Basic Stats
LEI | 5493003S4AVU6OSXB118 |
CIK | 77159 |
SEC Filings
SEC Filings (Chronological Order)
July 20, 2023 |
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 1-13283 BAYTEX ENERGY USA, INC. (formerly Ranger Oil Corporation) (Exact nam |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2023 As filed with the Securities and Exchange Commission on July 13, 2023 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2023 As filed with the Securities and Exchange Commission on July 13, 2023 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2023 As filed with the Securities and Exchange Commission on July 13, 2023 Registration No. |
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July 14, 2023 |
As filed with the Securities and Exchange Commission on July 13, 2022 As filed with the Securities and Exchange Commission on July 13, 2022 Registration No. |
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June 23, 2023 |
Joint Filing Agreement, dated as of June 23, 2023, among the Reporting Persons. EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Shares of Ranger Oil Corporation dated as of June 23, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule13d-1(k) under the S |
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June 23, 2023 |
Power of Attorney, dated as of December 22, 2022 filed by the Reporting Persons on June 23, 2023. EXHIBIT 99.2 LIMITED POWER OF ATTORNEY Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of Michael Turro, Karl Wachter and Hayley Stein, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Manager or |
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June 23, 2023 |
PVAC / Penn Virginia Corp. / Magnetar Financial LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* RANGER OIL CORPORATION (Name of Issuer) Common Stock Class A, par value $.01 (Title of Class of Securities) 70788V102 (CUSIP Number of Class of Securities) David J. Snyderman Magnetar Capital LLC 1603 Orrington Ave. Evanston, Illinois 60201 (847) 905-44 |
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June 21, 2023 |
PVAC / Penn Virginia Corp. / Juniper Capital III GP, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 2)* RANGER OIL CORPORATION (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities |
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June 20, 2023 |
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 20, 2023 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorpo |
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May 19, 2023 |
BAYTEX PROVIDES UPDATE WITH RESPECT TO CLOSING OF RANGER ACQUISITION Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX PROVIDES UPDATE WITH RESPECT TO CLOSING OF RANGER ACQUISITION CALGARY, ALBERTA (May 18, 2023) - Baytex Energy Corp. (“Baytex”) (TSX, NYSE: BTE) provides an update with respect to closing of the previously announ |
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May 18, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 1 |
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May 16, 2023 |
425 1 tm2310506d13425.htm 425 Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX ENERGY CORP. Annual and Special Meeting of Shareholders held on May 15, 2023 Report of Voting Results pursuant to Section 11.3 of National Instrument 51-102 – Continuous Disclosure |
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May 16, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX RECEIVES SHAREHOLDER APPROVAL FOR ACQUISITION OF RANGER AND REPORTS SHAREHOLDER MEETING RESULTS CALGARY, ALBERTA (May 15, 2023) - Baytex Energy Corp. (“Baytex”) (TSX, NYSE: BTE) is pleased to announce that share |
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May 12, 2023 |
EXHIBIT 99.2 LIMITED POWER OF ATTORNEY Know all by these present, that I, David J. Snyderman, hereby make, constitute and appoint each of Michael Turro, Karl Wachter and Hayley Stein, or any of them acting individually, and with full power of substitution, as my true and lawful attorney-in-fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Manager or |
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May 12, 2023 |
PVAC / Penn Virginia Corp. / Magnetar Financial LLC - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Ranger Oil Corporation (Name of Issuer) Common Stock Class A, par value $.01 (Title of Class of Securities) 70788V102 (CUSIP Number of Class of Securities) David J. Snyderman Magnetar Capital LLC 1603 Orrington Ave. Evanston, Illinoi |
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May 12, 2023 |
EXHIBIT 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Shares of Ranger Oil Corporation dated as of May 12, 2023 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the previsions of Rule13d-1(k) under the Se |
