RSPP / RSP Permian, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

RSP Permian, Inc.
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CIK 1588216
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 RSP Permian, 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 15, 2021 POSASR

- POSASR

POSASR 1 tm213218d1posasr.htm POSASR As filed with the Securities and Exchange Commission on January 15, 2021 Registration No. 333-225609 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Concho Resources Inc.* (Exact Name of Registrant as Specified in Its Charter) Delaware 76-0

August 11, 2020 424B5

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Offering Price Per Unit Maximum Aggregate Offering Price Amount of Registration Fee(1) 2.400% Senior Notes due 2031 $500,000,000 99.761

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-225609 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Offering Price Per Unit Maximum Aggregate Offering Price Amount of Registration Fee(1) 2.400% Senior Notes due 2031 $500,000,000 99.761% $498,805,000 $64,744.89 (1) This filing fee, calculated in accordance

August 10, 2020 424B5

Subject to Completion Preliminary Prospectus Supplement dated August 10, 2020

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-225609 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the

February 14, 2019 SC 13G/A

RSPP / RSP Permian, Inc. / TEACHERS ADVISORS INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.3)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 14, 2019 SC 13G/A

RSPP / RSP Permian, Inc. / TIAA CREF INVESTMENT MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.3)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 13, 2019 SC 13G/A

RSPP / RSP Permian, Inc. / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment

SC 13G/A 1 rsppa321219.htm ROBECO INVESTMENT MANAGEMENT INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* RSP PERMIAN INC (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2018 (Date of Event which Requires Filing of this Statement) Check the appropr

December 28, 2018 POSASR

CXO / Concho Resources, Inc. POSASR

POSASR As filed with the Securities and Exchange Commission on December 28, 2018 Registration No.

December 28, 2018 EX-24.2

Power of Attorney for Steve Gray

EX-24.2 Exhibit 24.2 CONCHO RESOURCES INC. Power of Attorney Each person whose signature appears below constitutes and appoints Timothy A. Leach, Jack F. Harper, C. William Giraud and Travis L. Counts, and each of them severally, his or her true and lawful attorney or attorneys-in-fact and agents, with full power to act with or without the others and with full power of substitution and resubstitut

July 30, 2018 15-12B

RSPP / RSP Permian, Inc. 15-12B

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: 001-36264 RSP Permian, Inc. (Exact name of registrant as specified in

July 19, 2018 S-8 POS

RSPP / RSP Permian, Inc. POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

S-8 POS 1 d550227ds8pos.htm POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 As filed with the Securities and Exchange Commission on July 19, 2018 Registration No. 333-193754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RSP PERMIAN, INC. (Exact Name of Registrant as Specified in

July 19, 2018 POSASR

RSPP / RSP Permian, Inc. POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-3ASR

POSASR 1 d515464dposasr.htm POST-EFFECTIVE AMENDMENT NO.1 TO FORM S-3ASR As filed with the Securities and Exchange Commission on July 19, 2018 Registration No. 333-218081 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RSP PERMIAN, INC. (Exact Name of Registrant as Specified i

July 19, 2018 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

Form 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 19, 2018 RSP Permian, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commissio

July 19, 2018 EX-3.1

Second Amended and Restated Certificate of Incorporation of RSP Permian, Inc., dated July 19, 2018.

EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RSP PERMIAN, INC. FIRST. The name of the corporation is RSP PERMIAN, INC. (the “Corporation”). SECOND. The address of the corporation’s registered office in the State of Delaware is Corporation Service Company, 251 Little Falls Drive, Wilmington, Delaware 19808, County of New Castle. The name of its registered agent at

July 19, 2018 EX-10.1

Non-Competition, Non-Solicitation and Confidentiality Agreement, dated July 18, 2018 by and between RSP Permian, Inc., Concho Resources Inc. and Steven Gray.

EX-10.1 Exhibit 10.1 NON-COMPETITION, NON-SOLICITATION AND CONFIDENTIALITY AGREEMENT This Non-Competition, Non-Solicitation and Confidentiality Agreement (this “Agreement”) is made and entered into by and between RSP Permian, Inc. (the “Company”), Concho Resources Inc. and its affiliates (“Concho”) and Steven Gray (“Executive”) entered into as of July 18, 2018, (the “Effective Date”). Capitalized

July 19, 2018 EX-3.2

Second Amended and Restated Bylaws of RSP Permian, Inc., dated July 19, 2018.

EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF RSP PERMIAN, INC. (the “Corporation”) ARTICLE I Stockholders Section 1.1. Annual Meetings. An annual meeting of stockholders shall be held for the election of directors at such date, time and place either within or without the State of Delaware, or may not be held at any place, but may instead be held solely by means of remote communication

July 19, 2018 EX-99.25

EX-99.25

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 July 30, 2018, pursuant to the provisions of Rule 12d2-2 (a).

July 17, 2018 8-K

Other Events, Submission of Matters to a Vote of Security Holders

8-K 1 d500624d8k.htm FORM 8-K/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): July 17, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of

July 17, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K/425 (Prospectus)

Form 8-K/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): July 17, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commi

July 17, 2018 425

CXO / Concho Resources, Inc. FORM 8-K (Prospectus)

Form 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 17, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-33615 76-0818600 (State or Other Jurisdiction of Incorporation) (Commi

June 19, 2018 425

CXO / Concho Resources, Inc. FILED PURSUANT TO RULE 425 (Prospectus)

Filed Pursuant to Rule 425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) The following is a transcript of a conference presentation that was given by Concho Reso

June 14, 2018 EX-99.2

Concho Resources Inc. Announces Pricing of Senior Unsecured Notes

EX-99.2 Exhibit 99.2 Press Release Concho Resources Inc. Announces Pricing of Senior Unsecured Notes Midland, Texas, June 14, 2018 – Concho Resources Inc. (NYSE: CXO) (“Concho” or the “Company”) today announced that it has priced an offering of a total of $1,600 million aggregate principal amount of senior unsecured notes, consisting of $1,000 million aggregate principal amount of senior unsecured

June 14, 2018 425

CXO / Concho Resources, Inc. FORM 8-K (Prospectus)

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): June 14, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-33615 76-0818600 (State or Other Jurisdiction of Incorporation) (Commission Fil

June 14, 2018 EX-99.1

Concho Resources Inc. Announces Proposed Offering of Senior Unsecured Notes

EX-99.1 Exhibit 99.1 Press Release Concho Resources Inc. Announces Proposed Offering of Senior Unsecured Notes Midland, Texas, June 14, 2018 – Concho Resources Inc. (NYSE: CXO) (“Concho” or the “Company”) today announced that it intends, subject to market conditions, to publicly offer two new series of its senior unsecured notes, one of which will mature in 2028 (the “2028 notes”) and the other in

June 7, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) The following is a transcript of a conference presentation that was given by Concho Resources Inc. on June 6, 2018.

June 7, 2018 DEFM14A

RSPP / RSP Permian, Inc. DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

June 4, 2018 8-K

Other Events

8-K 1 d775961d8k.htm FORM 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): June 4, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incor

June 4, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K (Prospectus)

Form 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): June 4, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commission

May 23, 2018 8-K

Other Events

8-K 1 d587142d8k.htm FORM 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 23, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incor

May 23, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K (Prospectus)

Form 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 23, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commission

May 21, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

Form 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 16, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 21, 2018 EX-10.1

Second Amendment to Credit Agreement dated as of May 16, 2018, by and among RSP Permian, Inc., RSP Permian, L.L.C., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

EX-10.1 Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of May 16, 2018, is among RSP Permian, L.L.C., a Delaware limited liability company (the “Borrower”), each of the undersigned Guarantors, each of the undersigned Lenders and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in such capa

May 18, 2018 425

CXO / Concho Resources, Inc. FORM 8-K (Prospectus)

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 17, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-33615 76-0818600 (Commission File

May 16, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) Citi Global Energy and Utilities Conference MAY 15, 2018 Citi Global Energy & Utilities Conference May 15, 2018

May 3, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) 1Q18 Earnings Call MAY 2, 2018 1Q18 Earnings Call May 2, 2018 The following is a transcript of an investor pres

May 2, 2018 EX-99.1

Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces First Quarter 2018 Financial and Operating Results Dallas, Texas—May 2, 2018—RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today reported financial and operating results for the quarter ended March 31, 2018. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the “SEC”)

May 2, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

Form 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 2, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 2, 2018 EX-99.1

Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces First Quarter 2018 Financial and Operating Results Dallas, Texas—May 2, 2018—RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today reported financial and operating results for the quarter ended March 31, 2018. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the “SEC”)

May 2, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K (Prospectus)

Form 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 2, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 2, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) 1Q 2018 EARRNINGS HIGHLIGHTS CONCHO RECORD PERFORMANCE DELIVERED 27% CRUDE OIL GROWTH YEAR-OVER-YEAR |RAISED FU

May 2, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) 1Q | 2018 Quarterly Update May 1, 2018 Forward-Looking Statements and Other Disclaimers No Offer or Solicitatio

