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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Jagged Peak Energy Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| January 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Jagged Peak Energy Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 47009K107 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi |
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| January 21, 2020 |
JAG / Jagged Peak Energy Inc. 15-15D - - FORM 15-15D Form 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-228776 333-228776-01 PARSLEY ENERGY, LLC (as successor in in |
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| January 21, 2020 |
JAG / Jagged Peak Energy Inc. 15-12B - - FORM 15-12B Form 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 PARSLEY ENERGY, LLC (as successor in interest to Jacka |
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| January 10, 2020 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on January 21, 2020, pursuant to the provisions of Rule 12d2-2 (a). |
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| January 10, 2020 |
JAG / Jagged Peak Energy Inc. S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on January 10, 2020 Registration No. |
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| January 10, 2020 |
JAG / Jagged Peak Energy Inc. / Parsley Energy, Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): January 10, 2020 Jackal Merger Sub A, LLC (as successor in interest to Jagged Peak Energy Inc.) (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (S |
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| January 10, 2020 |
Limited Liability Company Agreement of Jackal Merger Sub A, LLC, dated November 18, 2019. EX-3.2 Exhibit 3.2 Limited Liability Company Agreement JACKAL MERGER SUB A, LLC The undersigned member of Jackal Merger Sub A, LLC, a Delaware limited liability company (“Company”), hereby enters into this “Agreement” on November 18, 2019 and hereby agrees as follows: 1. Name; Formation; Term. The name of the Company is Jackal Merger Sub A, LLC. Pursuant to the filing of the certificate of formati |
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| January 10, 2020 |
PE / Parsley Energy, Inc. / Jagged Peak Energy Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 10, 2020 |
JAG / Jagged Peak Energy Inc. POSASR - - POSASR POSASR As filed with the Securities and Exchange Commission on January 10, 2020 Registration No. |
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| January 10, 2020 |
Certificate of Formation of Jackal Merger Sub A, LLC, dated November 18, 2019. EX-3.1 Exhibit 3.1 CERTIFICATE OF FORMATION OF JACKAL MERGER SUB A, LLC This Certificate of Formation is being executed as of November 18, 2019, for the purpose of forming a limited liability company pursuant to the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101, et seq. The undersigned, being duly authorized to execute and file this Certificate of Formation, does hereby certify as fo |
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| January 9, 2020 |
Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2020 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation or organizat |
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| January 6, 2020 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d855216d425.htm 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) INVESTOR PRESENTATION 3Q »2017 SEPTEMBER 25, 2018 Goldman Sachs Global Energy Confer |
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| January 2, 2020 |
exhibit994 Case 1:19-cv-03281 Document 1 Filed 11/20/19 USDC Colorado Page 1 of 25 UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLORADO Civil Action No. |
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| January 2, 2020 |
exhibit991 Case 1:19-cv-02114-UNA Document 1 Filed 11/08/19 Page 1 of 14 PageID #: 1 UNITED STATES DISTRICT COURT DISTRICT OF DELAWARE ERIC SABATINI, Individually and On Behalf ) of All Others Similarly Situated, ) ) Plaintiff, ) Case No. |
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| January 2, 2020 |
exhibit993 Case 1:19-cv-10698 Document 1 Filed 11/19/19 Page 1 of 25 UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK KELLY SMALL, ) ) Plaintiff, ) Case No. |
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| January 2, 2020 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2020 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation or organizat |
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| January 2, 2020 |
exhibit995 Case 1:19-cv-10886 Document 1 Filed 11/25/19 Page 1 of 22 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK MARK PRINZEL, Case No. |
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| January 2, 2020 |
exhibit992 DISTRICT COURT, CITY AND COUNTY OF DENVER, COLORADO 1437 Bannock Street Denver, CO 80202 Plaintiff: JEAN-PIERRE ENGUEHARD, on behalf of himself and all others similarly situated, v. |
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| January 2, 2020 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2020 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation or organizat |
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| January 2, 2020 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 2, 2020 PARSLEY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36463 46-4314192 (State or other jurisdiction of incorporation) (Commissio |
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| January 2, 2020 |
exhibit991 Case 1:19-cv-02114-UNA Document 1 Filed 11/08/19 Page 1 of 14 PageID #: 1 UNITED STATES DISTRICT COURT DISTRICT OF DELAWARE ERIC SABATINI, Individually and On Behalf ) of All Others Similarly Situated, ) ) Plaintiff, ) Case No. |
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| January 2, 2020 |
exhibit992 DISTRICT COURT, CITY AND COUNTY OF DENVER, COLORADO 1437 Bannock Street Denver, CO 80202 Plaintiff: JEAN-PIERRE ENGUEHARD, on behalf of himself and all others similarly situated, v. |
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| January 2, 2020 |
EX-99.3 4 exhibit993.htm EXHIBIT 99.3 Case 1:19-cv-10698 Document 1 Filed 11/19/19 Page 1 of 25 UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF NEW YORK KELLY SMALL, ) ) Plaintiff, ) Case No. ) v. ) JURY TRIAL DEMANDED ) JAGGED PEAK ENERGY INC., JAMES J. ) KLECKNER, CHALES D. DAVIDSON, ) ROGER L. JARVIS, JANEEN S. JUDAH, ) MICHAEL C. LINN, ADRIANNA C. MA, ) JOHN R. SULT, S. WIL VANLOH JR |
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| January 2, 2020 |
exhibit996 Case 1:19-cv-03433 Document 1 Filed 12/05/19 USDC Colorado Page 1 of 22 IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLORADO Civil Action No. |
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| January 2, 2020 |
exhibit994 Case 1:19-cv-03281 Document 1 Filed 11/20/19 USDC Colorado Page 1 of 25 UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLORADO Civil Action No. |
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| January 2, 2020 |
exhibit995 Case 1:19-cv-10886 Document 1 Filed 11/25/19 Page 1 of 22 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK MARK PRINZEL, Case No. |
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| January 2, 2020 |
exhibit996 Case 1:19-cv-03433 Document 1 Filed 12/05/19 USDC Colorado Page 1 of 22 IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF COLORADO Civil Action No. |
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| November 26, 2019 |
JAG / Jagged Peak Energy Inc. DEFM14A - - DEFM14A DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 18, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation or organiz |
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| November 18, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d832822d425.htm 425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2019 PARSLEY ENERGY, INC. (Exact name of registrant as specified in its charter) Delaware 001-36463 46-4314192 (State or other jurisdiction of i |
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| November 12, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) INVESTOR PRESENTATION 3Q »2017 SEPTEMBER 25, 2018 Bank of America Merrill Lynch Global Energy Conference N |
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| November 8, 2019 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 425 Filed by Jagged Peak Energy Inc. (Commission File No.: 001-37995) Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Jagged Peak Energy Inc. Form S-4 File No.: 333-234503 On November 8, 2019, Jagged Peak Energy Inc. (“Jagged Peak”) presented its third quarter earnings call, the text of which is i |
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| November 7, 2019 |
Jagged Peak Energy Inc. Announces Third Quarter 2019 Financial and Operating Results Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Third Quarter 2019 Financial and Operating Results • Third quarter capital expenditures of $185 million including leasehold acquisition costs; third quarter development capital expenditures(1) of $167 million, 17% below the midpoint of the Company's guidance • Third quarter oil production averaged 30.0 MBbls per day, at the midpoint of th |
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| November 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation or organiza |
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| November 7, 2019 |
Exhibit 10.3 LIMITED CONSENT AND AGREEMENT This Limited Consent and Agreement (this “Agreement”) dated as of [], 2019 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., a Delaware corporation (the “Guarantor”), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrative |
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| November 7, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact n |
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| November 6, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d828928d425.htm 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) This filing contains a transcript of Parsley Energy, Inc.’s third quarter 2019 earni |