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May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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 March 31, 2023 or ☐ 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: 1-13283 RANGER OIL |
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May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): May 8, 2023 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorpora |
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May 8, 2023 |
Ranger Oil Corporation Reports First Quarter Results Exhibit 99.1 Ranger Oil Corporation Reports First Quarter Results HOUSTON, May 8, 2023 (ACCESSWIRE) – Ranger Oil Corporation (“Ranger” or the “Company”) (Nasdaq:ROCC) today announced financial and operational results for the first quarter of 2023. First Quarter Highlights •Total sales volumes of 48.7 thousand barrels of oil equivalent per day (“Mboe/d”) and crude oil sales volumes of 35.5 thousand |
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April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ 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: 1-13 |
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April 14, 2023 |
BAYTEX PROVIDES UPDATE TO DEBT FINANCING FOR RANGER ACQUISITION Filed by Baytex Energy Corp (Commission File No. 1-32754) Pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 001-13283) BAYTEX PROVIDES UPDATE TO DEBT FINANCING FOR RANGER ACQUISITION CALGARY, ALBERTA (April 13, 2023) - Baytex Energy Corp. (TSX: BTE) (NYSE: BTE) (“Baytex”) announced today the pricing and upsizing to US$800 million aggr |
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April 14, 2023 |
BAYTEX ANNOUNCES PRICING OF UPSIZED PRIVATE OFFERING OF US$800 MILLION OF SENIOR NOTES Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX ANNOUNCES PRICING OF UPSIZED PRIVATE OFFERING OF US$800 MILLION OF SENIOR NOTES CALGARY, ALBERTA (April 13, 2023) - Baytex Energy Corp. (TSX: BTE) (NYSE: BTE) (“Baytex”) is pleased to announce the pricing and up |
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April 13, 2023 |
BAYTEX ANNOUNCES PROPOSED US$750 MILLION PRIVATE OFFERING OF SENIOR NOTES 425 1 tm2312671d1425.htm 425 Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX ANNOUNCES PROPOSED US$750 MILLION PRIVATE OFFERING OF SENIOR NOTES CALGARY, ALBERTA (April 12, 2023) - Baytex Energy Corp. (“Baytex”) (TSX, NYSE: BTE) announced today that it intends |
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April 13, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX ANNOUNCES EXPIRATION OF HART-SCOTT-RODINO WAITING PERIOD RELATING TO THE ACQUISITION OF RANGER OIL CALGARY, ALBERTA (April 13, 2023) - Baytex Energy Corp. (TSX: BTE) (NYSE: BTE) (“Baytex”) announced today the ex |
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April 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex + Ranger Quality North American Oil-Weighted E&P February 28, 2023 • Quality Scale • Significant Accretion • Broadens & Extends Inventory • More Resilient Business • Enhances Shareholder Return • Introducing a Div |
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April 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) NOTICE OF ANNUAL AND SPECIAL MEETING AND INFORMATION CIRCULAR AND PROXY STATEMENT FOR AN ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS OF BAYTEX ENERGY CORP. TO BE HELD MAY 15, 2023 with respect to, among other things, th |
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April 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) 82% Acc 2retion 0 to Fre%e Cash Flow per share & return of capital per share 50% Free Cash Flow for direct shareholder returns Operated production increases to Baytex's board of directors unanimously recommends that sh |
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April 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Companies: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX ENERGY CORP. ANNOUNCES FILING OF THE MANAGEMENT INFORMATION CIRCULAR FOR 2023 ANNUAL AND SPECIAL MEETING OF SHAREHOLDERS CALGARY, ALBERTA (April 10, 2023) - Baytex Energy Corp. ("Baytex", the “Company” or “we”) |
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March 31, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex + Ranger Quality North American Oil-Weighted E&P February 28, 2023 • Quality Scale • Significant Accretion • Broadens & Extends Inventory • More Resilient Business • Enhances Shareholder Return • Introducing a Div |
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March 20, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Company Name: Baytex Energy Corp. (BTE) Explanatory Note: This filing amends the Form 425 that was previously filed on March 10, 2023 by inserting the legend listed below under the heading “IMPORTANT INFORMATION FOR SHAR |