May 2, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) Press Release Concho Resources Inc. Reports First-Quarter 2018 Results Delivered 27% Crude Oil Growth Year-over

May 2, 2018 10-Q

RSPP / RSP Permian, Inc. 10-Q (Quarterly Report)

10-Q 1 rspp2018033110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ý 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

April 30, 2018 8-K

Other Events

FORM 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 27, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commissi

April 30, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K (Prospectus)

FORM 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 27, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commissi

April 30, 2018 425

CXO / Concho Resources, Inc. 8-K (Prospectus)

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 27, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-33615 76-0818600 (State or Other Jurisdiction of Incorporation) (Commissio

April 30, 2018 10-K/A

RSPP / RSP Permian, Inc. FORM 10-K/A (Annual Report)

Form 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 29, 2018 425

RSPP / RSP Permian, Inc. 425 (Prospectus)

425 Filed by RSP Permian, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: RSP Permian, Inc. Commission File No.: 001-36264 MARCH 28, 2018: Concho Resources Inc. to Acquire RSP Permian, Inc. The following is a transcript of an investor presentation that was given by Concho Resources Inc. on Marc

March 29, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) MARCH 28, 2018: Concho Resources Inc. to Acquire RSP Permian, Inc. The following is a transcript of an investor pre

March 28, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) The following email on behalf of Concho Resources Inc. was distributed on March 28, 2018, by RSP Permian, Inc.

March 28, 2018 8-K

Changes in Control of Registrant, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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 27, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commission Fi

March 28, 2018 EX-2.1

Agreement and Plan of Merger, dated as of March 27, 2018, among Concho, Merger Sub and RSP.

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CONCHO RESOURCES INC., GREEN MERGER SUB INC. and RSP PERMIAN, INC. Dated as of March 27, 2018 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 4 2.2 Closing 4 2.3 Effect of the Merger 5 2.4 Certificate of Incorporation of the Survi

March 28, 2018 425

RSPP / RSP Permian, Inc. 425 (Prospectus)

425 Filed by RSP Permian, Inc. Pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934 Subject Company: RSP Permian, Inc. Commission File No.: 001-36264 Date: March 28, 2018 The following email was sent to employees of RSP Permian, Inc. on March 28, 2018. Below is an email sent on Steve Gray’s behalf: March 28, 2018 To Our

March 28, 2018 425

RSPP / RSP Permian, Inc. 8-K (Prospectus)

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 27, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commission Fi

March 28, 2018 EX-2.1

Agreement and Plan of Merger, dated as of March 27, 2018, among Concho, Merger Sub and RSP.

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CONCHO RESOURCES INC., GREEN MERGER SUB INC. and RSP PERMIAN, INC. Dated as of March 27, 2018 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 4 2.2 Closing 4 2.3 Effect of the Merger 5 2.4 Certificate of Incorporation of the Survi

March 28, 2018 EX-2.1

Agreement and Plan of Merger among Concho Resources Inc., RSP Permian, Inc. and Green Merger Sub Inc., dated as of March 27, 2018.

EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CONCHO RESOURCES INC., GREEN MERGER SUB INC. and RSP PERMIAN, INC. Dated as of March 27, 2018 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 4 2.2 Closing 4 2.3 Effect of the Merger 5 2.4 Certificate of Incorporation of the Survi

March 28, 2018 425

CXO / Concho Resources, Inc. FORM 8-K (Prospectus)

FORM 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 27, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-33615 76-0818600 (State or Other Jurisdiction of Incorporation) (Comm

March 28, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

425 Filed by Concho Resources Inc. (Commission File No. 001-33615) Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed under Rule 14a-12 under the

March 28, 2018 425

CXO / Concho Resources, Inc. 425 (Prospectus)

Filed by Concho Resources Inc. (Commission File No. 001-33615) 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: RSP Permian, Inc. (Commission File No. 001-36264) Concho RSP PERMIAN CONCHO TO ACQUIRE RSP PERMIAN Creating Largest Unconventional Shale Producer in the Permian A NA

March 28, 2018 EX-99.1

Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin

EX-99.1 Exhibit 99.1 Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin Midland, Texas and Dallas, Texas, March 28, 2018 – Concho Resources Inc. (NYSE: CXO) and RSP Permian, Inc. (NYSE: RSPP) today announced they have entered into a definitive agreement under which Concho will acquire RSP in an

March 28, 2018 EX-99.2

Permian Basin Consolidation

Exhibit 99.2 Exhibit 99.2 Permian Basin Consolidation March 28, 2018 Forward-Looking Statements and Other Disclaimers No Offer or Solicitation This communication relates to a proposed business combination transaction (the “Transaction”) between RSP Permian, Inc. (“RSP”) and Concho Resources Inc. (“Concho”). This communication is for informational purposes only and does not constitute an offer to s

March 28, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

FORM 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 28, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commissi

March 28, 2018 425

RSPP / RSP Permian, Inc. FORM 8-K (Prospectus)

FORM 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 28, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commissi

March 28, 2018 EX-99.2

Permian Basin Consolidation

EX-99.2 Exhibit 99.2 Exhibit 99.2 Permian Basin Consolidation March 28, 2018 Forward-Looking Statements and Other Disclaimers No Offer or Solicitation This communication relates to a proposed business combination transaction (the “Transaction”) between RSP Permian, Inc. (“RSP”) and Concho Resources Inc. (“Concho”). This communication is for informational purposes only and does not constitute an of

March 28, 2018 EX-99.1

Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin

EX-99.1 Exhibit 99.1 Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin Midland, Texas and Dallas, Texas, March 28, 2018 – Concho Resources Inc. (NYSE: CXO) and RSP Permian, Inc. (NYSE: RSPP) today announced they have entered into a definitive agreement under which Concho will acquire RSP in an

March 28, 2018 425

CXO / Concho Resources, Inc. FORM 8-K (Prospectus)

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 28, 2018 Concho Resources Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-33615 76-0818600 (State or Other Jurisdiction of Incorporation) (Commission Fi

March 28, 2018 EX-99.1

Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin

EX-99.1 Exhibit 99.1 Concho Resources Inc. to Acquire RSP Permian, Inc. in All-Stock Transaction Transaction Creates Largest Unconventional Shale Producer in the Permian Basin Midland, Texas and Dallas, Texas, March 28, 2018 – Concho Resources Inc. (NYSE: CXO) and RSP Permian, Inc. (NYSE: RSPP) today announced they have entered into a definitive agreement under which Concho will acquire RSP in an

March 28, 2018 EX-99.2

Permian Basin Consolidation

EX-99.2 Exhibit 99.2 Exhibit 99.2 Permian Basin Consolidation March 28, 2018 Forward-Looking Statements and Other Disclaimers No Offer or Solicitation This communication relates to a proposed business combination transaction (the “Transaction”) between RSP Permian, Inc. (“RSP”) and Concho Resources Inc. (“Concho”). This communication is for informational purposes only and does not constitute an of

March 26, 2018 8-K

Regulation FD Disclosure

8-K 1 d558072d8k.htm FORM 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 26, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Inc

February 27, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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 27, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

February 27, 2018 EX-99.1

Crude Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Fourth Quarter and Full-Year 2017 Financial and Operating Results, Year-End 2017 Proved Reserves and 2018 Guidance Dallas, Texas - February 27, 2018 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter and year ended December 31, 2017, year-end 2017 proved reserves and

February 27, 2018 EX-12.1

Computation of Ratio of Earnings to Fixed Charges.

Exhibit 12.1 RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Year Ended December 31, Year Ended December 31, 2017 2016 (2) 2015 (2) 2014 (1) 2013 Earnings: Pre-tax income (loss) $ 114,508 $ (43,557 ) $ (29,937 ) $ 160,304 $ 65,000 Add: Loss (gain) from equity investee (1,868 ) (814 ) (8 ) 98 — Add: Interest expense 82,

February 27, 2018 10-K

RSPP / RSP Permian, Inc. FORM 10-K (Annual Report)

10-K 1 a2017123110k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ý 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from

February 27, 2018 EX-99.1

Netherland, Sewell & Associates, Inc. Summary of Reserves at December 31, 2017 (RSP Permian, Inc.).

Exhibit 99.1 February 6, 2018 Mr. Josh Rosinski RSP Permian, Inc. 3141 Hood Street, Suite 500 Dallas, Texas 75219 Dear Mr. Rosinski: In accordance with your request, we have audited the estimates prepared by RSP Permian, Inc. (RSP), as of December 31, 2017, of the proved reserves and future revenue to the RSP interest in certain oil and gas properties located in Texas. It is our understanding that

February 27, 2018 EX-21.1

Subsidiaries of RSP Permian, Inc.

Exhibit 21.1 SUBSIDIARIES RSP Permian, L.L.C., a Delaware limited liability company

February 20, 2018 EX-10.3

Form of Restricted Stock Grant and Award Agreement.