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| November 6, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) November 6, 2019 Dear Parsley and Jagged Peak employees: In the days since our last update, Jagged Peak and Pa |
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| November 6, 2019 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 425 Filed by Jagged Peak Energy Inc. (Commission File No.: 001-37995) Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Jagged Peak Energy Inc. Form S-4 File No.: 333-234503 On November 6, 2019, Jagged Peak Energy Inc. (“Jagged Peak”) and Parsley Energy, Inc. (“Parsley”) distributed a Joint Memorand |
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| November 5, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d830321d425.htm 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) INVESTOR PRESENTATION 3Q »2017 SEPTEMBER 25, 2018 Q3 2019 Earnings Presentation Nove |
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| November 5, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d823115d425.htm 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) NEWS RELEASE PARSLEY ENERGY ANNOUNCES THIRD QUARTER 2019 FINANCIAL AND OPERATING RES |
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| October 25, 2019 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 425 Filed by Jagged Peak Energy Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Jagged Peak Energy Inc. Commission File No.: 001-37995 On October 24, 2019, Jagged Peak Energy Inc. (“Jagged Peak”) and Parsley Energy, Inc. (“Parsley”) sent a joint memorandum to their respective employees, the t |
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| October 25, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 1 d823103d425.htm 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) October 24, 2019 Dear Parsley and Jagged Peak employees: Thank you for your support |
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| October 23, 2019 |
PE / Parsley Energy, Inc. / Jagged Peak Energy Inc. - SC 13D Activist Investment SC 13D 1 a20191023-schedule13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PARSLEY ENERGY, INC. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 701877 102 (CUSIP Number) Christopher I. Humber Jagged Peak Energy Inc. 1401 Lawrence Street, Suit |
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| October 23, 2019 |
JAG / Jagged Peak Energy Inc. / Parsley Energy, Inc. - SC 13D Activist Investment SC 13D 1 d751037dsc13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* JAGGED PEAK ENERGY INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 47009K107 (CUSIP Number) Colin W. Roberts Parsley Energy, Inc. 303 Colorado Street, Suite 3000 Austin, Texas 78 |
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| October 22, 2019 |
PE / Parsley Energy, Inc. 425 - Merger Prospectus - 425 425 Filed by Parsley Energy, Inc. (Commission File No. 001-36463) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the Securities Exchange Act of 1934, as amended Subject Company: Jagged Peak Energy Inc. (Commission File No. 001-37995) A Natural Fit Parsley Energy has a strong heritage and a bright future. The seeds of the company were sown |
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| October 18, 2019 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 425 425 1 rule425employeefaq101819.htm 425 Filed by Jagged Peak Energy Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Jagged Peak Energy Inc. Commission File No.: 001-37995 On October 18, 2019, Jagged Peak Energy Inc. (“Jagged Peak”) sent an FAQ to employees of Jagged Peak, the text of which |
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| October 15, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 14, 2019 Jagged Peak Energy Inc. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation) (Commiss |
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| October 15, 2019 |
Exhibit 10.2 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of October 14, 2019 (the “Agreement”), between Parsley Energy, Inc., a Delaware corporation (“Parent”), Jackal Merger Sub, Inc. a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Bryan Sheffield, an individual residing in the State of Texas (the “Holder”), and Jagged Peak Energy Inc., |
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| October 15, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 14, 2019 Jagged Peak Energy Inc. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation) (Commissio |
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| October 15, 2019 |
Exhibit 99.1 NEWS RELEASE PARSLEY ENERGY ANNOUNCES ACQUISITION OF JAGGED PEAK ENERGY IN ALL-STOCK TRANSACTION; MODEST PREMIUM ACQUISITION ENHANCES 2020 FREE CASH FLOW Austin, Texas, and Denver, Colorado, October 14, 2019 — Parsley Energy, Inc. (NYSE: PE) (“Parsley,” or “Parsley Energy”) and Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak”) today announced they have entered into a definitive merg |
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| October 15, 2019 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among PARSLEY ENERGY, INC., JACKAL MERGER SUB, INC. and JAGGED PEAK ENERGY INC. Dated as of October 14, 2019 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Effect of the Merger 5 2.4 Certificate of Incorporation of the |
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| October 15, 2019 |
Exhibit 10.1 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of October 14, 2019 (the “Agreement”), between Parsley Energy, Inc., a Delaware corporation (“Parent”), Jackal Merger Sub, Inc. a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Q-Jagged Peak Energy Investment Partners, LLC (the “Holder”), and Jagged Peak Energy Inc., a Delaware corpo |
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| October 15, 2019 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among PARSLEY ENERGY, INC., JACKAL MERGER SUB, INC. and JAGGED PEAK ENERGY INC. Dated as of October 14, 2019 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 5 2.1 The Merger 5 2.2 Closing 5 2.3 Effect of the Merger 5 2.4 Certificate of Incorporation of the |
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| October 15, 2019 |
Exhibit 10.1 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of October 14, 2019 (the “Agreement”), between Parsley Energy, Inc., a Delaware corporation (“Parent”), Jackal Merger Sub, Inc. a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Q-Jagged Peak Energy Investment Partners, LLC (the “Holder”), and Jagged Peak Energy Inc., a Delaware corpo |
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| October 15, 2019 |
Exhibit 10.2 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT, dated as of October 14, 2019 (the “Agreement”), between Parsley Energy, Inc., a Delaware corporation (“Parent”), Jackal Merger Sub, Inc. a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), Bryan Sheffield, an individual residing in the State of Texas (the “Holder”), and Jagged Peak Energy Inc., |
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| October 15, 2019 |
JAG / Jagged Peak Energy Inc. 425 - Merger Prospectus - 8-K 425 1 a19-2028418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (date of earliest event reported): October 14, 2019 Jagged Peak Energy Inc. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction o |
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| October 15, 2019 |
Exhibit 99.1 NEWS RELEASE PARSLEY ENERGY ANNOUNCES ACQUISITION OF JAGGED PEAK ENERGY IN ALL-STOCK TRANSACTION; MODEST PREMIUM ACQUISITION ENHANCES 2020 FREE CASH FLOW Austin, Texas, and Denver, Colorado, October 14, 2019 — Parsley Energy, Inc. (NYSE: PE) (“Parsley,” or “Parsley Energy”) and Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak”) today announced they have entered into a definitive merg |
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| August 8, 2019 |
Jagged Peak Energy Inc. Announces Second Quarter 2019 Financial and Operating Results Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Second Quarter 2019 Financial and Operating Results • Second quarter capital expenditures of $171 million including leasehold acquisition costs; second quarter development capital expenditures of $167 million; in the first half of the year, the Company invested approximately 49% of its full-year guided capital midpoint of $635 million • S |
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| August 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Commis |
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| August 8, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact name o |
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| July 25, 2019 |
Exhibit 10.1 STOCKHOLDERS’ AGREEMENT WAIVER July 23, 2019 Q-Jagged Peak Energy Investment Partners, LLC 1401 McKinney Street, Suite 2700 Houston, TX 77010 Attention: General Counsel Gentlemen: Reference is made to that certain Stockholders’ Agreement, dated as of February 1, 2017, by and among Jagged Peak Energy Inc., a Delaware corporation (the “Company”), Q-Jagged Peak Energy Investment Partners |
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| July 25, 2019 |
8-K 1 a8-k20190724.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organ |
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| July 25, 2019 |
JAGGED PEAK ENERGY INC. ANNOUNCES THE ADDITION OF ADRIANNA C. MA TO ITS BOARD OF DIRECTORS Exhibit 99.1 JAGGED PEAK ENERGY INC. ANNOUNCES THE ADDITION OF ADRIANNA C. MA TO ITS BOARD OF DIRECTORS Denver, Colorado (July 25, 2019) – Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak” or the “Company”) announced today the election of Adrianna C. Ma to Jagged Peak’s Board of Directors. Ms. Ma’s election brings the number of directors to ten. Ms. Ma is the Managing Partner of Haleakala Holding |