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March 20, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Company Name: Baytex Energy Corp. (BTE) Explanatory Note: This filing amends the Form 425 that was previously filed on March 10, 2023 by inserting the legend listed below under the heading “IMPORTANT INFORMATION FOR SHAR |
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March 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex Energy Corp. Baytex Energy – TD Securities Inc. Virtual Fireside Chat Transcript Date: Thursday March 9, 2023 Time: 10:00 AM ET Speakers: Eric Greager President & Chief Executive Officer, Baytex Energy Menno Hulsh |
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March 10, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex Energy Corp. Baytex Energy – Scotia Howard Weil Energy Conference Transcript Date: Tuesday, March 7, 2023 Time: 2:00 PM ET Speakers: Eric Greager President & Chief Executive Officer, Baytex Energy Jason Bouvier, A |
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March 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ 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: 1-13283 RANGER OIL CORPO |
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March 9, 2023 |
Exhibit 99.1 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 February 2, 2023 Ranger Oil Corporation 16285 Park Ten Place Suite 500 Houston, Texas 77084 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of December 31, 2022, of the extent and value of the estimated net proved oil, condensate, natura |
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March 9, 2023 |
Subsidiaries of Ranger Oil Corporation. Exhibit 21.1 Subsidiaries of Ranger Oil Corporation Name Jurisdiction of Organization Boland Building, LLC Texas Eagleford Gas, LLC Texas Eagleford Gas 2, LLC Texas Eagleford Gas 3, LLC Texas Eagleford Gas 5, LLC Texas Eagleford Gas 7, LLC Texas Eagleford Gas 8, LLC Texas Eagleford Gas 11, LLC Texas La Salle Eagle Ford Gathering Line LLC Texas ROCC BR Disposal LLC Texas ROCC Operating, LLC Texas R |
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March 8, 2023 |
425 Filed by Ranger Oil Corporation (Commission File No. 1-13283) pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Ranger Oil Announces Fourth Quarter and Full-Year 2022 Results Entered into definitive merger agreement with Baytex Energy Reached |
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March 8, 2023 |
EX-99.1 Exhibit 99.1 Ranger Oil Announces Fourth Quarter and Full-Year 2022 Results Entered into definitive merger agreement with Baytex Energy Reached production goal of 50 Mboe/d sooner than expected Produced record annual free cash flow Announced approximately $90 million of shareholder returns since May 2022 HOUSTON, March 8, 2023 (ACCESSWIRE) – Ranger Oil Corporation (“Ranger” or the “Company |
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March 8, 2023 |
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 8, 2023 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorpo |
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March 2, 2023 |
PVAC / Penn Virginia Corp. / Juniper Capital III GP, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.1 to Schedule 13D )* RANGER OIL CORPORATION (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V102 (CUSIP Number) Tim Gray 2727 Allen Parkway, Suite 1850 Houston, Texas 77019 (713) 335-4700 (Name, Ad |
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March 2, 2023 |
EX-99.8 Exhibit 8 Execution Version SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this “Agreement”) is dated as of February 27, 2023, by and among each shareholder of Ranger Oil Corporation, a Virginia corporation (the “Company”), set forth on Schedule A hereto (each, a “Shareholder” and collectively, the “Shareholders”), and Baytex Energy Corp., a company incorporated under the Business Corporations |
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March 1, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex Energy Corp. Baytex Energy + Ranger Oil Conference Call Transcript Date: Tuesday, February 28th, 2023 Time: 6:00 AM MT Speakers: Brian Ector Vice President, Capital Markets Eric Greager President & Chief Executive |
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February 28, 2023 |
EX-99.1 Exhibit 99.1 Ranger Oil Enters into Definitive Merger Agreement with Baytex Energy Ranger Shareholders to Receive $13.31 of cash and 7.49 shares of Baytex per Ranger Share Pro Forma Company will trade on both the NYSE and TSX HOUSTON / February 28, 2023 / (ACCESSWIRE) – Ranger Oil Corporation (Nasdaq: ROCC) (“Ranger” or the “Company”) today announced that it has entered into a definitive a |
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February 28, 2023 |