EX-10.3 Exhibit 10.3 RSP PERMIAN, INC. 2014 LONG TERM INCENTIVE PLAN RESTRICTED STOCK GRANT AND AWARD AGREEMENT This restricted stock grant and award agreement (?Agreement?) is made and entered into as of (the ?Date of Grant?) by and between RSP Permian, Inc., a Delaware corporation (the ?Company?), and (the ?Grantee? or ?you?); WHEREAS, the Company in order to induce you to continue to dedicate s

February 20, 2018 EX-10.1

Form of Amendment No. 1 to Restricted Stock Grant and Award Agreement.

EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 OF RESTRICTED STOCK GRANT AND AWARD AGREEMENTS This Amendment No. 1 of Restricted Stock Grant and Award Agreements (this ?Amendment?) is effective as of , with reference to the following facts: RECITALS A. RSP Permian, Inc., a Delaware corporation (the ?Company?) and you entered into those certain Restricted Stock Grant Award Agreements dated as of and (togethe

February 20, 2018 EX-10.4

Form of Restricted Stock Grant and Award Agreement (Performance Vesting).

EX-10.4 Exhibit 10.4 RSP PERMIAN, INC. 2014 LONG TERM INCENTIVE PLAN RESTRICTED STOCK GRANT AND AWARD AGREEMENT (Performance Vesting) This restricted stock grant and award agreement (the ?Agreement?) is made and entered into as of (the ?Date of Grant?) by and between RSP Permian, Inc., a Delaware corporation (the ?Company?), and (the ?Grantee? or ?you?); WHEREAS, the Company in order to induce you

February 20, 2018 EX-10.2

Form of Amendment No. 1 to Restricted Stock Grant and Award Agreement (Performance Vesting).

EX-10.2 Exhibit 10.2 AMENDMENT NO. 1 OF RESTRICTED STOCK GRANT AND AWARD AGREEMENTS (Performance Vesting) This Amendment No. 1 of Restricted Stock Grant and Award Agreements (Performance Vesting) (this ?Amendment?) is effective as of with reference to the following facts: RECITALS A. RSP Permian, Inc., a Delaware corporation (the ?Company?) and you entered into those certain Restricted Stock Grant

February 20, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 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 14, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or other jurisdiction of incorporation) (Commi

February 14, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / TEACHERS ADVISORS INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.2)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 14, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / TIAA CREF INVESTMENT MANAGEMENT LLC Passive Investment

SC 13G/A 1 c90284sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.2)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105

February 13, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / Wallace Family Partnership, LP - SC 13G/A Passive Investment

SC 13G/A 1 d538788dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 3 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate

February 13, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / Collins Ted Jr - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 3 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 12, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RSP PERMIAN INC (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedul

February 12, 2018 SC 13G/A

RSPP / RSP Permian, Inc. / VANGUARD GROUP INC Passive Investment

rsppermianinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: RSP Permian Inc Title of Class of Securities: Common Stock CUSIP Number: 74978Q105 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to des

January 29, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 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): January 28, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commis

January 29, 2018 EX-99.1

RSP Permian, Inc. Announces Passing of Director Ted Collins, Jr.

EX-99.1 2 d524158dex991.htm EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Passing of Director Ted Collins, Jr. Dallas, Texas – January 29, 2018 – RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) announced today that Ted Collins, Jr. passed away unexpectedly on January 28, 2018. Mr. Collins was appointed to the Board of Directors of the Company in January 2014 and had a disti

January 9, 2018 8-K

Regulation FD Disclosure

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, 2018 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission File

November 6, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

Form 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 6, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commis

November 6, 2017 EX-99.1

Crude Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Third Quarter 2017 Financial and Operating Results Dallas, Texas - November 6, 2017 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter ended September 30, 2017. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commissio

November 6, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ý 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

October 23, 2017 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 19, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commis

October 23, 2017 EX-10.1

First Amendment to Credit Agreement dated as of October 19, 2017, by and among RSP Permian, Inc., RSP Permian, L.L.C., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?) dated as of October 19, 2017, is among RSP Permian, Inc., a Delaware corporation (the ?Parent?), RSP Permian, L.L.C., a Delaware limited liability company (the ?Borrower?), each of the undersigned Lenders and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders (in suc

October 12, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / Kayne Richard A - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* RSP PERMIAN, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 74978Q105 (CUSIP Number) October 2, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

October 12, 2017 EX-1.1

Joint Filing Agreement dated October 12, 2017.

EX-1.1 2 s107751ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of RSP Permian, Inc., a Delaware corp

October 5, 2017 424B3

$450,000,000 RSP Permian, Inc. Offer to Exchange Up to $450,000,000 of 5.25% Senior Notes due 2025 That Have Not Been Registered under The Securities Act of 1933, as Amended Up to $450,000,000 of 5.25% Senior Notes due 2025 That Have Been Registered

424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-220508 PROSPECTUS $450,000,000 RSP Permian, Inc. Offer to Exchange Up to $450,000,000 of 5.25% Senior Notes due 2025 That Have Not Been Registered under The Securities Act of 1933, as Amended For Up to $450,000,000 of 5.25% Senior Notes due 2025 That Have Been Registered under The Securities Act of 1933, as Amended Terms

September 26, 2017 CORRESP

RSPP / RSP Permian, Inc. ESP

Acceleration Request Corporate Headquarters: RSP Permian, Inc. 3141 Hood St., Ste. 500 Dallas, Texas 75219-5018 Main: 214-252-2700 Fax: 214-252-2750 September 26, 2017 Via EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-4 (File No. 333-

September 18, 2017 EX-12.1

Computation of Ratio of Earnings to Fixed Charges.

EX-12.1 Exhibit 12.1 RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Six Months Ended June 30, Year Ended December 31, Year Ended December 31, 2017 2016 (2) 2015 (2) 2014 (1) 2013 2012 Earnings: Pre-tax income (loss) $ 102,168 $ (43,557 ) $ (29,937 ) $ 160,304 $ 65,000 $ 35,569 Add: Loss (gain) from equity investee $ (

September 18, 2017 S-4

RSP Permian FORM S-4

Form S-4 Table of Contents As filed with the Securities and Exchange Commission on September 18, 2017 Registration No.

September 18, 2017 EX-25.1

Form T-1 Statement of Eligibility and Qualification under the Trust Indenture Act of 1939 of the Trustee under the Indenture.

EX-25.1 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) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer

September 5, 2017 8-K

Regulation FD Disclosure

8-K 1 d452101d8k.htm FORM 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): September 5, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of

August 7, 2017 EX-99.1

Crude Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Second Quarter 2017 Financial and Operating Results Dallas, Texas?August 7, 2017?RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter ended June 30, 2017. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the ?SE

August 7, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d421152d8k.htm FORM 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 7, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Inc

August 7, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ý 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00

May 26, 2017 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 25, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Commission File No. 001-36264 Delaware 90-1022997 (State or other jurisdiction of incorp

May 26, 2017 EX-99.1.1

JOINT FILING AGREEMENT

EX-99.1.1 2 d357120dex9911.htm EX-99.1.1 Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of RSP Permian, Inc., a Delaware c

May 26, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / Silver Hill Energy Partners Holdings, LLC - SC 13G AMENDMENT NO.3 Passive Investment

SC 13G Amendment No.3 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* RSP PERMIAN, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 74978Q105 (CUSIP Number) May 24, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul

May 24, 2017 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

Form 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 24, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 24, 2017 EX-99.1

RSP Permian, Inc. Appoints Uma L. Datla as Chief Accounting Officer and James Schnoebelen as Chief Information Officer

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Appoints Uma L. Datla as Chief Accounting Officer and James Schnoebelen as Chief Information Officer Dallas, Texas ? May 24, 2017 ? RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) announced today that Uma L. Datla has joined the Company as Chief Accounting Officer. In her role, Ms. Datla will be responsible for all aspects of RSP?s accoun

May 23, 2017 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 18, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 23, 2017 EX-1.1

15,000,000 RSP Permian, Inc. Common Stock UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 Execution Version 15,000,000 RSP Permian, Inc. Common Stock UNDERWRITING AGREEMENT May 18, 2017 Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 Ladies and Gentlemen: Certain stockholders of RSP Permian, Inc., a Delaware corporation (the ?Company?), named in Schedule I attached hereto (each individually a ?Selling Stockholder? and, coll

May 22, 2017 424B7

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Proposed Maximum Aggregate Offering Price(1) Amount of Registration Fees(2) Common Stock, par value $0.01 per share $672,750,000 $77,971.73

Final Prospectus Supplement Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No.