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| May 22, 2019 |
Letter from KPMG LLP to the Securities and Exchange Commission, dated May 22, 2019. Exhibit 16.1 KPMG LLP Suite 800 1225 17th Street Denver, CO 80202-5598 May 22, 2019 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for Jagged Peak Energy Inc. and, under the date of February 28, 2019, we reported on the consolidated and combined financial statements of Jagged Peak Energy Inc. as of and for the years ended De |
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| May 22, 2019 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 8-K 1 a2019x05x21x8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or org |
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| May 9, 2019 |
8-K 1 a2019q1pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organiz |
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| May 9, 2019 |
Jagged Peak Energy Inc. Announces First Quarter 2019 Financial and Operating Results Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces First Quarter 2019 Financial and Operating Results • First quarter capital expenditures of $154.6 million including leasehold acquisition capital of $12.2 million; first quarter development capital expenditures of $142.4 million, representing 22% of full-year guided capital midpoint of $635 million • First quarter oil production averaged |
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| May 9, 2019 |
Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 6 TO AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 6 to Amended and Restated Credit Agreement (this “Agreement”) dated as of April 29, 2019 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., a Delaware corporation (the “Guarantor”), Wells Fargo Bank, Nationa |
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| May 9, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact name |
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| April 24, 2019 |
8-K 1 a8-k20190424.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or orga |
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| April 10, 2019 |
DEF 14A 1 a2238248zdef14a.htm DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box |
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| February 28, 2019 |
EX-99.1 2 exhibit991-q42018earningsr.htm EXHIBIT 99.1 Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Fourth Quarter and Full-Year 2018 Financial and Operating Results; Provides 2019 Capital, Production, and Cost Guidance • Production volumes for the fourth quarter of 2018 grew 6% sequentially from the third quarter and averaged 38.4 MBoe per day (29.1 MBbls/d oil); full-year 2018 prod |
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| February 28, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2018q4pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2019 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or o |
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| February 28, 2019 |
Ryder Scott Company, LP, Summary of Reserves at December 31, 2018. Exhibit 99.1 January 16, 2019 Jagged Peak Energy LLC 1401 Lawrence St. Suite 1800 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold and royalty interests of Jagged Peak Energy LLC (JPE) as of December 31, 2018. The subject properties are located in the |
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| February 28, 2019 |
Subsidiaries of the Registrant. Exhibit 21.1 Subsidiaries of the Registrant Set forth below is the subsidiary of Jagged Peak Energy Inc. as of December 31, 2018: Subsidiary Name State of Formation, Organization or Incorporation Jagged Peak Energy LLC Delaware |
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| February 28, 2019 |
10-K 1 a2018q410-k.htm 10-K Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File N |
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| February 14, 2019 |
SC 13G 1 jag13gdec18.htm JAG AS OF 12/31/2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) Jagged Peak Energy Inc. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 47009K107 (CUSIP NUMBER) December 31, 2018 (Date of Event which Requires Filing of Statement) Check the appropriate box to de |
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| February 12, 2019 |
SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Jagged Peak Energy Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 47009K107 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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| February 5, 2019 |
424B3 1 a2026notesprospectus.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-228776 PROSPECTUS Jagged Peak Energy LLC Offer to Exchange Up To $500,000,000 of 5.875% Senior Notes due 2026 That Have Not Been Registered Under The Securities Act of 1933 For Up To $500,000,000 of 5.875% Senior Notes due 2026 That Have Been Registered Under The Securities Act |
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| February 1, 2019 |
CORRESP 1 filename1.htm February 1, 2019 Anuja A. Majmudar Attorney-Advisor United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Jagged Peak Energy LLC Registration Statement on Form S-4/A Filed January 31, 2019 File No. 333-228776 Ladies and Gentlemen: On behalf of Jagged Peak Energy LLC, and pursuant to Rule 461 promulgate |
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| February 1, 2019 |
February 1, 2019 Anuja A. Majmudar Attorney-Advisor Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Division of Corporation Finance Re: Registration Statement on Form S-4/A Filed January 31, 2019 File No. 333-228776 Ladies and Gentlemen: This letter supplements the Registration Statement on Form S-4/A (as referenced above and as amended, the “Registration Statement”) of J |
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| January 31, 2019 |
JAG / Jagged Peak Energy Inc. S-4/A S-4/A 1 s-4a2026bondregistration13.htm S-4/A Table of Contents As filed with the Securities and Exchange Commission on January 31, 2019 Registration No. 333-228776 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jagged Peak Energy LLC* (Exact Name of Registrant as Specified in Its Charter) D |
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| December 13, 2018 |
JAG / Jagged Peak Energy Inc. S-4 S-4 1 s-42026bondregistration121.htm S-4 Table of Contents As filed with the Securities and Exchange Commission on December 13, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jagged Peak Energy LLC* (Exact Name of Registrant as Specified in Its Charter) Delaware 1311 90-0955249 (Sta |
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| December 13, 2018 |
Exhibit 10.22 Execution Version AMENDMENT NO. 5 TO AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 5 to Amended and Restated Credit Agreement (this “Agreement”) dated as of November 7, 2018 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., a Delaware corporation (the “Guarantor”), Wells Fargo Bank, Nati |
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| December 13, 2018 |
Form T-1 Statement of Eligibility and Qualification relating to the Indenture. Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A National Banking Associ |
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| November 8, 2018 |
Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Third Quarter 2018 Financial and Operating Results; Provides Updated 2018 Guidance • Record production volumes for the third quarter of 2018 grew 5% sequentially from the second quarter and averaged 36.1 MBoe per day (27.5 MBbls/d oil), exceeding the midpoint of production guidance by 6% • Flow assurance secured through 2020; extended cur |
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| November 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2018q3pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or or |
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| November 8, 2018 |
JAG / Jagged Peak Energy Inc. 10-Q (Quarterly Report) 10-Q 1 a2018q310-q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagg |
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| November 8, 2018 |
Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 4, MASTER ASSIGNMENT, AND AGREEMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 4, Master Assignment, and Agreement to Amended and Restated Credit Agreement (this “Agreement”) dated as of August 9, 2018 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., |
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| August 9, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2018q2pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or orga |
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| August 9, 2018 |
Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Second Quarter 2018 Financial and Operating Results; Provides Updated 2018 Guidance • Record production volumes for the second quarter of 2018 grew 25% sequentially from the first quarter and averaged 34.6 MBoe per day (26.9 MBbls/d oil), exceeding the top-end of production guidance by 8% • Updating 2018 guidance; increasing midpoint of f |
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| August 9, 2018 |
JAG / Jagged Peak Energy Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact name o |
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| August 9, 2018 |
EX-10.2 2 exhibit102q22018.htm EXHIBIT 10.2 Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 3 to Amended and Restated Credit Agreement (this “Agreement”) dated as of June 15, 2018 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., a Delaware corporation ( |
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| May 23, 2018 |
Submission of Matters to a Vote of Security Holders 8-K 1 jag2018annualmeetingresults.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorpor |
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| May 10, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Commissi |
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| May 10, 2018 |