EX-99.1 Exhibit 99.1 Ranger Oil Enters into Definitive Merger Agreement with Baytex Energy Ranger Shareholders to Receive $13.31 of cash and 7.49 shares of Baytex per Ranger Share Pro Forma Company will trade on both the NYSE and TSX HOUSTON / February 28, 2023 / (ACCESSWIRE) – Ranger Oil Corporation (Nasdaq: ROCC) (“Ranger” or the “Company”) today announced that it has entered into a definitive a |
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February 28, 2023 |
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): February 27, 2023 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact name of registrant as specified in its charter) Virginia 23-1184320 (State or other jurisdiction of |
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February 28, 2023 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BETWEEN BAYTEX ENERGY CORP. AND RANGER OIL CORPORATION DATED AS OF FEBRUARY 27, 2023 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 2 ARTICLE II THE COMPANY MERGER 5 Section 2.1 The Company Merger 5 Section 2.2 Closing 5 Section 2.3 Organizational Document |
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February 28, 2023 |
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, 2023 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact name of registrant as specified in its charter) Virginia 23-1184320 (State or other jurisdiction of inc |
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February 28, 2023 |
425 Filed by Ranger Oil Corporation (Commission File No. 1-13283) pursuant to Rule 425 of the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Email Communications to Ranger Oil Corporation Employees—First Delivered February 28, 2023 Subject: Ranger agrees to merger with B |
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February 28, 2023 |
EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BETWEEN BAYTEX ENERGY CORP. AND RANGER OIL CORPORATION DATED AS OF FEBRUARY 27, 2023 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 Section 1.1 Certain Definitions 2 Section 1.2 Terms Defined Elsewhere 2 ARTICLE II THE COMPANY MERGER 5 Section 2.1 The Company Merger 5 Section 2.2 Closing 5 Section 2.3 Organizational Document |
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February 28, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) Baytex + Ranger Quality North American Oil - Weighted E&P February 28, 2023 • Quality Scale • Significant Accretion • Broadens & Extends Inventory • More Resilient Business • Enhances Shareholder Return • Introducing a D |
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February 28, 2023 |
Filed by Baytex Energy Corp. (Commission File No. 1-32754) pursuant to Rule 425 of the Securities Act of 1933 Subject Company: Ranger Oil Corporation (Commission File No. 1-13283) BAYTEX TO ACQUIRE EAGLE FORD OPERATOR RANGER OIL, ACCELERATES SHAREHOLDER RETURNS AND INTRODUCES A DIVIDEND WITH ENHANCED FREE CASH FLOW CALGARY, ALBERTA (February 28, 2023) - Baytex Energy Corp. ("Baytex", the “Company” |
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February 9, 2023 |
PVAC / Penn VA Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01757-rangeroilcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Ranger Oil Corp. Title of Class of Securities: Common Stock CUSIP Number: 70788V102 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the |
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November 28, 2022 |
PVAC / Penn VA Corp / MILLENNIUM MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RANGER OIL CORPORATION (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 70788V102 (CUSIP Number) NOVEMBER 18, 2022 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuan |
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November 3, 2022 |
Exhibit 10.1 Execution Version FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED CONSTRUCTION AND FIELD GATHERING AGREEMENT This Fifth Amendment (this "Amendment") to the Second Amended and Restated Construction and Field Gathering Agreement is dated as of July 26, 2022 (the "Execution Date") but made effective as of July 1, 2022, by and between Ironwood Shiner Pipeline, LLC, as successor to Nuevo Do |
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November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2022 or ☐ 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: 1-13283 RANGER |
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November 2, 2022 |
Exhibit 99.1 Ranger Oil Corporation Reports Third Quarter Results Exceeded high-end of sales volumes guidance with D&C capital expenditures within guidance Closed additional bolt-on acquisitions and updated share repurchase progress Declares dividend of $0.075/share Increased full-year 2022 sales volumes outlook and updated D&C capital expenditure guidance HOUSTON, November 2, 2022 (ACCESSWIRE) ? |
