CREEK ROAD MINERS, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 10th, 2021 • Creek Road Miners, Inc. • Services-amusement & recreation services • New York
Contract Type FiledDecember 10th, 2021 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of December , 2021, between CREEK ROAD MINERS, INC., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
Contract Type FiledMay 9th, 2023 Company IndustryThis Registration Rights Agreement (this “Agreement”) is made and entered into as of May 3, 2023, between Prairie Operating Co., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • November 14th, 2016 • Wizard World, Inc. • Services-amusement & recreation services • New York
Contract Type FiledNovember 14th, 2016 Company Industry JurisdictionTHIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of November 8, 2016 but effective as of July 14, 2016, by and between Wizard World, Inc., a Delaware corporation (the “Company”), and Randall S. Malinoff, an individual (“Indemnitee”).
SERIES [1/2] COMMON STOCK PURCHASE WARRANT CREEK ROAD MINERS, INC.Creek Road Miners, Inc. • December 10th, 2021 • Services-amusement & recreation services
Company FiledDecember 10th, 2021 IndustryTHIS 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 [●] (the “Initial Exercise Date”) and on or prior to the close of business on the fifth year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Creek Road Miners, Inc., a Delaware 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 GoENERGY, INC.Goenergy Inc • November 16th, 2010 • Oil & gas field exploration services
Company FiledNovember 16th, 2010 IndustryTHIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _________________________________ (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 a Qualified Offering (as defined below) (the “Initial Exercise Date”) and on or prior to the close of business on the one (1) year anniversary of the issuance date hereunder (the “Termination Date”), but not thereafter, to subscribe for and purchase from GoENERGY, INC. (the “Company”) up to that number of shares (the “Warrant Shares”) of common stock, par value $.0001 per share (the “Common Stock”), of the Company as shall equal one hundred percent (100%) of the number of shares of Common Stock issuable upon conversion of the principal amount and accrued but unpaid interest of the Note (as defined below) held by the Holder. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exerci
12% AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE DEBENTURE DUE DECEMBER 31, 2023Prairie Operating Co. • May 9th, 2023 • Finance services • New York
Company FiledMay 9th, 2023 Industry JurisdictionTHIS 12% AMENDED AND RESTATED SENIOR SECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 12% Senior Secured Convertible Debentures of Prairie Operating Co. (formerly known as Creek Road Miners, Inc. and Wizard Entertainment, Inc.), a Delaware corporation (the “Company”), designated as its 12% Amended and Restated Senior Secured Convertible Debenture due December 31, 2023 (this debenture, the “Debenture” and, together with the amended and restated debenture issued to [ ] (“[ ]”) dated of even date herewith, the “Debentures”).
COMMON STOCK PURCHASE WARRANT PRAIRIE OPERATING CO.Prairie Operating Co. • August 18th, 2023 • Finance services
Company FiledAugust 18th, 2023 IndustryTHIS 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 15, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Prairie Operating Co., a Delaware 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, par value $0.01 per share, of the Company (“Common Stock”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITY AGREEMENTSecurity Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
Contract Type FiledMay 9th, 2023 Company IndustryThis AMENDED AND RESTATED SECURITY AGREEMENT, dated as of April __, 2023 (this “Agreement”), is among Prairie Operating Co. (formerly known as Creek Road Miners, Inc. and Wizard Entertainment, Inc.), a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), each of Barlock 2019 Fund, LP and Bristol Investment Fund, Ltd. as holders of the Company’s 12% Amended and Restated Senior Secured Convertible Debentures due December 31, 2023, each in the original aggregate principal amount of $1,000,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 13th, 2011 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledSeptember 13th, 2011 Company Industry JurisdictionTHIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of December 6, 2010 by and between GoEnergy Inc., a Delaware corporation (the “Company”), and the subscribers identified on Schedule 1 hereto (collectively, the “Subscribers” and each, a “Subscriber”).
WIZARD WORLD, INC. DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENTDirector and Officer Indemnification Agreement • April 1st, 2013 • Wizard World, Inc. • Oil & gas field exploration services • Delaware
Contract Type FiledApril 1st, 2013 Company Industry JurisdictionThis Director and Officer Indemnification Agreement, dated as of March 17, 2013 (the “Agreement”), is made by and between Wizard World, Inc., a Delaware corporation (the “Company”), and Paul L. Kessler (the “Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 8th, 2021 • Creek Road Miners, Inc. • Services-amusement & recreation services • New York
Contract Type FiledOctober 8th, 2021 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of August _____, 2021 between Creek Road Miners, Inc. (f/k/a Wizard Brands, Inc.), a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
SERIES [A/B] COMMON STOCK PURCHASE WARRANT WIZARD WORLD, INC.Wizard World, Inc. • December 2nd, 2016 • Services-amusement & recreation services
Company FiledDecember 2nd, 2016 IndustryTHIS 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 [the date hereof (the “Initial Exercise Date”) and [on or prior to the close of business on the five year anniversary of the Initial Exercise Date]1 [until such date that this Warrant is exercised in full]2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Wizard World, Inc., a Delaware 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).