Jagged Peak Energy Inc. Announces First Quarter 2018 Financial and Operating Results EX-99.1 2 exhibit991-q12018earningsr.htm EXHIBIT 99.1 Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces First Quarter 2018 Financial and Operating Results DENVER, Colorado, May 10, 2018 – Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak” or the “Company”) today announced financial and operating results for the first quarter ended March 31, 2018. First Quarter 2018 Highlights • Productio |
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| May 10, 2018 |
JAG / Jagged Peak Energy Inc. 10-Q (Quarterly Report) 10-Q 1 a2018q110-q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged P |
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| May 10, 2018 |
Exhibit 10.4 EXECUTION VERSION LIMITED CONSENT AND AGREEMENT This Limited Consent and Agreement (this “Agreement”) dated as of April 20, 2018 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), Jagged Peak Energy Inc., a Delaware corporation (the “Guarantor”), Wells Fargo Bank, National Association, as administrative agent (in such capaci |
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| May 10, 2018 |
Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 2, LIMITED WAIVER, MASTER ASSIGNMENT, AND AGREEMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This Agreement No. 2, Limited Waiver, Master Assignment, and Agreement to Amended and Restated Credit Agreement (this “Agreement”) dated as of March 21, 2018 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borr |
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| May 8, 2018 |
8-K 1 a18-1130038k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 8, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of inc |
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| May 8, 2018 |
Exhibit 4.2 Execution Version $500,000,000 JAGGED PEAK ENERGY LLC 5.875% Senior Notes due 2026 Registration Rights Agreement This REGISTRATION RIGHTS AGREEMENT dated May 8, 2018 (the “Agreement”) is entered into by and among Jagged Peak Energy Inc., a Delaware corporation (the “Parent”), Jagged Peak Energy LLC, a Delaware limited liability company and wholly owned subsidiary of the Parent (the “Co |
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| May 8, 2018 |
Exhibit 4.1 Execution Version JAGGED PEAK ENERGY LLC AND EACH OF THE GUARANTORS PARTY HERETO 5.875% SENIOR NOTES DUE 2026 INDENTURE Dated as of May 8, 2018 WELLS FARGO BANK, NATIONAL ASSOCIATION Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.08; 7.10 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 |
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| April 25, 2018 |
Exhibit 99.1 News Release Jagged Peak Energy LLC Announces Pricing of Upsized Private Offering of $500 Million Senior Unsecured Notes due 2026 DENVER, Colorado, April 25, 2018 — Jagged Peak Energy LLC (“JPE LLC”), a wholly owned subsidiary of Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak” or the “Company”), announced today the pricing of its previously announced private offering (the “Notes Of |
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| April 25, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 8-K 1 a18-1200328k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 25, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of |
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| April 23, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 23, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware 001-37995 81-3943703 (State or other jurisdiction of incorporation) (Commission |
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| April 23, 2018 |
Jagged Peak Energy LLC Announces Private Offering of $400 Million Senior Unsecured Notes due 2026 Exhibit 99.1 Jagged Peak Energy LLC Announces Private Offering of $400 Million Senior Unsecured Notes due 2026 DENVER, April 23, 2018 /PRNewswire/ — Jagged Peak Energy LLC (“JPE LLC”), a wholly-owned subsidiary of Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak” or the “Company”), announced today that it has commenced, subject to market conditions and other factors, a private offering of $400.0 |
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| April 20, 2018 |
JAG / Jagged Peak Energy Inc. DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 4, 2018 |
8-K 1 a20180404jaggersseparation.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorpo |
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| April 4, 2018 |
Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is entered into by JOSEPH N. JAGGERS, III (“Jaggers”), JAGGED PEAK ENERGY INC., a Delaware corporation (the “Company”), JAGGED PEAK ENERGY LLC (“Employer”) and JPE MANAGEMENT HOLDINGS LLC (“Holdco”); and is effective as of the Effective Date (as defined below). The Company, Employ |
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| March 22, 2018 |
JAG / Jagged Peak Energy Inc. 10-K (Annual Report) 10-K 1 a2017q410-k.htm 10-K Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File N |
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| March 22, 2018 |
Exhibit 21.1 Subsidiary of the Registrant Set forth below is the subsidiary of Jagged Peak Energy Inc. as of December 31, 2017: Subsidiary Name State of Formation, Organization or Incorporation Jagged Peak Energy LLC Delaware |
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| March 22, 2018 |
Ryder Scott Company, LP, Summary of Reserves at December 31, 2017. Exhibit 99.1 March 7, 2018 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold and royalty interests of Jagged Peak Energy LLC (JPE) as of December 31, 2017. The subject properties are located in the st |
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| March 22, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2017q4pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 22, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or orga |
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| March 22, 2018 |
Exhibit 99.1 News Release Jagged Peak Energy Inc. Announces Fourth Quarter and Full Year 2017 Financial and Operating Results and 2018 Capital Budget and Guidance DENVER, Colorado, March 22, 2018 – Jagged Peak Energy Inc. (NYSE: JAG) (“Jagged Peak” or the “Company”) today announced financial and operating results for the fourth quarter and full year ended December 31, 2017 and its 2018 capital bud |
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| February 28, 2018 |
Exhibit Exhibit 99.1 News Release Jagged Peak Energy Inc. Chairman, President & CEO Joseph Jaggers To Retire in Late March Independent Director James Kleckner to Become President & CEO Following Transition Period Director Charles Davidson to Become Board Chairman Company Provides Selected Unaudited Financial Results DENVER February 26, 2018 ? Jagged Peak Energy Inc. (NYSE: JAG) (?Jagged Peak? or t |
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| February 28, 2018 |
Exhibit Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this ? Agreement ?) is entered into by J. JAY STRATTON, JR. (? Stratton ?), JAGGED PEAK ENERGY INC. , a Delaware corporation (the ? Company ?), JAGGED PEAK ENERGY LLC (? Employer ?) and JPE MANAGEMENT HOLDINGS LLC (? Holdco ?); and is effective as of the Effective Date (as defined below). T |
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| February 28, 2018 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2018 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-3 |
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| February 21, 2018 |
Statement of Computation of Ratios of Earnings to Fixed Charges. Exhibit Exhibit 12.1 Jagged Peak Energy Inc. Computation of Ratio of Earnings to Fixed Charges (in thousands, except ratios) Nine Months Ended Year Ended December 31, September 30, 2017 2016 2015 2014 Earnings Income (loss) before income taxes $ (363,658 ) $ (9,760 ) $ (7,484 ) $ 1,321 Add: Fixed charges 2,113 3,109 498 232 Add: Amortization of capitalized interest 30 14 1 ? Less: Capitalized inte |
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| February 21, 2018 |
JAG / Jagged Peak Energy Inc. S-3ASR S-3ASR 1 a2018febforms-3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on February 21, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT Under THE SECURITIES ACT OF 1933 Jagged Peak Energy Inc.* (Exact name of registrant as specified in its charter) Delaware 81-3943703 (State or |
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| November 8, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a2017q3pr8-k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or or |
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| November 8, 2017 |
Jagged Peak Energy Inc. Announces Third Quarter 2017 Financial and Operating Results Exhibit News Release Jagged Peak Energy Inc. Announces Third Quarter 2017 Financial and Operating Results DENVER, Colorado, November 8, 2017 ? Jagged Peak Energy Inc. (NYSE: JAG) ("Jagged Peak" or the "Company") today announced financial and operating results for the third quarter ended September 30, 2017 . The financial and operating results discussed in this news release include the results for |
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| November 8, 2017 |
Exhibit 10.2 Execution Version AMENDMENT NO. 1, MASTER ASSIGNEMENT, AND AGREEMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This Amendment No. 1, Master Assignment, and Agreement to Amended and Restated Credit Agreement (this “Agreement”) dated as of October 26, 2017 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), the guarantors party |
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| November 8, 2017 |
JAG / Jagged Peak Energy Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact n |
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| September 19, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Co |
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| September 19, 2017 |
