information, together with all analyses, compilations, forecasts, studies, summaries, notes, data, prototypes, trade secrets, proprietary and confidential technical information, customer information, technology, data and ma