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November 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): November 2, 2022 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of inco |
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October 21, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): October 19, 2022 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of inco |
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October 21, 2022 |
Exhibit 99.1 Ranger Oil Provides Preliminary Third Quarter 2022 Results Total sales volumes above high-end of guidance Drilling and completion capital expenditures within guidance Company adds third rig in Q4, creating significant momentum for 2023 Approximately $70 million returned to equity holders since May, reducing share count by nearly 5% HOUSTON / October 19, 2022 / (ACCESSWIRE) ? Ranger Oi |
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September 28, 2022 |
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 27, 2022 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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September 28, 2022 |
Exhibit 10.1 Execution Version MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 13 TO CREDIT AGREEMENT This MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 13 TO CREDIT AGREEMENT (?Agreement?) entered into and dated as of September 27, 2022 (the ?Amendment Effective Date?) is among ROCC Holdings, LLC (f/k/a Penn Virginia Holdings, LLC), a Delaware limited liability company (the ?Borrower?), Ranger Oi |
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August 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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 June 30, 2022 or ? 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: 1-13283 RANGER OIL C |
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August 3, 2022 |
Exhibit 10.1 Execution Version AGREEMENT AND AMENDMENT NO. 12 TO CREDIT AGREEMENT This AGREEMENT AND AMENDMENT NO. 12 TO CREDIT AGREEMENT (?Agreement?) entered into and dated as of June 1, 2022 (the ?Amendment Effective Date?) is among Penn Virginia Holdings, LLC (as successor to Penn Virginia Holding Corp.), a Delaware limited liability company (the ?Borrower?), Ranger Oil Corporation (f/k/a Penn |
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August 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): August 2, 2022 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorp |
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August 2, 2022 |
Exhibit 99.1 Ranger Oil Corporation Reports Second Quarter Results Achieved high-end of sales volumes guidance Closed additional bolt-on acquisitions and updated share repurchase progress Increased full-year 2022 sales volumes outlook and updated capital guidance HOUSTON, August 2, 2022 (ACCESSWIRE) – Ranger Oil Corporation (“Ranger” or the “Company”) (Nasdaq:ROCC) today announced financial and op |
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June 15, 2022 |
June 15, 2022 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, N.E. Washington, D.C. 20549 Attention: Mr. John Cannarella and Mr. Karl Hiller Re: Ranger Oil Corporation Form 10-K for the Fiscal Year Ended December 31, 2021 Filed March 8, 2022 File No. 001-13283 Dear Mr. Cannarella and Mr. Hiller: On behalf of Ranger O |
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May 27, 2022 |
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, 2022 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission File |
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May 27, 2022 |
Ranger Oil Corporation Executive Severance Plan Exhibit 10.1 RANGER OIL CORPORATION EXECUTIVE SEVERANCE PLAN Section 1. Purpose. This Plan is established effective as of May 23, 2022, by the Company to offer certain payments and benefits to Participants in the event that their employment with the Company and its subsidiaries is terminated by the Company without Cause or by their resignation with Good Reason. The Plan is intended to be a ?top ha |
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May 5, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 2, 2022 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission File N |
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May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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 March 31, 2022 or ? 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: 1-13283 RANGER OIL |
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May 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): May 4, 2022 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorpora |
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May 4, 2022 |
Exhibit 99.1 Ranger Oil Corporation Reports First Quarter Results Free Cash Flow sets quarterly record Achieved high end of sales volumes guidance on lower capital investments Increased mid-point of full-year 2022 sales volumes outlook and reiterated capital guidance HOUSTON, May 4, 2022 (ACCESSWIRE) ? Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ:ROCC) today announced financial and o |
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April 15, 2022 |
Exhibit 99.1 Ranger Oil Announces $100 Million Share Repurchase Program -Achieves Previously Announced Leverage Target HOUSTON, April 13, 2022 (GLOBE NEWSWIRE) ? Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ: ROCC) today announced that the Company has reduced its leverage to its previously stated target, and its Board of Directors approved a $100 million share repurchase program. As o |
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April 15, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, 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): April 13, 2022 RANGER OIL CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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April 1, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ?) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitte |
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March 9, 2022 |
Exhibit 99.1 March 3, 2022 Ranger Announces Executive Promotion Julia Gwaltney Named SVP, COO HOUSTON, March 03, 2022 (GLOBE NEWSWIRE) ? Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ: ROCC) announced today the promotion of Julia Gwaltney to the role of Senior Vice President and Chief Operating Officer (?COO?) effective immediately. Ms. Gwaltney joined the Company in January 2021 as Se |
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March 9, 2022 |
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 3, 2022 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission File |
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March 8, 2022 |
Subsidiaries of Ranger Oil Corporation. Exhibit 21.1 Subsidiaries of Ranger Oil Corporation Name Jurisdiction of Organization Albany Services, L.L.C. Texas Boland Building, LLC Texas Eagleford Gas, LLC Texas Eagleford Gas 2, LLC Texas Eagleford Gas 3, LLC Texas Eagleford Gas 4, LLC Texas Eagleford Gas 5, LLC Texas Eagleford Gas 6, LLC Texas Eagleford Gas 7, LLC Texas Eagleford Gas 8, LLC Texas Eagleford Gas 10, LLC Texas Eagleford Gas 1 |
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March 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? 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: 1-13283 RANGER OIL CORPO |
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March 8, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): March 7, 2022 Commission File Number: 1-13283 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 23-1184320 (State or other jurisdiction of incorpo |
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March 8, 2022 |
Exhibit 99.1 Ranger Oil Announces Fourth Quarter and Full-Year 2021 Results, Shareholder Return Initiatives and 2022 Outlook - Exceeds Mid-point of Oil Sales Volume Guidance for Q4 2021 - - Targeting $100 Million Share Repurchase Program and Quarterly Dividend - HOUSTON, March 7, 2022 (GLOBE NEWSWIRE) - Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ:ROCC) today announced financial and |
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March 8, 2022 |
concerning evaluation of oil and gas reserves. Exhibit 99.1 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 February 7, 2022 Ranger Oil Corporation 16285 Park Ten Place Suite 500 Houston, Texas 77084 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of December 31, 2021, of the extent and value of the estimated net proved oil, condensate, natura |
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March 8, 2022 |
Exhibit 4.3 DESCRIPTION OF CAPITAL STOCK The following summary of certain provisions of the capital stock of Ranger Oil Corporation (?we,? ?our,? ?us? and ?our company?) does not purport to be complete and is subject to and is qualified in its entirety by our Fourth Amended and Restated Articles of Incorporation (as amended, the ?Articles of Incorporation?) and our Seventh Amended and Restated Byl |
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February 23, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 22, 2022 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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February 23, 2022 |
Exhibit 99.1 Ranger Announces Growth in Total Proved and Proved Developed Reserves of 90% and 82%, Respectively ? PV-10 Value of Proved Developed Reserves of $2.1 Billion at Strip Pricing ? ? Anticipates ~1.0x Leverage(1) Goal Reached by End of First Quarter 2022 ? HOUSTON, Feb. 22, 2022 (GLOBE NEWSWIRE) ? Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ: ROCC) announced today its total |