JAGGED PEAK ENERGY INC. PROVIDES UPDATED THIRD QUARTER PRODUCTION GUIDANCE Exhibit Exhibit 99.1 News Release JAGGED PEAK ENERGY INC. PROVIDES UPDATED THIRD QUARTER PRODUCTION GUIDANCE Denver, Colorado (September 19, 2017) ? Jagged Peak Energy Inc. (NYSE: JAG) (?Jagged Peak? or the ?Company?) announced a revised production guidance range of 19,150 to 19,350 barrels of oil equivalent per day (?Boe/d?) for the third quarter of 2017 with the fourth quarter 2017 production gu |
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| August 14, 2017 |
JAGGED PEAK ENERGY INC. ANNOUNCES APPOINTMENT OF CHIEF OPERATING OFFICER Exhibit JAGGED PEAK ENERGY INC. ANNOUNCES APPOINTMENT OF CHIEF OPERATING OFFICER Denver, Colorado (August 10, 2017) ? Jagged Peak Energy Inc. (NYSE: JAG) (?Jagged Peak? or the ?Company?) announced today that it has appointed J. Jay Stratton, Jr. as its Executive Vice President, Chief Operating Officer. Joseph N. Jaggers, Chairman of the Board of Directors, President and Chief Executive Officer of |
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| August 14, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Commis |
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| August 10, 2017 |
JAG / Jagged Peak Energy Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged Peak Energy Inc. (Exact name o |
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| August 10, 2017 |
Exhibit 10.2 «Date» «Firstname» «Initial» «Lastname» «Address1» «Address2» Re: Employment Terms and Conditions – «Title» Dear «Firstname»: You are currently employed by Jagged Peak Energy Management, LLC, a Delaware limited liability company (together with its affiliates, the “Company”) pursuant to that certain «OldAgreementName», dated «OldAgreementDate» (the “Prior Agreement”). In consideration |
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| August 10, 2017 |
Exhibit 10.1 JAGGED PEAK ENERGY INC. EXECUTIVE SEVERANCE PLAN 1.Purpose and Effective Date. Jagged Peak Energy Inc. (the “Company”) has adopted this Executive Severance Plan (this “Plan”) to provide for the payment of severance or change in control benefits to Eligible Individuals (as defined below). The Plan was approved by the Board of Directors of the Company (the “Board”) to be effective as of |
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| August 9, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-3799 |
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| August 9, 2017 |
Jagged Peak Energy Inc. Announces Second Quarter 2017 Financial and Operating Results Exhibit News Release Jagged Peak Energy Inc. Announces Second Quarter 2017 Financial and Operating Results DENVER, Colorado, August 9, 2017 ? Jagged Peak Energy Inc. (NYSE: JAG) ("Jagged Peak" or the "Company") today announced financial and operating results for the second quarter ended June 30, 2017 . The financial and operating results discussed in this news release include the results for Jagge |
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| May 12, 2017 |
EX-10.4 3 exhibit104hindsseparationa.htm EXHIBIT 10.4 Exhibit 10.4 SEPARATION AGREEMENT AND GENERAL RELEASE This SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is entered into by GREGORY S. HINDS (“Hinds”), JAGGED PEAK ENERGY INC., a Delaware corporation (the “Company”), JAGGED PEAK ENERGY MANAGEMENT LLC, a Delaware limited liability company (“Employer”), JAGGED PEAK ENERGY LLC (“JPE” |
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| May 12, 2017 |
Jagged Peak Energy 10-Q (Quarterly Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 12, 2017 |
Exhibit INDEMNIFICATION AGREEMENT This Indemnification Agreement (? Agreement ?) is made as of [?], 2017, by and between Jagged Peak Energy Inc. |
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| May 12, 2017 |
Jagged Peak Energy Inc. Announces First Quarter 2017 Financial and Operating Results Exhibit 99.1 Jagged Peak Energy Inc. Announces First Quarter 2017 Financial and Operating Results DENVER, May 11, 2017 /PRNewswire/ - Jagged Peak Energy Inc. (NYSE: JAG) ("Jagged Peak" or the "Company") today announced financial and operating results for the first quarter ended March 31, 2017. The financial and operating results discussed in this news release include the results for Jagged Peak En |
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| May 12, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Commissi |
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| April 26, 2017 |
Jagged Peak Energy 10-K/A (Annual Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 20, 2017 |
Exhibit Exhibit 10.8 JAGGED PEAK ENERGY INC. PERFORMANCE STOCK UNIT AGREEMENT (Employee Award) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Performance Stock Units (“Notice of Grant”) by and between Jagged Peak Energy Inc., a Delaware corporation (the “Company”), and you; WHEREAS, the Company adopted the Plan (as defined in the Notice of Grant |
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| April 20, 2017 |
Exhibit Exhibit 10.5 JAGGED PEAK ENERGY INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Employee Award) Pursuant to the terms and conditions of the Plan (as defined below), and the associated Restricted Stock Unit Agreement (Employee Award) which has been made separately available to you (the ? Agreement ?), you are hereby granted an award to receive the number of Restricted Stock Units (? RSUs ?) |
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| April 20, 2017 |
Exhibit Exhibit 10.1 JAGGED PEAK ENERGY INC. EXECUTIVE SEVERANCE PLAN 1. Purpose and Effective Date . Jagged Peak Energy Inc. (the ? Company ?) has adopted this Executive Severance Plan (this ? Plan ?) to provide for the payment of severance or change in control benefits to Eligible Individuals (as defined below). The Plan was approved by the Board of Directors of the Company (the ? Board ?) to be |
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| April 20, 2017 |
Exhibit Exhibit 10.6 JAGGED PEAK ENERGY INC. RESTRICTED STOCK UNIT AGREEMENT (Employee Award) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (? Notice of Grant ?) by and between Jagged Peak Energy Inc., a Delaware corporation (the ? Company ?), and you; WHEREAS , the Company adopted the Plan (as defined in the Notice of Gr |
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| April 20, 2017 |
Exhibit Exhibit 10.3 JAGGED PEAK ENERGY INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Director Award) Pursuant to the terms and conditions of the Plan (as defined below), and the associated Restricted Stock Unit Agreement (Non-Employee Director Award) which has been made separately available to you (the ? Agreement ?), you are hereby granted an award to receive the number of Restric |
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| April 20, 2017 |
Form of Employment Letter Agreement Exhibit Exhibit 10.2 [DATE] [FIRSTNAME][MIDDLEINITIAL][LASTNAME] Jagged Peak Energy Inc. 1125 17 th Street, Suite 2400 Denver, CO 80202 Re: Employment Terms and Conditions ? [TITLE] Dear [FIRSTNAME]: You are currently employed by Jagged Peak Energy Management, LLC, a Delaware limited liability company (together with its affiliates, the ? Company ?) pursuant to [CURRENT AGREEMENT OR OFFER LETTER], |
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| April 20, 2017 |
Exhibit Exhibit 10.4 JAGGED PEAK ENERGY INC. RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Director Award) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (? Notice of Grant ?) by and between Jagged Peak Energy Inc., a Delaware corporation (the ? Company ?), and you; WHEREAS , the Company, as part of your compensation for s |
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| April 20, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2017 JAGGED PEAK ENERGY INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 001-37995 (Commis |
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| April 20, 2017 |
Exhibit Exhibit 10.9 RESTRICTED UNIT AGREEMENT This RESTRICTED UNIT AGREEMENT (this ? Agreement ?) is executed and agreed to as of ?Date? (the ? Effective Date ?), by and among JPE Management Holdings LLC, a Delaware limited liability company (the ? Company ?), and ?Grantee? (the ? Service Provider ?). Capitalized terms used in this Agreement but not defined have the meanings given to such terms i |
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| April 20, 2017 |
Exhibit Exhibit 10.7 JAGGED PEAK ENERGY INC. NOTICE OF GRANT OF PERFORMANCE STOCK UNITS (Employee Award) Pursuant to the terms and conditions of the Plan (as defined below), and the associated Performance Stock Unit Agreement (Employee Award) which has been made separately available to you (the ? Agreement ?), you are hereby granted the right to earn Performance Stock Units (? PSUs ?) on the terms |
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| March 24, 2017 |
Jagged Peak Energy 10-K (Annual Report) 10-K 1 jag-20163112x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37995 Jagged P |
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| March 24, 2017 |
Ryder Scott Company, LP, Summary of Reserves at December 31, 2016. February 10, 2017 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L. |
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| March 23, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 jag-2016earnings8xk2017x03.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 23, 2017 JAGGED PEAK ENERGY INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37995 81-3943703 (State or Other Ju |
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| March 23, 2017 |
Exhibit News Release Jagged Peak Energy Inc. Announces Fourth Quarter and Full-Year 2016 Financial and Operating Results, Year-End 2016 Proved Reserves and 2017 Guidance DENVER, Colorado, March 23, 2017 ? Jagged Peak Energy Inc. (NYSE: JAG) ("Jagged Peak" or the "Company") today announced financial and operating results for the fourth quarter and full-year ended December 31, 2016, year-end 2016 pr |