May 18, 2017 424B7

Subject to Completion Preliminary Prospectus Dated May 18, 2017

424B7 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-202823 This preliminary prospectus supplement and the accompanying prospectus relate to an effective registration statement filed with the Securities and Exchange Commission, but is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell the securit

May 18, 2017 S-3ASR

RSP Permian S-3ASR

S-3ASR 1 d395349ds3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on May 18, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 90-1022997 (State or other jurisdictio

May 9, 2017 8-K/A

RSP Permian FORM 8-K/A (Current Report/Significant Event)

Form 8-K/A 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): March 1, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

May 9, 2017 EX-99.1

INDEPENDENT AUDITORS’ REPORT

Exhibit 99.1 Deloitte & Touche LLP 1111 Bagby Suite 4500 Houston, TX 77002 USA Tel: +1 713 982 2000 Fax: +1 713 982 2001 www.deloitte.com INDEPENDENT AUDITORS’ REPORT To the Member of Silver Hill E&P II, LLC Dallas, Texas We have audited the accompanying financial statements of Silver Hill E&P II, LLC (the “Company”), which comprise the balance sheet as of December 31, 2016, and the related statem

May 9, 2017 EX-99.2

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of December 31, 2016 (in thousands) Historical RSP SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 690,776

EX-99.2 Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of December 31, 2016 (in thousands) Historical RSP SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 690,776 $ ? $ (577,455 )(a) $ 113,321 Accounts receivable: Oil and natural gas sales 54,422 12,526 (12,526 )(a) 54,422 Joint interest own

May 2, 2017 10-Q

RSP Permian 10-Q (Quarterly Report)

10-Q 1 rspp2017033110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

May 2, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d383902d8k.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 2, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporati

May 2, 2017 EX-99.1

Natural Gas Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces First Quarter 2017 Financial and Operating Results Dallas, Texas - May 2, 2017 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter ended March 31, 2017. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission (the ?S

April 28, 2017 DEF 14A

RSP Permian DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 21, 2017 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 17, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commissi

March 1, 2017 8-K

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events, Submission of Matters to a Vote of Security Holders

Form 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 24, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Commission File No. 001-36264 Delaware 90-1022997 (State or other jurisdiction of i

March 1, 2017 EX-99.1

RSP Permian, Inc. Completes Second Part of Silver Hill Energy Partners Transaction

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Completes Second Part of Silver Hill Energy Partners Transaction Dallas, Texas?March 1, 2017?RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) has completed the second part of its previously announced acquisitions of Silver Hill Energy Partners, LLC (?SHEP I?) and Silver Hill E&P II, LLC (?SHEP II,? and together with SHEP I, ?Silver Hill?).

March 1, 2017 SC 13G/A

RSP Permian SC 13G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RSP PERMIAN, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 74978Q105 (CUSIP Number) March 1, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

February 27, 2017 EX-99.1

6 Pro Forma 2016 2016 2015 2014 Proved developed reserves: Oil (MBbls) 75,341 65,025 44,128 27,716 Natural gas (MMcf) 86,475 76,255 56,640 35,921 NGLs (MBbls) 20,864 18,759 11,020 8,221 Total (MBoe) 110,617 96,493 64,588 41,924 Proved undeveloped res

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Fourth Quarter and Year-End 2016 Financial and Operating Results, Year-End 2016 Proved Reserves, 2017 Guidance and 2018 and 2019 Production Outlook Dallas, Texas - February 27, 2017 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter and year ended December 31, 2016, y

February 27, 2017 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 27, 2017 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

February 27, 2017 10-K

RSP Permian 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ý 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 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36

February 27, 2017 EX-99.2

February 22, 2017

February 22, 2017 Mr. Josh Rosinski RSP Permian, Inc. 3141 Hood Street, Suite 500 Dallas, Texas 75219 Dear Mr. Rosinski: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2016, to the Silver Hill II Acquisition interest in certain oil and gas properties located in the Delaware Basin, Texas. We completed our evaluation on or about the date

February 27, 2017 EX-12.1

RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Year Ended December 31, Year Ended December 31, 2016 2015 2014 (1) 2013 2012 Earnings: Pre-tax income (loss) $ (43,557 ) $

RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Year Ended December 31, Year Ended December 31, 2016 2015 2014 (1) 2013 2012 Earnings: Pre-tax income (loss) $ (43,557 ) $ (29,937 ) $ 160,304 $ 65,000 $ 35,569 Add: Loss (gain) from equity investee $ (814 ) $ (8 ) $ 98 $ — $ — Add: Interest expense $ 52,724 $ 43,538 $ 14

February 27, 2017 EX-99.1

February 10, 2017

February 10, 2017 Mr. Josh Rosinski RSP Permian, Inc. 3141 Hood Street, Suite 500 Dallas, Texas 75219 Dear Mr. Rosinski: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2016, to the RSP Permian, Inc. (RSP) interest in certain oil and gas properties located in Texas. We completed our evaluation on or about the date of this letter. It is

February 27, 2017 EX-21.1

SUBSIDIARIES

Exhibit 21.1 SUBSIDIARIES RSP Permian, L.L.C., a Delaware limited liability company Silver Hill Energy Partners, LLC, a Delaware limited liability company

February 14, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / TEACHERS ADVISORS INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.1)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 14, 2017 SC 13G/A

RSP Permian ROBECO INVESTMENT MANAGEMENT INC. (Passive Acquisition of More Than 5% of Shares)

rsppa121417.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RSP PERMIAN INC (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to wh

February 14, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / Collins Ted Jr - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 2 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 14, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / TIAA CREF INVESTMENT MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.1)* RSP Permian Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 14, 2017 SC 13G/A

RSP Permian SC 13G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 2 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule purs

February 10, 2017 SC 13G

RSPP / RSP Permian, Inc. / VANGUARD GROUP INC Passive Investment

rsppermianinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: RSP Permian Inc Title of Class of Securities: Common Stock CUSIP Number: 74978Q105 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to des

February 8, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / ACTOIL, LLC - SCHEDULE 13G AMENDMENT NO 2 Passive Investment

Schedule 13G Amendment No 2 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

February 7, 2017 EX-1.1

JOINT FILING AGREEMENT

Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of RSP Permian, Inc., a Delaware corporation, and further agree that this J

February 7, 2017 SC 13G/A

RSPP / RSP Permian, Inc. / KAYNE ANDERSON CAPITAL ADVISORS LP - KAYNE ANDERSON CAPITAL ADVISORS, L.P. SC 13GA 12-31-2016 (RSP PERMIAN INC.) Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RSP PERMIAN, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

January 27, 2017 DEFA14A

RSP Permian DEFA14A

DEFA14A 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 ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

January 26, 2017 DEFM14A

RSP Permian DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 25, 2017 PRER14A

RSP Permian PRER14A

PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 25, 2017 CORRESP

RSP Permian ESP

CORRESP January 25, 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: RSP Permian, Inc. Amendment No. 1 to Preliminary Proxy Filed on Schedule 14A Filed January 18, 2017 File No. 1-36264 Ladies and Gentlemen: We submit this letter in response to comments from the staff of the

January 18, 2017 PRER14A

RSP Permian PRER14A

PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 18, 2017 CORRESP

RSP Permian ESP

CORRESP January 18, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance Office of Natural Resources 100 F Street, N.E. Washington, D.C. 20549-3561 Re: RSP Permian, Inc. Preliminary Proxy Statement filed on Schedule 14A Filed December 19, 2016 Form 8-K Filed on October 13, 2016 File No. 1-36264 Dear Mr. Schwall: We submit this le

December 27, 2016 EX-4.1

Indenture, dated as of December 27, 2016, by and among RSP Permian, Inc., RSP Permian, L.L.C., Silver Hill Energy Partners, LLC and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on December 27, 2016).

Exhibit 4.1 Exhibit 4.1 Execution Copy RSP PERMIAN, INC. AND EACH OF THE GUARANTORS PARTY HERETO 5.25% SENIOR NOTES DUE 2025 INDENTURE Dated as of December 27, 2016 U.S. 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) 7.10 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.05 (b)

December 27, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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): December 27, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

December 27, 2016 EX-4.2

Registration Rights Agreement, dated as of December 27, 2016, by and among RSP Permian, Inc., RSP Permian, L.L.C., Silver Hill Energy Partners, LLC, and Barclays Capital Inc. and RBC Capital Markets, LLC, as representatives of the several initial purchasers (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on December 27, 2016).

EX-4.2 3 d186310dex42.htm EXHIBIT 4.2 Exhibit 4.2 Execution Version $450,000,000 RSP PERMIAN, INC. 5.25% SENIOR NOTES DUE 2025 REGISTRATION RIGHTS AGREEMENT December 27, 2016 BARCLAYS CAPITAL INC. RBC CAPITAL MARKETS, LLC as Representatives for the several Initial Purchasers named in Annex E hereto c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: RSP Perm

December 21, 2016 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): December 21, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission Fil

December 21, 2016 EX-3.1

Amended and Restated Bylaws of RSP Permian, Inc. (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on December 21, 2016).

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF RSP PERMIAN, INC.1 Incorporated under the Laws of the State of Delaware Date of Adoption: January 23, 2014 ARTICLE I OFFICES AND RECORDS SECTION 1.1. Registered Office. The registered office of RSP Permian, Inc. (the ?Corporation?) in the State of Delaware shall be located at 1209 Orange Street, City of Wilmington, County of New Castle, and the nam

December 21, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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): December 19, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

December 21, 2016 EX-10.1

Credit Agreement, dated as of December 19, 2016, among the Company, RSP Permian, L.L.C., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on December 21, 2016).