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February 10, 2022 |
PVAC / Penn VA Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01750-rangeroilcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Ranger Oil Corp. Title of Class of Securities: Common Stock CUSIP Number: 70788V102 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the |
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November 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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, 2021 or ? 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: 1-13283 RANGER |
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November 4, 2021 |
AMENDMENT NO. 10 TO CREDIT AGREEMENT Exhibit 10.4 Execution Version AMENDMENT NO. 10 TO CREDIT AGREEMENT This AMENDMENT NO. 10 TO CREDIT AGREEMENT (?Agreement?), dated as of July 13, 2021 (the ?Amendment Effective Date?), is among Penn Virginia Holdings, LLC (as successor to Penn Virginia Holding Corp.), a Delaware limited liability company (the ?Borrower?), the subsidiaries of Penn Virginia Corporation, a Virginia corporation (?Hold |
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November 3, 2021 |
Exhibit 99.1 Ranger Oil Reports Third Quarter 2021 Results Generates Eighth Consecutive Quarter of Free Cash Flow - - Anticipates Continued Growth in Cash Flow with Low Leverage - HOUSTON, November 3, 2021 (GLOBE NEWSWIRE) - Ranger Oil Corporation ("Ranger" or the "Company") (Nasdaq: ROCC) today announced its financial and operational results for the third quarter 2021. Recent Significant Highligh |
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November 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 3, 2021 RANGER OIL CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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October 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2021 RANGER OIL CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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October 19, 2021 |
Exhibit 3.1 ARTICLES OF AMENDMENT TO THE FOURTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PENN VIRGINIA CORPORATION October 14, 2021 The undersigned, on behalf of the corporation set forth below, pursuant to Title 13.1, Chapter 9, Article 11 of the Code of Virginia (the ?Code?), states as follows: 1. The name of the Corporation is Penn Virginia Corporation (the ?Corporation?). 2. The amend |
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October 19, 2021 |
Exhibit 3.2 Amendment to Seventh Amended and Restated Bylaws of Penn Virginia Corporation This Amendment to the Seventh Amended and Restated Bylaws (the ?Bylaws?) of Penn Virginia Corporation, a Virginia corporation (the ?Corporation?), was approved and adopted by the Board of Directors of the Corporation in accordance with Article 8 of the Bylaws, and is effective as of October 14, 2021 (the ?Eff |
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October 19, 2021 |
Exhibit 99.1 Ranger Oil Provides Third Quarter 2021 and Rebranding Update ? Expects Significant Free Cash Flow Generation ? ? Officially Changes Name to Ranger Oil Corporation ? ? Begins Trading Under NASDAQ Ticker of ROCC; Will Ring Closing Bell on October 18 ? HOUSTON, October 17, 2021 (GLOBE NEWSWIRE) ? Ranger Oil Corporation (?Ranger? or the ?Company?) (NASDAQ: ROCC) today announced an operati |
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October 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) or (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Penn Virginia Corporation (Exact name of registrant as specified in its charter) Virginia 23-1184320 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification |
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October 12, 2021 |
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): October 6, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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October 12, 2021 |
Exhibit 99.1 DESCRIPTION OF CAPITAL STOCK The following summary of certain provisions of the capital stock of Penn Virginia Corporation (?we,? ?our,? ?us? and ?our company?) does not purport to be complete and is subject to and is qualified in its entirety by our Fourth Amended and Restated Articles of Incorporation (?Articles of Incorporation?) and our Seventh Amended and Restated Bylaws (?Bylaws |
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October 7, 2021 |
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 5, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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October 7, 2021 |