A COMMON STOCK PURCHASE WARRANT PRAIRIE OPERATING CO.Prairie Operating Co. • August 18th, 2023 • Finance services
Company FiledAugust 18th, 2023 IndustryTHIS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Narrogal Nominees Pty Ltd ATF Gregory K O’Neill Family Trust 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on August 15, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Prairie Operating Co., a Delaware corporation (the “Company”), up to 114,285,714 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).
Re: Farmout Agreement Hood County, Texas Gentlemen: This Farmout Agreement (the "Agreement") is dated effective March 10, 2002, by and between International Oil & Gas, Inc. ("Farmor") and GoEnergy, Inc. ("Farmee"), whereby Farmee may acquire certain...Farmout Agreement • September 30th, 2003 • Goenergy Inc • Oil & gas field exploration services • Texas
Contract Type FiledSeptember 30th, 2003 Company Industry Jurisdiction
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 18th, 2023 • Prairie Operating Co. • Finance services • New York
Contract Type FiledAugust 18th, 2023 Company Industry JurisdictionThis Joinder Agreement is executed by the undersigned pursuant to the Securities Purchase Agreement, dated as of [●], 2023 (the “Agreement”), between Prairie Operating Co. (the “Company”) and the purchasers party thereto (the “Purchasers”), which is incorporated herein by reference. Capitalized terms used but not defined herein shall have the meaning given to such terms in the Agreement. By the execution of this Joinder Agreement, the undersigned agrees as follows:
DIRECTOR AGREEMENTDirector Agreement • April 1st, 2013 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledApril 1st, 2013 Company Industry JurisdictionThis DIRECTOR AGREEMENT is made as of the 17th day of March, 2013 (the “Agreement”), by and between Wizard World, Inc., a Delaware corporation (the “Company”), and Kenneth Shamus, an individual with an address at 11 Deer Horn Trail, Upper Saddle River, New Jersey 07458(the “Director”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 18th, 2023 • Prairie Operating Co. • Finance services
Contract Type FiledAugust 18th, 2023 Company IndustryThis Registration Rights Agreement (this “Agreement”) is made and entered into as of August 15, 2023, between Prairie Operating Co., a Delaware corporation (the “Company”), and each of the signatories hereto (each such party, a “Holder” and, collectively, the “Holders”).
WIZARD WORLD, INC. NON-QUALIFIED STOCK OPTION AGREEMENT EMPLOYEENon-Qualified Stock Option Agreement • November 14th, 2016 • Wizard World, Inc. • Services-amusement & recreation services • New York
Contract Type FiledNovember 14th, 2016 Company Industry JurisdictionTHIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”) entered into as of November 8, 2016, by and between Wizard World, Inc. (the “Company”) and Randall S. Malinoff (the “Optionee”).
DIRECTOR AGREEMENTDirector Agreement • April 23rd, 2012 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledApril 23rd, 2012 Company Industry JurisdictionThis DIRECTOR AGREEMENT is made as of the 25th day of May, 2011 (the “Agreement”) by and between Wizard World, Inc., a Delaware corporation (the “Company”), and Gareb Shamus, an individual with an address c/o Wizard World, Inc., 1350 Avenue of the Americas, 2nd Floor, New York, NY 10019 (the “Director”).
SUBSCRIPTION AGREEMENTSubscription Agreement • September 20th, 2012 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledSeptember 20th, 2012 Company Industry JurisdictionTHIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of August ___, 2011 by and between Wizard World, Inc. (formerly GoEnergy, Inc.), a Delaware corporation (the “Company”), and the subscribers identified on Schedule 1 hereto (collectively, the “Subscribers” and each, a “Subscriber”).
INDEMNITY AGREEMENTIndemnity Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services • Delaware
Contract Type FiledMay 9th, 2023 Company Industry JurisdictionThis Agreement (this “Agreement”) made and entered into as of May 3, 2023 by and between Prairie Operating Co., a Delaware corporation (the “Company”), and the individual signing this Agreement under the heading “Indemnitee” on the signature page hereto (“Indemnitee”), who is currently serving the Company in the capacity of director or officer.