EX-10.1 2 d474132dex101.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT dated as of December 19, 2016 among RSP Permian, Inc., as Parent, RSP Permian, L.L.C., as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, Comerica Bank, and Citibank, N.A., as Syndication Agents, ABN AMRO Capital USA LLC, BOKF, NA dba Bank of Texas, Royal Bank of Canada, and U.S. Bank National Associa

December 19, 2016 PRE 14A

RSP Permian PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 19, 2016 CORRESP

RSP Permian ESP

SEC Response Letter Corporate Headquarters: RSP Permian, Inc. 3141 Hood St., Ste. 500 Dallas, Texas 752119-5018 Main: 214-252-2700 Fax: 214-252-2750 December 19, 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: RSP Permian, Inc. Form 10-K for Fiscal Year Ended December 31, 20

December 13, 2016 EX-10.1

Purchase Agreement dated as of December 12, 2016, by and among the Company, the Guarantors and Barclays Capital Inc. and RBC Capital Markets, LLC, as representatives of the several initial purchasers (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on December 13, 2016).

EX-10.1 Exhibit 10.1 Execution Version $450,000,000 RSP PERMIAN, INC. 5.25% SENIOR NOTES DUE 2025 PURCHASE AGREEMENT December 12, 2016 BARCLAYS CAPITAL INC. RBC CAPITAL MARKETS, LLC As Representatives of the several Initial Purchasers named in Schedule I attached hereto c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: RSP Permian, Inc., a Delaware corpora

December 13, 2016 8-K

RSP Permian 8-K (Current Report/Significant Event)

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): December 12, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

December 13, 2016 EX-99.1

RSP Permian, Inc. Announces Pricing of Upsized $450 Million Placement of Senior Unsecured Notes

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Pricing of Upsized $450 Million Placement of Senior Unsecured Notes Dallas, Texas ? December 12, 2016 ? RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) announced today the pricing of its private placement to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the ?Securities Act?), of

December 12, 2016 8-K

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): December 12, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission Fil

December 12, 2016 EX-99.1

RSP Permian, Inc. Announces Launch of $350 Million Placement of Senior Unsecured Notes

EX-99.1 2 d310050dex991.htm EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Launch of $350 Million Placement of Senior Unsecured Notes Dallas, Texas – December 12, 2016 – RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) announced today that, subject to market conditions, it intends to offer $350 million aggregate principal amount of senior unsecured notes due 2025 in a private

December 12, 2016 8-K/A

RSP Permian 8-K/A (Current Report/Significant Event)

8-K/A 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): December 12, 2016 (October 13, 2016) RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Inc

December 12, 2016 EX-99.3

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of September 30, 2016 (in thousands) Historical RSPP SHEP I Seller SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equiva

EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of September 30, 2016 (in thousands) Historical RSPP SHEP I Seller SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 22,376 $ 2,552 $ 2,104 $ 72,177 (a)(b)(d) $ 99,209 Accounts receivable: Oil and natural gas sales 36,325 6,034 9,740 (15,

December 12, 2016 EX-99.1

SILVER HILL ENERGY PARTNERS HOLDINGS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015 2016 2015 Crude Oil, Natural Gas, and Natural Gas Liquids $ 37,872,244 $ 9,363,814 Unrealized (Loss) Gain on Derivat

Exhibit 99.1 SILVER HILL ENERGY PARTNERS HOLDINGS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015 (UNAUDITED) 2016 2015 Crude Oil, Natural Gas, and Natural Gas Liquids $ 37,872,244 $ 9,363,814 Unrealized (Loss) Gain on Derivatives (3,343,091 ) 501,650 Realized Gain on Derivatives 896,018 10,751 Total Revenue 35,425,171 9,876,215 Lease Operating Expe

December 12, 2016 EX-99.2

SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO SEPTEMBER 30, 2016 2016 Crude Oil, Natural Gas, and Natural Gas Liquids $ 31,980,056 Unrealized Loss on Derivatives (7,295,80

EX-99.2 Exhibit 99.2 SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO SEPTEMBER 30, 2016 (UNAUDITED) 2016 Crude Oil, Natural Gas, and Natural Gas Liquids $ 31,980,056 Unrealized Loss on Derivatives (7,295,803 ) Realized Loss on Derivatives (972,082 ) Total Revenue 23,712,171 Lease Operating Expenses 11,403,879 Impairment o

December 12, 2016 EX-99.1

SILVER HILL ENERGY PARTNERS HOLDINGS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015 2016 2015 Crude Oil, Natural Gas, and Natural Gas Liquids $ 37,872,244 $ 9,363,814 Unrealized (Loss) Gain on Derivat

EX-99.1 2 d309075dex991.htm EX-99.1 Exhibit 99.1 SILVER HILL ENERGY PARTNERS HOLDINGS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015 (UNAUDITED) 2016 2015 Crude Oil, Natural Gas, and Natural Gas Liquids $ 37,872,244 $ 9,363,814 Unrealized (Loss) Gain on Derivatives (3,343,091 ) 501,650 Realized Gain on Derivatives 896,018 10,751 Total Revenue 35,42

December 12, 2016 EX-99.3

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of September 30, 2016 (in thousands) Historical RSPP SHEP I Seller SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equiva

EX-99.3 Exhibit 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS RSP Permian, Inc. Pro Forma Combined Balance Sheet as of September 30, 2016 (in thousands) Historical RSPP SHEP I Seller SHEP II Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 22,376 $ 2,552 $ 2,104 $ 72,177 (a)(b)(d) $ 99,209 Accounts receivable: Oil and natural gas sales 36,325 6,034 9,740 (15,

December 12, 2016 EX-99.2

SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO SEPTEMBER 30, 2016 2016 Crude Oil, Natural Gas, and Natural Gas Liquids $ 31,980,056 Unrealized Loss on Derivatives (7,295,80

EX-99.2 Exhibit 99.2 SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO SEPTEMBER 30, 2016 (UNAUDITED) 2016 Crude Oil, Natural Gas, and Natural Gas Liquids $ 31,980,056 Unrealized Loss on Derivatives (7,295,803 ) Realized Loss on Derivatives (972,082 ) Total Revenue 23,712,171 Lease Operating Expenses 11,403,879 Impairment o

December 12, 2016 DEFA14A

RSP Permian 8-K/A

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): December 12, 2016 (October 13, 2016) RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorpora

December 9, 2016 SC 13G

RSPP / RSP Permian, Inc. / Silver Hill Energy Partners Holdings, LLC - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RSP PERMIAN, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 74978Q105 (CUSIP Number) November 28, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

December 9, 2016 EX-99.1.1

JOINT FILING AGREEMENT

EX-99.1.1 2 d306735dex9911.htm EX-99.1.1 Exhibit 1.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the common stock, par value $0.01 per share, of RSP Permian, Inc., a Delaware c

November 28, 2016 EX-99.1

2

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Completes First Part of Silver Hill Energy Partners Transaction Dallas, Texas - November 28, 2016 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) has completed the first part of its previously announced acquisitions of Silver Hill Energy Partners, LLC (?SHEP I?) and Silver Hill E&P II, LLC (?SHEP II,? and together with SHEP I, ?Silver H

November 28, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 28, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

November 28, 2016 DEFA14A

RSP Permian FORM 8-K

Form 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 28, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

November 28, 2016 EX-99.1

2

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Completes First Part of Silver Hill Energy Partners Transaction Dallas, Texas - November 28, 2016 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) has completed the first part of its previously announced acquisitions of Silver Hill Energy Partners, LLC (?SHEP I?) and Silver Hill E&P II, LLC (?SHEP II,? and together with SHEP I, ?Silver H

November 1, 2016 EX-99.1

Crude Oil Hedges

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Third Quarter 2016 Financial and Operating Results Dallas, Texas?November 1, 2016?RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter ended September 30, 2016. In addition, the Company filed its Quarterly Report on Form 10-Q with the Securities and Exchange Commission (t

November 1, 2016 8-K

RSP Permian 8-K (Current Report/Significant Event)

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 1, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

November 1, 2016 10-Q

RSP Permian 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

October 18, 2016 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d61873d8k.htm FORM 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 13, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of In

October 18, 2016 EX-1.1

22,000,000 RSP Permian, Inc. Common Stock UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 Execution Version 22,000,000 RSP Permian, Inc. Common Stock UNDERWRITING AGREEMENT October 13, 2016 BARCLAYS CAPITAL INC. As Representative of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: RSP Permian, Inc., a Delaware corporation (the ?Company?) proposes to sell an aggreg

October 17, 2016 424B5

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price(2) Amount of Registration Fees(3) Common Stock, par v

Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-202823 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered(1) Proposed Maximum Offering Price per Security Proposed Maximum Aggregate Offering Price(2) Amount of Registration Fees(3) Common Stock, par value $0.01 per share 25,300,000 $39.75 $1,005,675,000 $116,557.73 (1) I

October 13, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 13, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commis

October 13, 2016 EX-99.1

2

EX-99.1 2 d273144dex991.htm EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Prices Upsized Public Offering of Common Stock Dallas, Texas — October 13, 2016 — RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today announced that it has priced an underwritten public offering of 22,000,000 shares of its common stock at $39.75 per share. The offering was upsized to 22,000,000 shares of comm

October 13, 2016 424B5

Subject to Completion, dated October 13, 2016

PRELIMINARY PROSPECTUS SUPPLEMENT Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No.