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| March 15, 2017 |
JAGGED PEAK ENERGY INC. ANNOUNCES MANAGEMENT CHANGES Exhibit 99.1 JAGGED PEAK ENERGY INC. ANNOUNCES MANAGEMENT CHANGES Denver, Colorado (March 14, 2017) ? Jagged Peak Energy Inc. (NYSE: JAG) (?Jagged Peak? or the ?Company?) announced today that Mr. Gregory S. Hinds, Jagged Peak?s Executive Vice President, Development Planning & Acquisition, has voluntarily resigned from the Company, as of March 13, 2017, in order to pursue other opportunities. Josep |
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| March 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 13, 2017 JAGGED PEAK ENERGY INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37995 81-3943703 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 7, 2017 |
Exhibit 10.11 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Mark R. Petry (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consumi |
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| February 7, 2017 |
Exhibit 10.2 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF JPE MANAGEMENT HOLDINGS LLC (A DELAWARE LIMITED LIABILITY COMPANY) DATED AS OF FEBRUARY 1, 2017 THE OFFER OR SALE OF THE MEMBERSHIP INTERESTS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER ANY STAT |
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| February 7, 2017 |
Exhibit 10.9 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and James J. Kleckner (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-cons |
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| February 7, 2017 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JAGGED PEAK ENERGY INC. Jagged Peak Energy Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware as set forth in Title 8 of the Delaware Code (the “DGCL”), hereby certifies as follows: 1. The original Certificate of Incorporation of the Corporation (the “Original Cer |
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| February 7, 2017 |
Exhibit 10.6 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Christopher I. Humber (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time- |
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| February 7, 2017 |
Exhibit 10.14 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Dheeraj Verma (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consumi |
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| February 7, 2017 |
Exhibit 10.7 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Joseph N. Jaggers (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-cons |
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| February 7, 2017 |
Exhibit 10.13 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and S. Wil VanLoh, Jr. (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-co |
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| February 7, 2017 |
EX-10.10 15 a17-38821ex10d10.htm EX-10.10 Exhibit 10.10 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the “Company”), and Michael C. Linn (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises |
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| February 7, 2017 |
Exhibit 10.1 Execution Version Published CUSIP Number: 47008PAC1 Published CUSIP Number: 47008PAD9 AMENDED AND RESTATED CREDIT AGREEMENT dated as of February 1, 2017 Among JAGGED PEAK ENERGY LLC as Borrower, JAGGED PEAK ENERGY INC. as Parent Guarantor, WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent and Issuing Lender, and THE LENDERS NAMED HEREIN as Lenders $1,000,000,000 WELLS FAR |
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| February 7, 2017 |
EX-4.2 5 a17-38821ex4d2.htm EX-4.2 Exhibit 4.2 Execution Version STOCKHOLDERS’ AGREEMENT This STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of February 1, 2017, is entered into by and among Jagged Peak Energy Inc., a Delaware corporation (the “Company”), Q-Jagged Peak Energy Investment Partners, LLC, a Delaware limited liability company (“Q-Jagged Peak”), JPE Management Holdings LLC, a Dela |
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| February 7, 2017 |
Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 1, 2017, by and among Jagged Peak Energy Inc., a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parties”). WHEREAS, in connection with, and in con |
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| February 7, 2017 |
8-K 1 a17-388218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 1, 2017 JAGGED PEAK ENERGY INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37995 81-3943703 (State or Other Jurisdiction of |
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| February 7, 2017 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF JAGGED PEAK ENERGY INC. A Delaware Corporation Date of Adoption: February 1, 2017 TABLE OF CONTENTS Page ARTICLE I OFFICES Section 1.01 Registered Office 1 Section 1.02 Other Offices 1 ARTICLE II STOCKHOLDERS Section 2.01 Place of Meetings 1 Section 2.02 Quorum; Adjournment of Meetings 1 Section 2.03 Annual Meetings 2 Section 2.04 Special Meetings 2 Secti |
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| February 7, 2017 |
Exhibit 10.8 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Roger L. Jarvis (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consum |
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| February 7, 2017 |
EX-10.3 8 a17-38821ex10d3.htm EX-10.3 Exhibit 10.3 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the “Company”), and Charles D. Davidson (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises |
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| February 7, 2017 |
Exhibit 10.4 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Gregory S. Hinds (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consu |
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| February 7, 2017 |
Exhibit 10.12 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and John R. Sult (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consumin |
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| February 7, 2017 |
Exhibit 10.5 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Robert W. Howard (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consu |
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| February 7, 2017 |
Exhibit 10.15 Execution Version INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 1, 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and Blake A. Webster (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-cons |
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| January 31, 2017 |
EX-4.7 4 a16-1885322ex4d7.htm EX-4.7 Exhibit 4.7 Series B Unit Form RESTRICTED UNIT AGREEMENT This RESTRICTED UNIT AGREEMENT (this “Agreement”) is executed and agreed to as of [·], 2017 (the “Effective Date”), by and among JPE Management Holdings LLC, a Delaware limited liability company (the “Company”), and [·] (the “Service Provider”). Capitalized terms used in this Agreement but not defined in |
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| January 31, 2017 |
S-8 1 a16-1885322s8.htm S-8 As filed with the Securities and Exchange Commission on January 31, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Jagged Peak Energy Inc. (Exact name of registrant as specified in its charter) Delaware 81-3943703 (State or other jurisdiction of incorpora |
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| January 31, 2017 |
JAGGED PEAK ENERGY INC. RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Director Award) Exhibit 4.5 JAGGED PEAK ENERGY INC. RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Director Award) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (?Notice of Grant?) by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and you; WHEREAS, the Company, as part of your compensation for service as a me |
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| January 31, 2017 |
EX-10.1 4 a16-1885321ex10d1.htm EX-10.1 Exhibit 10.1 JAGGED PEAK ENERGY INC. 2017 Long Term Incentive Plan 1. Purpose. The purpose of the Jagged Peak Energy Inc. 2017 Long Term Incentive Plan (the “Plan”) is to provide a means through which (a) Jagged Peak Energy Inc., a Delaware corporation (the “Company”), and its Affiliates may attract and retain able persons as employees, directors and consult |
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| January 31, 2017 |
JAGGED PEAK ENERGY INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Director Award) Exhibit 4.6 JAGGED PEAK ENERGY INC. NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Director Award) Pursuant to the terms and conditions of the Plan (as defined below), and the associated Restricted Stock Unit Agreement (Non-Employee Director Award) which has been made separately available to you (the Agreement), you are hereby granted an award to receive the number of Restricted Stock U |
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| January 31, 2017 |
Exhibit 2.1 Execution Version MASTER REORGANIZATION AGREEMENT This Master Reorganization Agreement (this ?Agreement?), dated as of January 25, 2017 (the ?Effective Date?), is entered into by and among Jagged Peak Energy LLC, a Delaware limited liability company (?Jagged Peak LLC?), Q-Jagged Peak Energy Investment Partners, LLC, a Delaware limited liability company (?Q-Jagged Peak?), Jagged Peak En |
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| January 31, 2017 |
Jagged Peak Energy Inc. 31,599,334 Shares Common Stock ($0.01 par value) Underwriting Agreement Exhibit 1.1 Execution Version Jagged Peak Energy Inc. 31,599,334 Shares Common Stock ($0.01 par value) Underwriting Agreement New York, New York January 26, 2017 Citigroup Global Markets Inc. Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlem |
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| January 31, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 25, 2017 JAGGED PEAK ENERGY INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37995 81-3943703 (State or Other Jurisdiction of Incorporation) (Commissio |