SUBSCRIPTION AGREEMENTSubscription Agreement • April 25th, 2011 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledApril 25th, 2011 Company Industry JurisdictionTHIS SUBSCRIPTION AGREEMENT (this “Agreement”) is dated as of April 18, 2011 by and between Wizard World, Inc. (formerly GoEnergy, Inc.), a Delaware corporation (the “Company”), and the subscribers identified on Schedule 1 hereto (collectively, the “Subscribers” and each, a “Subscriber”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 9th, 2024 • Prairie Operating Co. • Crude petroleum & natural gas
Contract Type FiledApril 9th, 2024 Company IndustryThis Amended and Restated Employment Agreement (“Agreement”) is made and entered into by and between Prairie Operating Employee Co., LLC, a Delaware limited liability company (the “Company”), and DANIEL T. SWEENEY (“Executive”), effective as of August 25, 2023 (the “Effective Date”), and evidences the assignment to the Company of, and supersedes and replaces in its entirety, that certain Employment Agreement previously entered into between Executive and Prairie Operating Co, LLC, a Delaware limited liability company (“Prairie”) effective as of July 12, 2023 (the “Original Agreement”). Prairie joins this Agreement solely for the purpose of acknowledging the assignment of its rights and obligations under, and interests in, the Original Agreement from Prairie to the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 4th, 2023 • Creek Road Miners, Inc. • Finance services • New York
Contract Type FiledMay 4th, 2023 Company Industry JurisdictionThis Securities Purchase Agreement (this “Agreement”) is dated as of May 3, 2023 between Creek Road Miners, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • April 9th, 2024 • Prairie Operating Co. • Crude petroleum & natural gas
Contract Type FiledApril 9th, 2024 Company IndustryThis Amended and Restated Employment Agreement (“Agreement”) is made and entered into by and between Prairie Operating Employee Co., LLC, a Delaware limited liability company (the “Company”), and GARY HANNA (“Executive”), effective as of August 25, 2023 (the “Effective Date”), and evidences the assignment to the Company of, and supersedes and replaces in its entirety, that certain Employment Agreement previously entered into between Executive and Prairie Operating Co, LLC, a Delaware limited liability company (“Prairie”) dated as of May 3, 2023 (the “Original Agreement”). Prairie joins this Agreement solely for the purpose of acknowledging the assignment of its rights and obligations under, and interests in, the Original Agreement from Prairie to the Company.
EMPLOYMENT AGREEMENTEmployment Agreement • March 3rd, 2021 • Wizard Brands, Inc. • Services-amusement & recreation services • New York
Contract Type FiledMarch 3rd, 2021 Company Industry JurisdictionTHIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of March 1, 2021, but effective as of November 24, 2020 (the “Effective Date”), by and between Wizard Brands, Inc., a Delaware entity with offices at 2700 Homestead Road, Park City, UT 84098 (collectively with any subsidiaries and parent entities, the “Company”), and Scott D. Kaufman, an individual and resident of the State of Utah with an office address c/o Wizard Brands, Inc., 2700 Homestead Road, Park City, UT 84098 (the “Executive” and, together with the Company, the “Parties” and each, a “Party”).
DIRECTOR AGREEMENTDirector Agreement • May 9th, 2011 • Wizard World, Inc. • Oil & gas field exploration services • New York
Contract Type FiledMay 9th, 2011 Company Industry Jurisdiction
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER by and among Prairie Operating Co., LLC, Creek Road Miners, Inc. and Creek Road Merger Sub, LLC May 3, 2023Agreement and Plan of Merger • May 4th, 2023 • Creek Road Miners, Inc. • Finance services
Contract Type FiledMay 4th, 2023 Company IndustryThis Amended and Restated Agreement and Plan of Merger (the “Agreement”) is made as of May 3, 2023, by and among (i) Creek Road Miners, Inc., a Delaware corporation (the “Purchaser”), (ii) Creek Road Merger Sub, LLC, a Delaware limited liability company and a wholly owned direct or indirect subsidiary of the Purchaser (the “Merger Sub”), and (iii) Prairie Operating Co., LLC, a Delaware limited liability company (the “Company”).