October 13, 2016 EX-99.9

October 12, 2016

Exhibit 99.9 October 12, 2016 Mr. Emery M. Petrof III Silver Hill Energy Partners, LLC 5949 Sherry Lane, Suite 1550 Dallas, Texas 75225 Dear Mr. Petrof: In accordance with your request, we have estimated the proved reserves and future revenue, as of June 30, 2016, to the Silver Hill Energy Partners, LLC (Silver Hill) interest in certain oil and gas properties located in the Delaware Basin, Texas.

October 13, 2016 EX-99.1

Crude Oil Hedges

Exhibit 99.1 News Release RSP Permian Announces $2.4 Billion Acquisition of Silver Hill Energy Partners and Provides Updates Dallas, Texas — October 13, 2016 — RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today announced it has entered into definitive agreements to acquire Silver Hill Energy Partners, LLC (“SHEP I”) and Silver Hill E&P II, LLC (“SHEP II,” and together with SHEP I, “Silv

October 13, 2016 EX-4.3

FORM OF REGISTRATION RIGHTS AGREEMENT

EX-4.3 Exhibit 4.3 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of , 2017 (this “Agreement”), is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and the holders of Company Common Stock listed on the signature page hereof. RECITALS WHEREAS, on October , 2016, the Company entered into a Membership Interest Purchase and Sale Agreement by a

October 13, 2016 EX-4.2

FORM OF REGISTRATION RIGHTS AGREEMENT

EX-4.2 Exhibit 4.2 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of , 2016 (this “Agreement”), is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and the holders of Company Common Stock listed on the signature page hereof. RECITALS WHEREAS, on October , 2016, the Company entered into a Membership Interest Purchase and Sale Agreement by a

October 13, 2016 EX-10.2

Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners II, LLC, as Seller, Silver Hill E&P II, LLC, the Company, RSP Permian, L.L.C., as Buyer RSP Permian, Inc., as Parent Dated as of October 13, 2016 Table of Conten

EX-10.2 Exhibit 10.2 Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners II, LLC, as Seller, Silver Hill E&P II, LLC, the Company, RSP Permian, L.L.C., as Buyer and RSP Permian, Inc., as Parent Dated as of October 13, 2016 Table of Contents Page Article I. Definitions and References 1 Section 1.1. Defined Terms 1 Section 1.2. Certain Additional Defined Terms 16

October 13, 2016 EX-99.9

October 12, 2016

Exhibit 99.9 October 12, 2016 Mr. Emery M. Petrof III Silver Hill Energy Partners, LLC 5949 Sherry Lane, Suite 1550 Dallas, Texas 75225 Dear Mr. Petrof: In accordance with your request, we have estimated the proved reserves and future revenue, as of June 30, 2016, to the Silver Hill Energy Partners, LLC (Silver Hill) interest in certain oil and gas properties located in the Delaware Basin, Texas.

October 13, 2016 EX-99.6

STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES OF THE CONCHO PROPERTIES WORKING INTEREST For the period from January 1, 2016 to February 25, 2016 (in thousands) Revenues: Oil Sales $ 3,862 Natural gas and natural gas liquids 186 Total revenues 4

EX-99.6 Exhibit 99.6 STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES OF THE CONCHO PROPERTIES WORKING INTEREST For the period from January 1, 2016 to February 25, 2016 (in thousands) Revenues: Oil Sales $ 3,862 Natural gas and natural gas liquids 186 Total revenues 4,048 DIRECT OPERATING EXPENSES: Total direct operating expenses 1,993 REVENUES IN EXCESS OF DIRECT OPERATING EXPENSES $ 2,055 See

October 13, 2016 EX-99.3

SWAPS Production Year Annual Volumes (barrels) Swap Price WTI (NYMEX) 2016 116,388 $ 52.36 2017 63,875 $ 54.67 2018 68,620 $ 56.29 Production Year Annual Volumes (barrels) Put Price WTI (NYMEX) Call Price WTI (NYMEX) 2016 33,053 $ 45.00 $ 60.40 2017

Exhibit 99.3 Deloitte & Touche LLP Suite 4500 1111 Bagby Street Houston, TX 77002-4196 USA Tel: +1 713 982 2000 Fax: +1 713 982 2001 www.deloitte.com INDEPENDENT AUDITORS’ REPORT To the Members of Silver Hill Energy Partners, LLC: We have audited the accompanying consolidated financial statements of Silver Hill Energy Partners, LLC (the “Company”), which comprise the consolidated balance sheets as

October 13, 2016 EX-99.10

October 12, 2016

Exhibit 99.10 October 12, 2016 Mr. Emery M. Petrof III Silver Hill E&P II, LLC 5949 Sherry Lane, Suite 1550 Dallas, Texas 75225 Dear Mr. Petrof: In accordance with your request, we have estimated the proved reserves and future revenue, as of June 30, 2016, to the Silver Hill E&P II, LLC (Silver Hill II) interest in certain oil and gas properties located in the Delaware Basin, Texas. We completed o

October 13, 2016 EX-99.6

STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES OF THE CONCHO PROPERTIES WORKING INTEREST For the period from January 1, 2016 to February 25, 2016 (in thousands) Revenues: Oil Sales $ 3,862 Natural gas and natural gas liquids 186 Total revenues 4

Exhibit 99.6 STATEMENT OF REVENUES AND DIRECT OPERATING EXPENSES OF THE CONCHO PROPERTIES WORKING INTEREST For the period from January 1, 2016 to February 25, 2016 (in thousands) Revenues: Oil Sales $ 3,862 Natural gas and natural gas liquids 186 Total revenues 4,048 DIRECT OPERATING EXPENSES: Total direct operating expenses 1,993 REVENUES IN EXCESS OF DIRECT OPERATING EXPENSES $ 2,055 See accompa

October 13, 2016 EX-99.4

SILVER HILL ENERGY PARTNERS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015 2016 2015 Crude oil, natural gas, and natural gas liquids 19,773,221 4,830,967 Unrealized loss on derivatives (3,634,015 ) — Realiz

EX-99.4 Exhibit 99.4 SILVER HILL ENERGY PARTNERS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015 (UNAUDITED) 2016 2015 Crude oil, natural gas, and natural gas liquids 19,773,221 4,830,967 Unrealized loss on derivatives (3,634,015 ) — Realized gain on derivatives 722,502 — Total Revenue 16,861,708 4,830,967 Lease Operating Expenses 6,299,012 2,009,834 Impa

October 13, 2016 EX-99.2

2

EX-99.2 11 d272048dex992.htm EX-99.2 Exhibit 99.2 News Release RSP Permian, Inc. Announces Public Offering of Common Stock Dallas, Texas — October 13, 2016 — RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today announced the commencement of an underwritten public offering of 20,000,000 shares of its common stock. The Company has granted the underwriters a 30-day option to purchase up to a

October 13, 2016 EX-4.3

Registration Rights Agreement, dated as of March 1, 2017, by and between RSP Permian, Inc. and Silver Hill Energy Partners II, LLC (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on October 13, 2016).

EX-4.3 Exhibit 4.3 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of , 2017 (this “Agreement”), is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and the holders of Company Common Stock listed on the signature page hereof. RECITALS WHEREAS, on October , 2016, the Company entered into a Membership Interest Purchase and Sale Agreement by a

October 13, 2016 EX-10.1

Membership Interest Purchase and Sale Agreement, dated as of October 13, 2016, by and among Silver Hill Energy Partners Holdings, LLC, Silver Hill Energy Partners, LLC, RSP Permian, L.L.C. and the Company (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on October 13, 2016).

Exhibit 10.1 Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners Holdings, LLC, as Seller, Silver Hill Energy Partners, LLC, the Company, RSP Permian, L.L.C., as Buyer and RSP Permian, Inc., as Parent Dated as of October 13, 2016 Table of Contents Page Article I. Definitions and References 1 Section 1.1. Defined Terms 1 Section 1.2. Certain Additional Defined T

October 13, 2016 EX-4.1

FORM OF STOCKHOLDER’S AGREEMENT

EX-4.1 Exhibit 4.1 FORM OF STOCKHOLDER’S AGREEMENT This STOCKHOLDER’S AGREEMENT (this “Agreement”), dated as of , 2016, is entered into by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and Kayne Anderson Capital Advisors, LP, a California limited partnership (“Kayne Anderson”). RECITALS WHEREAS, the Company is a party to (i) that certain Membership Interest Purchase and Sale

October 13, 2016 EX-4.2

Registration Rights Agreement, dated as of November 28, 2016, by and between RSP Permian, Inc. and Silver Hill Energy Partners Holdings, LLC (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on October 13, 2016).