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| January 30, 2017 |
31,599,334 Shares Jagged Peak Energy Inc. Common stock 424B4 1 a2230777z424b4.htm 424B4 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENT Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-215179 PROSPECTUS 31,599,334 Shares Jagged Peak Energy Inc. Common stock This is the initial public offering of our common stock. We are selling 28,333,334 shares of our common stock, and the selling stockholders |
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| January 27, 2017 |
Filed pursuant to Rule 433 Issuer Free Writing Prospectus, Dated January 26, 2017 Relating to Preliminary Prospectus, Dated January 17, 2017 Registration Statement No. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
Via EDGAR January 26, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 File No. 333-215179 Ladies and Gentlemen: In response to an oral comment regarding the above referenced Registration Statement received on January |
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| January 26, 2017 |
CORRESP 1 filename1.htm Via EDGAR January 26, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 File No. 333-215179 Ladies and Gentlemen: On behalf of Jagged Peak Energy Inc., and pursuant to Rule 461 promulgated under |
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| January 26, 2017 |
CORRESP 1 filename1.htm January 26, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: H. Roger Schwall Assistant Director Division of Corporate Finance Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 (File No. 333-215179) Ladies and Gentlemen: Reference is made to our letter, filed as correspondence |
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| January 26, 2017 |
CORRESP 1 filename1.htm Via EDGAR January 26, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 File No. 333-215179 Withdrawal of Acceleration Request Ladies and Gentlemen: Reference is made to our letter, filed as cor |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
January 26, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: H. Roger Schwall Assistant Director Division of Corporate Finance Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 (File No. 333-215179) Ladies and Gentlemen: As the representatives of the several underwriters of Jagged Peak Energy Inc.s |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Christopher I. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 26, 2017 |
POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 Exhibit 24 POWER OF ATTORNEY FOR EXECUTING FORMS 3, FORMS 4, FORMS 5 AND FORM 144 The undersigned hereby constitutes and appoints Robert W. |
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| January 24, 2017 |
CORRESP 1 filename1.htm Via EDGAR January 24, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 File No. 333-215179 Ladies and Gentlemen: On behalf of Jagged Peak Energy Inc., and pursuant to Rule 461 promulgated under |
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| January 24, 2017 |
8-A12B 1 a16-1885398a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Jagged Peak Energy Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 81-3943703 (State or other jurisdiction of incorporation) (IRS Employer |
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| January 24, 2017 |
CORRESP 1 filename1.htm January 24, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: H. Roger Schwall Assistant Director Division of Corporate Finance Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 (File No. 333-215179) Ladies and Gentlemen: As the representatives of the several underwriters of Ja |
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| January 23, 2017 |
FWP 1 a16-188538fwp.htm FWP Filed Pursuant to Rule 433 Issuer Free Writing Prospectus, Dated January 23, 2017 Relating to Preliminary Prospectus, Dated January 17, 2017 Registration Statement No. 333-215179 JAGGED PEAK ENERGY INC. This free writing prospectus is being filed pursuant to Rule 433 of the Securities Act of 1933, as amended, and relates to the preliminary prospectus of Jagged Peak Ener |
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| January 17, 2017 |
Exhibit 10.6 CUSIP: [ ] AMENDED AND RESTATED CREDIT AGREEMENT dated as of January [ ], 2017 Among JAGGED PEAK ENERGY LLC as Borrower, JAGGED PEAK ENERGY INC. as Parent Guarantor, WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent and Issuing Lender, and THE LENDERS NAMED HEREIN as Lenders $1,000,000,000 WELLS FARGO SECURITIES, LLC AS LEAD ARRANGER AND SOLE BOOKRUNNER TABLE OF CONTENTS |
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| January 17, 2017 |
As filed with the Securities and Exchange Commission on January 17, 2017 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENT Table of Contents As filed with the Securities and Exchange Commission on January 17, 2017 Registration No. |
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| January 13, 2017 |
FORM OF STOCKHOLDERS’ AGREEMENT Exhibit 4.3 FORM OF STOCKHOLDERS? AGREEMENT This STOCKHOLDERS? AGREEMENT (this ?Agreement?), dated as of , 2017, is entered into by and among Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), Q-Jagged Peak Energy Investment Partners, LLC, a Delaware limited liability company (?Q-Jagged Peak?), JPE Management Holdings LLC, a Delaware limited liability company (?Management Holdco?), a |
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| January 13, 2017 |
Jagged Peak Energy Inc. [·] Shares Common Stock ($0.01 par value) Underwriting Agreement Exhibit 1.1 Jagged Peak Energy Inc. [?] Shares Common Stock ($0.01 par value) Underwriting Agreement New York, New York [?], 2017 Citigroup Global Markets Inc. Credit Suisse Securities (USA) LLC J.P. Morgan Securities LLC As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: Jagged Peak Energy Inc., a c |
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| January 13, 2017 |
Exhibit 10.9 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF JPE MANAGEMENT HOLDINGS LLC (A DELAWARE LIMITED LIABILITY COMPANY) DATED AS OF [?], 2017 THE OFFER OR SALE OF THE MEMBERSHIP INTERESTS REPRESENTED BY THIS LIMITED LIABILITY COMPANY AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR UNDER ANY STATE SECURITIES ACTS OR OTHE |
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| January 13, 2017 |
QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on January 13, 2017 Registration No. |
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| January 11, 2017 |
CORRESP 1 filename1.htm Via EDGAR January 11, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Registration Statement on Form S-1 File No.: 333-215179 Ladies and Gentlemen: Pursuant to discussions with the staff of the Division of Corporation Finance (th |
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| January 6, 2017 |
Exhibit 10.5 Execution Version AMENDMENT NO. 4 AND WAIVER This Amendment No. 4 and Waiver (this ?Agreement?) dated as of December 28, 2016 (the ?Effective Date?), is among Jagged Peak Energy LLC, a Delaware limited liability company (the ?Borrower?), the guarantors party hereto (the ?Guarantors?), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the ?Administrativ |
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| January 6, 2017 |
Exhibit 99.5 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Jagged Peak Energy Inc. (the ?Company?), the undersigned hereby consents to being named and described as a director nominee in the Registration State |
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| January 6, 2017 |
Exhibit 10.8 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of [?], 2017, by and between Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consuming litigation relating to, among other t |
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| January 6, 2017 |
Exhibit 99.7 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Jagged Peak Energy Inc. (the ?Company?), the undersigned hereby consents to being named and described as a director nominee in the Registration State |
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| January 6, 2017 |
JAGGED PEAK ENERGY INC. 2017 Long Term Incentive Plan Exhibit 10.7 JAGGED PEAK ENERGY INC. 2017 Long Term Incentive Plan 1. Purpose. The purpose of the Jagged Peak Energy Inc. 2017 Long Term Incentive Plan (the ?Plan?) is to provide a means through which (a) Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and its Affiliates may attract and retain able persons as employees, directors and consultants, thereby enhancing the profitable g |
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| January 6, 2017 |
EX-99.8 19 a2230571zex-998.htm EX-99.8 Exhibit 99.8 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Registration Statement on Form S-1 (the “Registration Statement”) of Jagged Peak Energy Inc. (the “Company”), the undersigned hereby consents to being named and described as a dir |
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| January 6, 2017 |
Exhibit 99.6 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Jagged Peak Energy Inc. (the ?Company?), the undersigned hereby consents to being named and described as a director nominee in the Registration State |
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| January 6, 2017 |
As filed with the Securities and Exchange Commission on January 6, 2017 Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENT Table of Contents As filed with the Securities and Exchange Commission on January 6, 2017 Registration No. |
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| January 6, 2017 |
Exhibit 21.1 Subsidiaries of Jagged Peak Energy Inc.(1) Entity State of Formation Jagged Peak Energy LLC Delaware Jagged Peak Energy Management LLC Delaware Jagged Peak Energy Management Inc. Delaware (1) Following the completion of the corporate reorganization described in the prospectus that forms a part of this registration statement. |