LOCK-UP AGREEMENTLock-Up Agreement • May 9th, 2023 • Prairie Operating Co. • Finance services
Contract Type FiledMay 9th, 2023 Company Industry
SHARE PURCHASE AND SHARE EXCHANGE AGREEMENT by and among GoEnergy, Inc., a Delaware corporation and Strato Malamas, As the Majority Stockholder of GoEnergy, Inc. and Kick the Can Corp., a Nevada corporation and Kicking the Can, LLC, a Delaware limited...Share Purchase and Share Exchange Agreement • November 16th, 2010 • Goenergy Inc • Oil & gas field exploration services • New York
Contract Type FiledNovember 16th, 2010 Company Industry JurisdictionThis SHARE PURCHASE AND SHARE EXCHANGE AGREEMENT (the “Agreement”) is entered into as of this 5th day of November, 2010 by and among GoEnergy, Inc., a Delaware corporation with an address at #2129-4951 Netarts Highway West, Tillamook, OR 97141-9467 (“GoEnergy”), Strato Malamas, an individual with an address c/o GoEnergy, Inc., #2129-4951 Netarts Highway West, Tillamook, OR 97141-9467 and the majority stockholder of GoEnergy (the “GoEnergy Majority Stockholder”), Kick the Can Corp., a Nevada corporation with an address at 1010 Avenue of the Americas, Suite 302, New York, NY 10018 (“KTC Corp.”), Kicking the Can, L.L.C., a Delaware limited liability company with an address c/o Wizard Entertainment, 1010 Avenue of the Americas, Suite 302, New York, NY 10018 and the majority shareholder of KTC Corp. (the “KTC Majority Shareholder”), and certain shareholders of KTC Corp. that are signatories hereto (collectively, the “KTC Signatories” and, together with the KTC Majority Shareholder, the “KTC
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 13th, 2021 • Creek Road Miners, Inc. • Services-amusement & recreation services
Contract Type FiledAugust 13th, 2021 Company IndustryThis Amendment No. 1 to Securities Purchase Agreement (this “Amendment”), dated as of July 16, 2021 (the “Amendment Effective Date”), is between CREEK ROAD MINERS, INC. (f/k/a Wizard Brands, Inc.), a Delaware corporation (the “Company”) and LEVISTON RESOURCES LLC, a Delaware limited liability company (the “Purchaser”). This Amendment amends that certain Securities Purchase Agreement, dated March 26, 2021, between the Company and the Purchaser (the “Original Agreement”). Capitalized terms used herein and not defined have the meanings given them in the Original Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2016 • Wizard World, Inc. • Services-amusement & recreation services • New York
Contract Type FiledNovember 14th, 2016 Company Industry JurisdictionTHIS EMPLOYMENT AGREEMENT (the “Agreement”) dated as of November 8, 2016, but effective as of July 14, 2016 (the “Effective Date”), by and between Wizard World, Inc., a Delaware corporation with offices at 662 N. Sepulveda Blvd., Suite 300, Los Angeles, CA 90049 (the “Company”), and Randall S. Malinoff, an individual and resident of the State of California with an address at 25262 Prado De La Puma, Calabasas, CA 91302 ( “Executive” and, together with the Company, the “Parties” and each, a “Party”).
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONForma Condensed Combined Financial Information • March 19th, 2024 • Prairie Operating Co. • Crude petroleum & natural gas
Contract Type FiledMarch 19th, 2024 Company IndustryAs previously disclosed, Prairie Operating Co. (the “Company”) entered into an asset purchase agreement, dated January 11, 2024 (the “NRO Agreement”), by and among the Company, Nickel Road Development LLC, Nickel Road Operating LLC (“NRO”) and Prairie Operating Co., LLC (“Prairie LLC”), to acquire certain assets of NRO for total consideration of $94.5 million (the “Purchase Price”), subject to certain closing price adjustments and other customary closing conditions (the “NRO Acquisition”). The Purchase Price consists of $83.0 million in cash and $11.5 million in deferred cash payments. The Company deposited $9 million of the Purchase Price into an escrow account on January 11, 2024 (the “Deposit”), which will be released to NRO upon the earlier of the date of the closing of the NRO Acquisition pursuant to the NRO Agreement (the “Closing”) and August 15, 2024. Portions of the Deposit are subject to earlier release under certain circumstances if the Closing has not occurred on or prior t
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 13th, 2021 • Creek Road Miners, Inc. • Services-amusement & recreation services
Contract Type FiledAugust 13th, 2021 Company IndustryThis Amendment No. 1 to Registration Rights Agreement (this “Amendment”), dated as of July 16, 2021 (the “Amendment Effective Date”), is between CREEK ROAD MINERS, INC. (f/k/a Wizard Brands, Inc.), a Delaware corporation (the “Company”) and LEVISTON RESOURCES LLC, a Delaware limited liability company (the “Purchaser”). This Amendment amends that certain Registration Rights, dated March 26, 2021, between the Company and the Purchaser (the “Original Agreement”). Capitalized terms used herein and not defined have the meanings given them in the Original Agreement.
SUPPORT AGREEMENT (Senior Secured Convertible Debenture and Series A Preferred Stock)Support Agreement • May 4th, 2023 • Creek Road Miners, Inc. • Finance services • New York
Contract Type FiledMay 4th, 2023 Company Industry JurisdictionThis Support Agreement (this “Agreement”) is dated as of May 3, 2023, among Creek Road Miners, Inc., a Delaware corporation (the “Company”), and Bristol Investment Fund, Ltd. (“Bristol”).