EX-4.2 Exhibit 4.2 FORM OF REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT, dated as of , 2016 (this “Agreement”), is by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and the holders of Company Common Stock listed on the signature page hereof. RECITALS WHEREAS, on October , 2016, the Company entered into a Membership Interest Purchase and Sale Agreement by a

October 13, 2016 EX-99.2

2

Exhibit 99.2 News Release RSP Permian, Inc. Announces Public Offering of Common Stock Dallas, Texas — October 13, 2016 — RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today announced the commencement of an underwritten public offering of 20,000,000 shares of its common stock. The Company has granted the underwriters a 30-day option to purchase up to an additional 3,000,000 shares of the

October 13, 2016 EX-99.5

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Exhibit 99.5 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Members Silver Hill Energy Partners II, LLC We have audited the accompanying statements of revenues and direct operating expenses (the Statements) of the working interests in the oil and gas properties acquired by Silver Hill Energy Partners II, LLC (the Concho Properties Working Interest) for the years ended December 31, 2015 and 201

October 13, 2016 EX-99.8

RSP PERMIAN, INC. PRO FORMA COMBINED BALANCE SHEET AS OF JUNE 30, 2016 (in thousands) Historical RSP Permian SHEP I LLC SHEP II LLC Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 32,855 $ 5,516 $ 4,023 $ (24,539 ) (a)(

Exhibit 99.8 RSP PERMIAN, INC. PRO FORMA COMBINED BALANCE SHEET AS OF JUNE 30, 2016 (in thousands) Historical RSP Permian SHEP I LLC SHEP II LLC Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 32,855 $ 5,516 $ 4,023 $ (24,539 ) (a)(b)(d) $ 17,855 Accounts receivable: Oil and natural gas sales 32,005 6,000 4,607 (10,607 ) (b) 32,005 Joint interest owners and other 2,3

October 13, 2016 EX-99.8

RSP PERMIAN, INC. PRO FORMA COMBINED BALANCE SHEET AS OF JUNE 30, 2016 (in thousands) Historical RSP Permian SHEP I LLC SHEP II LLC Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 32,855 $ 5,516 $ 4,023 $ (24,539 ) (a)(

Exhibit 99.8 RSP PERMIAN, INC. PRO FORMA COMBINED BALANCE SHEET AS OF JUNE 30, 2016 (in thousands) Historical RSP Permian SHEP I LLC SHEP II LLC Pro Forma Adjustments Total ASSETS Current Assets: Cash and cash equivalents $ 32,855 $ 5,516 $ 4,023 $ (24,539 ) (a)(b)(d) $ 17,855 Accounts receivable: Oil and natural gas sales 32,005 6,000 4,607 (10,607 ) (b) 32,005 Joint interest owners and other 2,3

October 13, 2016 EX-99.5

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

Exhibit 99.5 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Members Silver Hill Energy Partners II, LLC We have audited the accompanying statements of revenues and direct operating expenses (the Statements) of the working interests in the oil and gas properties acquired by Silver Hill Energy Partners II, LLC (the Concho Properties Working Interest) for the years ended December 31, 2015 and 201

October 13, 2016 EX-99.3

SWAPS Production Year Annual Volumes (barrels) Swap Price WTI (NYMEX) 2016 116,388 $ 52.36 2017 63,875 $ 54.67 2018 68,620 $ 56.29 Production Year Annual Volumes (barrels) Put Price WTI (NYMEX) Call Price WTI (NYMEX) 2016 33,053 $ 45.00 $ 60.40 2017

Exhibit 99.3 Deloitte & Touche LLP Suite 4500 1111 Bagby Street Houston, TX 77002-4196 USA Tel: +1 713 982 2000 Fax: +1 713 982 2001 www.deloitte.com INDEPENDENT AUDITORS’ REPORT To the Members of Silver Hill Energy Partners, LLC: We have audited the accompanying consolidated financial statements of Silver Hill Energy Partners, LLC (the “Company”), which comprise the consolidated balance sheets as

October 13, 2016 EX-99.10

October 12, 2016

EX-99.10 Exhibit 99.10 October 12, 2016 Mr. Emery M. Petrof III Silver Hill E&P II, LLC 5949 Sherry Lane, Suite 1550 Dallas, Texas 75225 Dear Mr. Petrof: In accordance with your request, we have estimated the proved reserves and future revenue, as of June 30, 2016, to the Silver Hill E&P II, LLC (Silver Hill II) interest in certain oil and gas properties located in the Delaware Basin, Texas. We co

October 13, 2016 EX-10.2

Membership Interest Purchase and Sale Agreement, dated as of October 13, 2016, by and among Silver Hill Energy Partners II, LLC, Silver Hill E&P II, LLC, RSP Permian, L.L.C. and the Company (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on October 13, 2016).

EX-10.2 Exhibit 10.2 Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners II, LLC, as Seller, Silver Hill E&P II, LLC, the Company, RSP Permian, L.L.C., as Buyer and RSP Permian, Inc., as Parent Dated as of October 13, 2016 Table of Contents Page Article I. Definitions and References 1 Section 1.1. Defined Terms 1 Section 1.2. Certain Additional Defined Terms 16

October 13, 2016 EX-99.7

SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO JUNE 30, 2016 Crude oil, natural gas, and natural gas liquids 13,626,988 Unrealized Loss on Derivatives (9,170,525 ) Realized

EX-99.7 Exhibit 99.7 SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO JUNE 30, 2016 (UNAUDITED) Crude oil, natural gas, and natural gas liquids 13,626,988 Unrealized Loss on Derivatives (9,170,525 ) Realized Loss on Derivatives (525,869 ) Total Revenue 3,930,594 Lease Operating Expenses 4,034,404 Impairment of Oil and Gas

October 13, 2016 EX-99.7

SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO JUNE 30, 2016 Crude oil, natural gas, and natural gas liquids 13,626,988 Unrealized Loss on Derivatives (9,170,525 ) Realized

Exhibit 99.7 SILVER HILL ENERGY PARTNERS II, LLC CONSOLIDATED STATEMENT OF OPERATIONS FOR THE PERIOD FROM JANUARY 12, 2016 (INCEPTION) TO JUNE 30, 2016 (UNAUDITED) Crude oil, natural gas, and natural gas liquids 13,626,988 Unrealized Loss on Derivatives (9,170,525 ) Realized Loss on Derivatives (525,869 ) Total Revenue 3,930,594 Lease Operating Expenses 4,034,404 Impairment of Oil and Gas Properti

October 13, 2016 EX-99.1

Crude Oil Hedges

Exhibit 99.1 News Release RSP Permian Announces $2.4 Billion Acquisition of Silver Hill Energy Partners and Provides Updates Dallas, Texas — October 13, 2016 — RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today announced it has entered into definitive agreements to acquire Silver Hill Energy Partners, LLC (“SHEP I”) and Silver Hill E&P II, LLC (“SHEP II,” and together with SHEP I, “Silv

October 13, 2016 EX-4.1

Stockholder’s Agreement, dated as of November 28, 2016, by and between the Company and Kayne Anderson Capital Advisors, LP (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the SEC on October 13, 2016).

EX-4.1 Exhibit 4.1 FORM OF STOCKHOLDER’S AGREEMENT This STOCKHOLDER’S AGREEMENT (this “Agreement”), dated as of , 2016, is entered into by and among RSP Permian, Inc., a Delaware corporation (the “Company”), and Kayne Anderson Capital Advisors, LP, a California limited partnership (“Kayne Anderson”). RECITALS WHEREAS, the Company is a party to (i) that certain Membership Interest Purchase and Sale

October 13, 2016 EX-10.1

Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners Holdings, LLC, as Seller, Silver Hill Energy Partners, LLC, the Company, RSP Permian, L.L.C., as Buyer RSP Permian, Inc., as Parent Dated as of October 13, 2016

EX-10.1 Exhibit 10.1 Membership Interest Purchase and Sale Agreement by and among Silver Hill Energy Partners Holdings, LLC, as Seller, Silver Hill Energy Partners, LLC, the Company, RSP Permian, L.L.C., as Buyer and RSP Permian, Inc., as Parent Dated as of October 13, 2016 Table of Contents Page Article I. Definitions and References 1 Section 1.1. Defined Terms 1 Section 1.2. Certain Additional D

October 13, 2016 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 13, 2016 RSP PERMIAN, INC

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 13, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

October 13, 2016 DEFA14A

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 13, 2016 RSP PERMIAN, INC

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 13, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