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| January 6, 2017 |
Exhibit 99.4 Consent of Director Nominee Pursuant to Rule 438 of Regulation C promulgated under the Securities Act of 1933, as amended (the ?Securities Act?), in connection with the Registration Statement on Form S-1 (the ?Registration Statement?) of Jagged Peak Energy Inc. (the ?Company?), the undersigned hereby consents to being named and described as a director nominee in the Registration State |
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| January 6, 2017 |
Exhibit 4.1 ZQ|CERT#|COY|CLS|RGSTRY|ACCT#|TRANSTYPE|RUN#|TRANS# . COMMON STOCK PAR VALUE $0.01 COMMON STOCK THIS CERTIFICATE IS TRANSFERABLE IN CANTON, MA, JERSEY CITY, NJ AND COLLEGE STATION, TX Certificate Number ZQ00000000 Shares * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * * * * * * * * * * * * * * * * * 000000 * * * * * |
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| January 6, 2017 |
MASTER REORGANIZATION AGREEMENT Exhibit 2.1 MASTER REORGANIZATION AGREEMENT This Master Reorganization Agreement (this ?Agreement?), dated as of [?], 2017 (the ?Effective Date?), is entered into by and among Jagged Peak Energy LLC, a Delaware limited liability company (?Jagged Peak LLC?), Q-Jagged Peak Energy Investment Partners, LLC, a Delaware limited liability company (?Q-Jagged Peak?), Jagged Peak Energy Inc., a Delaware cor |
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| January 6, 2017 |
Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF JAGGED PEAK ENERGY INC. A Delaware Corporation Date of Adoption: [?], 201[?] TABLE OF CONTENTS Page ARTICLE I OFFICES Section 1.01 Registered Office 1 Section 1.02 Other Offices 1 ARTICLE II STOCKHOLDERS Section 2.01 Place of Meetings 1 Section 2.02 Quorum; Adjournment of Meetings 1 Section 2.03 Annual Meetings 2 Section 2.04 Special Meetings 2 Section 2. |
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| January 6, 2017 |
FORM OF REGISTRATION RIGHTS AGREEMENT Exhibit 4.2 FORM OF REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of , 2017, by and among Jagged Peak Energy Inc., a Delaware corporation (the ?Company?), and each of the other parties listed on the signature pages hereto (the ?Initial Holders? and, together with the Company, the ?Parties?). WHEREAS, in connection with, and in consi |
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| January 6, 2017 |
FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION JAGGED PEAK ENERGY INC. Exhibit 3.1 FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF JAGGED PEAK ENERGY INC. Jagged Peak Energy Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware as set forth in Title 8 of the Delaware Code (the ?DGCL?), hereby certifies as follows: 1. The original Certificate of Incorporation of the Corporation (the ?Orig |
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| December 19, 2016 |
Exhibit 10.2 Execution Version AMENDMENT NO. 1 AND AGREEMENT This Amendment No. 1 and Agreement (this ?Agreement?) dated as of April 26, 2016 (the ?Effective Date?), is among Jagged Peak Energy LLC, a Delaware limited liability company (the ?Borrower?), the guarantors party hereto (the ?Guarantors?), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the ?Administra |
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| December 19, 2016 |
Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of June 19, 2015 Among JAGGED PEAK ENERGY LLC as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent and Issuing Lender, and THE LENDERS NAMED HEREIN as Lenders $500,000,000 WELLS FARGO SECURITIES, LLC AS LEAD ARRANGER AND SOLE BOOKRUNNER TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND ACCOUNTING TERMS 1 Section 1.1 Cer |
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| December 19, 2016 |
621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 Exhibit 99.3 FAX (303) 623-4258 621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 December 15, 2016 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold interests of Jagge |
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| December 19, 2016 |
Exhibit 99.2 FAX (303) 623-4258 621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 February 26, 2016 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold interests of Jagge |
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| December 19, 2016 |
EX-10.4 5 a2230511zex-104.htm EX-10.4 Exhibit 10.4 Execution Version AMENDMENT NO. 3 AND AGREEMENT This Amendment No. 3 and Agreement (this “Agreement”) dated as of September 30, 2016 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), the guarantors party hereto (the “Guarantors”), Wells Fargo Bank, National Association, as administrativ |
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| December 19, 2016 |
Exhibit 10.8 EXECUTION COPY EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made effective as of this 3rd day of April, 2013 (the ?Effective Date?), by and among JAGGED PEAK ENERGY MANAGEMENT LLC, a Delaware limited liability company (the ?Company?), and Joseph N. Jaggers, III (?Executive?). Terms used in this Agreement and not otherwise defined shall have |
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| December 19, 2016 |
As filed with the Securities and Exchange Commission on December 19, 2016 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on December 19, 2016 Registration No. |
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| December 19, 2016 |
Exhibit 10.9 EXECUTION COPY EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made effective as of this 3rd day of April, 2013 (the ?Effective Date?), by and among JAGGED PEAK ENERGY MANAGEMENT LLC, a Delaware limited liability company (the ?Company?), and Gregory S. Hinds (?Executive?). Terms used in this Agreement and not otherwise defined shall have the re |
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| December 19, 2016 |
Exhibit 99.1 FAX (303) 623-4258 621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 March 6, 2015 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold interests of Jagged Pe |
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| December 19, 2016 |
Exhibit 10.3 Execution Version AMENDMENT NO. 2 AND AGREEMENT This Amendment No. 2 and Agreement (this ?Agreement?) dated as of June 29, 2016 (the ?Effective Date?), is among Jagged Peak Energy LLC, a Delaware limited liability company (the ?Borrower?), the guarantors party hereto (the ?Guarantors?), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the ?Administrat |
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| November 18, 2016 |
November 18, 2016 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: Jagged Peak Energy Inc. Draft Registration Statement on Form S-1 Submitted October 11, 2016 CIK No. 0001685715 Ladies and Gentlemen: Set forth below are the responses of Jagged Peak Energy Inc. (the Company, we, |
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| November 18, 2016 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on November 18, 2016 Registration No. |
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| October 11, 2016 |
Exhibit 10.4 Execution Version AMENDMENT NO. 3 AND AGREEMENT This Amendment No. 3 and Agreement (this ?Agreement?) dated as of September 30, 2016 (the ?Effective Date?), is among Jagged Peak Energy LLC, a Delaware limited liability company (the ?Borrower?), the guarantors party hereto (the ?Guarantors?), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the ?Admini |
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| October 11, 2016 |
Exhibit 10.2 Execution Version AMENDMENT NO. 1 AND AGREEMENT This Amendment No. 1 and Agreement (this “Agreement”) dated as of April 26, 2016 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), the guarantors party hereto (the “Guarantors”), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administra |
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| October 11, 2016 |
Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of June 19, 2015 Among JAGGED PEAK ENERGY LLC as Borrower, WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent and Issuing Lender, and THE LENDERS NAMED HEREIN as Lenders $500,000,000 WELLS FARGO SECURITIES, LLC AS LEAD ARRANGER AND SOLE BOOKRUNNER TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND ACCOUNTING TERMS 1 Section 1.1 Cer |
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| October 11, 2016 |
Exhibit 99.1 FAX (303) 623-4258 621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 March 6, 2015 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold interests of Jagged Pe |
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| October 11, 2016 |
Exhibit 10.3 Execution Version AMENDMENT NO. 2 AND AGREEMENT This Amendment No. 2 and Agreement (this “Agreement”) dated as of June 29, 2016 (the “Effective Date”), is among Jagged Peak Energy LLC, a Delaware limited liability company (the “Borrower”), the guarantors party hereto (the “Guarantors”), Wells Fargo Bank, National Association, as administrative agent (in such capacity, the “Administrat |
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| October 11, 2016 |
As confidentially submitted to the Securities and Exchange Commission on October 11, 2016 DRS 1 filename1.htm Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on October 11, 2016 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Confidential Draft Submission No. 1 Form S-1 REGISTRATION STATEMENT UNDER THE SECUR |
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| October 11, 2016 |
Exhibit 99.2 FAX (303) 623-4258 621 SEVENTEENTH STREET SUITE 1550 DENVER, COLORADO 80293 TELEPHONE (303) 623-9147 February 26, 2016 Jagged Peak Energy LLC 1125 17th Street, Suite 2400 Denver, CO 80202 Gentlemen: At your request, Ryder Scott Company, L.P. (Ryder Scott) has prepared an estimate of the proved reserves, future production, and income attributable to certain leasehold interests of Jagge |