October 13, 2016 EX-99.4

SILVER HILL ENERGY PARTNERS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015 2016 2015 Crude oil, natural gas, and natural gas liquids 19,773,221 4,830,967 Unrealized loss on derivatives (3,634,015 ) — Realiz

Exhibit 99.4 SILVER HILL ENERGY PARTNERS, LLC CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2016 AND 2015 (UNAUDITED) 2016 2015 Crude oil, natural gas, and natural gas liquids 19,773,221 4,830,967 Unrealized loss on derivatives (3,634,015 ) — Realized gain on derivatives 722,502 — Total Revenue 16,861,708 4,830,967 Lease Operating Expenses 6,299,012 2,009,834 Impairment o

October 11, 2016 SC 13G/A

RSPP / RSP Permian, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* RSP Permian, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) September 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

September 6, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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): September 6, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commi

August 8, 2016 10-Q

RSP Permian 10-Q (Quarterly Report)

Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 8, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 8, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commissi

August 8, 2016 EX-99.1

1

EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces Second Quarter 2016 Financial and Operating Results and Updates 2016 Annual Guidance Dallas, Texas - August 8, 2016 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter ended June 30, 2016 and updated its 2016 annual guidance. In addition, the Company filed its Quarterl

June 7, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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): June 7, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission

May 27, 2016 8-K

RSP Permian FORM 8-K (Current Report/Significant Event)

Form 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 25, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Commission File No. 001-36264 Delaware 90-1022997 (State or other jurisdiction of incorp

May 2, 2016 EX-99.1

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EX-99.1 2 d177533dex991.htm EX-99.1 Exhibit 99.1 News Release RSP Permian, Inc. Announces First Quarter 2016 Financial and Operating Results Dallas, Texas - May 2, 2016 - RSP Permian, Inc. (“RSP” or the “Company”) (NYSE: RSPP) today reported financial and operating results for the quarter ended March 31, 2016. In addition, the Company filed its Quarterly Report on Form 10-Q for the quarter ended M

May 2, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d177533d8k.htm FORM 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 2, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorp

May 2, 2016 10-Q

RSP Permian 10-Q (Quarterly Report)

10-Q 1 rspp2016033110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f

April 29, 2016 DEF 14A

RSP Permian DEF 14A

DEF 14A 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 ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

February 25, 2016 10-K

RSP Permian 10-K (Annual Report)

10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 25, 2016 EX-12.1

RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Year Ended December 31, Year Ended December 31, 2015 2014 (1) 2013 2012 2011 Earnings: Pre-tax income (loss) $ (29,937 ) $

RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges (In thousands, except ratios) RSP Permian, Inc. Predecessor Year Ended December 31, Year Ended December 31, 2015 2014 (1) 2013 2012 2011 Earnings: Pre-tax income (loss) $ (29,937 ) $ 160,304 $ 65,000 $ 35,569 $ 131,722 Add: Loss (gain) from equity investee $ (8 ) $ 98 $ — $ — $ — Add: Interest expense $ 43,538 $ 14,031 $ 5,216 $ 3

February 25, 2016 EX-99.1

February 2, 2016

February 2, 2016 Ms. Tamara D. Pollard RSP Permian, Inc. 3141 Hood Street, Suite 500 Dallas, Texas 75219 Dear Ms. Pollard: In accordance with your request, we have audited the estimates prepared by RSP Permian, Inc. (RSP), as of December 31, 2015, of the proved reserves and future revenue to the RSP interest in certain oil and gas properties located in Texas. It is our understanding that the prove

February 25, 2016 EX-21.1

SUBSIDIARIES

EX-21.1 3 a20151231ex211.htm EXHIBIT 21.1 Exhibit 21.1 SUBSIDIARIES RSP Permian, L.L.C., a Delaware limited liability company

February 24, 2016 8-K

RSP Permian CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES (Current Report/Significant Event)

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 24, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission Fil

February 24, 2016 EX-99.1

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Exhibit 99.1 News Release RSP Permian, Inc. Announces Fourth Quarter and Year-End 2015 Financial and Operating Results, Year-End 2015 Proved Reserves and 2016 Capital Plan and Guidance Dallas, Texas - February 24, 2016 - RSP Permian, Inc. (?RSP? or the ?Company?) (NYSE: RSPP) today reported financial and operating results for the quarter and year ended December 31, 2015, year-end 2015 proved reser

February 17, 2016 424B3

$200,000,000 RSP Permian, Inc. Offer to Exchange Up to $200,000,000 of 6.625% Senior Notes due 2022 That Have Not Been Registered under The Securities Act of 1933, as Amended Up to $200,000,000 of 6.625% Senior Notes due 2022 That Have Been Registere

424B3 1 a15-187531424b3.htm PROSPECTUS FILED PURSUANT TO RULE 424(B)(3) Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-209340 PROSPECTUS $200,000,000 RSP Permian, Inc. Offer to Exchange Up to $200,000,000 of 6.625% Senior Notes due 2022 That Have Not Been Registered under The Securities Act of 1933, as Amended For Up to $200,000,000 of 6.625% Senior Notes due 2022 That Hav

February 12, 2016 CORRESP

RSP Permian ESP

CORRESP 1 filename1.htm Corporate Headquarters: RSP Permian, Inc. 3141 Hood St., Ste. 500 Dallas, Texas 75219-5018 Main: 214-252-2700 Fax: 214-252-2750 February 12, 2016 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F. St., N.E. Washington, D.C. 20549 Re: Request for Acceleration of Effectiveness of Registration Statement on Form S-4 (File No. 333-2

February 12, 2016 SC 13G

RSPP / RSP Permian, Inc. / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RSP PERMIAN INC (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rul

February 12, 2016 SC 13G/A

RSP Permian SC 13G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic

February 12, 2016 SC 13G/A

RSP Permian AMENDMENT (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 12, 2016 SC 13G/A

RSPP / RSP Permian, Inc. / Collins Ted Jr - AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 12, 2016 SC 13G/A

RSPP / RSP Permian, Inc. / Natural Gas Partners Ix, L.p. - AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1 RSP Permian, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 74978Q 105 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 11, 2016 SC 13G/A

RSPP / RSP Permian, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* RSP Permian, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sche

February 10, 2016 SC 13G

RSPP / RSP Permian, Inc. / TEACHERS ADVISORS INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.)* RSP Permian, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 10, 2016 SC 13G

RSPP / RSP Permian, Inc. / TIAA CREF INVESTMENT MANAGEMENT LLC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13D-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.)* RSP Permian, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 74978Q105 (CUSIP Number) December 31,

February 10, 2016 CORRESP

RSP Permian ESP

Corporate Headquarters: RSP Permian, Inc. 3141 Hood St., Ste. 500 Dallas, Texas 75219-5018 Main: 214-252-2700 Fax: 214-252-2750 February 10, 2016 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: RSP Permian, Inc. Registration Statement on Form S-4 Filed February 2, 2016 File No. 333-209340 Ladies and Gentlemen: In connection

February 2, 2016 S-4

RSP Permian REGISTRATION OF SECURITIES ISSUED IN BUSINESS COMBINATION TRANSACTIONS

Table of Contents As filed with the Securities and Exchange Commission on February 2, 2016 Registration No.

February 2, 2016 EX-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 o Check if an Application to Determine Eligibility of a Trustee Pursuant t

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 o Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif

February 2, 2016 EX-12.1

RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges

Exhibit 12.1 RSP Permian, Inc. Computation of Ratio of Earnings to Fixed Charges RSP Permian, Inc. Predecessor Nine Months Year Ended Year Ended December 31, Ended September 30, December 31, 2015 2014(1) 2013 2012 2011 Earnings: Pre-tax income $ 1,120 $ 160,304 $ 65,000 $ 35,569 $ 131,722 Add: Loss from equity investee 74 98 ? ? ? Add: Interest expense 30,363 14,031 5,216 3,474 3,472 Add: Estimate

January 6, 2016 8-K

RSP Permian CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES (Current Report/Significant Event)

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 6, 2016 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission File

November 23, 2015 EX-10.1

Surface Use and Settlement Agreement, dated November 17, 2015, by and between Collins & Wallace Holdings, LLC and RSP Permian, L.L.C. (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K (File No. 001-36264) filed with the Commission on November 23, 2015).

Exhibit 10.1 SURFACE USE AND SETTLEMENT AGREEMENT This SURFACE USE & SETTLEMENT AGREEMENT (?Agreement?) is entered into to be effective as of November 17, 2015 (the ?Effective Date?) by and between COLLINS & WALLACE HOLDINGS, LLC, a Texas limited liability company, having an address of 508 W. Wall Street, Suite 1200, Midland, Texas 79701 (?Owner?), and RSP PERMIAN, L.L.C., a Delaware limited liabi

November 23, 2015 8-K

RSP Permian CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES (Current Report/Significant Event)

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 17, 2015 RSP PERMIAN, INC. (Exact name of registrant as specified in its charter) Delaware 001-36264 90-1022997 (State or Other Jurisdiction of Incorporation) (Commission Fil

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