Exhibit 99.1 Penn Virginia Closes Merger with Lonestar Resources, Rebranding to Ranger Oil Corporation ? Provides Updated Plans for Combined Company ? ? Continued Focus on Efficiency, Returns and Free Cash Flow Generation ? HOUSTON, October 6, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia? or the ?Company?) (NASDAQ: PVAC) today announced it closed the acquisition of Lonestar Re |
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October 7, 2021 |
EX-10.3 9 d161656dex103.htm EX-10.3 Exhibit 10.3 AMENDED AND RESTATED INVESTOR AND REGISTRATION RIGHTS AGREEMENT This Amended and Restated Investor and Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of October 6, 2021, by and |
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October 7, 2021 |
Exhibit 4.1 SUPPLEMENTAL INDENTURE ? ESCROW MERGER SUPPLEMENTAL INDENTURE, dated as of October 5, 2021 (this ?Supplemental Indenture?), is by and among Penn Virginia Holdings, LLC, a Delaware limited liability company (?Holdings?), each of the parties identified under the caption ?Guarantors? on the signature pages hereto (the ?Guarantors?), and Citibank, N.A., as trustee (the ?Trustee?). W I T N |
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October 7, 2021 |
Exhibit 3.1 ARTICLES OF RESTATEMENT OF ARTICLES OF INCORPORATION OF PENN VIRGINIA CORPORATION The undersigned, on behalf of the corporation set forth below, pursuant to Title 13.1, Chapter 9, Article 11 of the Code of Virginia (the ?Code?), states as follows: 1. The name of the corporation immediately prior to the restatement is Penn Virginia Corporation (the ?Corporation?). 2. The Corporation?s T |
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October 7, 2021 |
Exhibit 10.4 JOINDER AGREEMENT October 6, 2021 BofA Securities, Inc. One Bryant Park New York, New York 10036 As Representative of the Initial Purchasers set forth in Schedule I to the Purchase Agreement Ladies and Gentlemen: Reference is made to the Purchase Agreement (the ?Purchase Agreement?) dated July 27, 2021 initially among Penn Virginia Escrow LLC, a limited liability company organized und |
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October 7, 2021 |
Exhibit 10.2 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PV ENERGY HOLDINGS, L.P. Dated as of October 6, 2021 THE UNITS REPRESENTED BY THIS SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOLD, ASSIGNED, PLEDGED O |
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October 7, 2021 |
Exhibit 3.3 SEVENTH AMENDED AND RESTATED BYLAWS OF PENN VIRGINIA CORPORATION (a Virginia corporation, hereinafter called the ?Corporation?) Effective as of October 6, 2021 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation, and the registered agent of the Corporation at such address, shall be as fixed in the Corporation?s articles of incorporation |
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October 7, 2021 |
Exhibit 10.1 CONTRIBUTION AND EXCHANGE AGREEMENT This CONTRIBUTION AND EXCHANGE AGREEMENT (this ?Agreement?) is dated as of October 6, 2021 (the ?Effective Date?), by and among JSTX Holdings, LLC (?JSTX?), Rocky Creek Resources, LLC (?Rocky Creek? and together with JSTX, the ?Permitted Owners? and each individually, a ?Permitted Owner?), and Penn Virginia Corporation, a Virginia corporation (the ? |
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October 7, 2021 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE ? SUBSIDIARY GUARANTEE SUPPLEMENTAL INDENTURE, dated as of October 6, 2021 (this ?Supplemental Indenture?), is among Penn Virginia Holdings, LLC, a Delaware limited liability company, as successor by way of merger with Penn Virginia Escrow LLC (the ?Company?), each of the parties identified under the caption ?Subsequent Guarantors? on the signature pages hereto ( |
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October 7, 2021 |
Exhibit 3.2 FOURTH AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PENN VIRGINIA CORPORATION ARTICLE I NAME The name of the corporation is Penn Virginia Corporation (hereinafter, the ?Corporation?). ARTICLE II REGISTERED OFFICE AND AGENT The address of the Corporation?s registered office in the Commonwealth of Virginia is 4701 Cox Road, Suite 285, Glen Allen, Henrico County, Virginia 23060. The |
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September 10, 2021 |
Filed by Penn Virginia Corporation pursuant to 425 Filed by Penn Virginia Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Lonestar Resources US Inc. |
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September 7, 2021 |
SHARE ISSUANCE PROPOSAL—YOUR VOTE IS VERY IMPORTANT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-259017 SHARE ISSUANCE PROPOSAL?YOUR VOTE IS VERY IMPORTANT Dear Shareholders of Penn Virginia Corporation: On behalf of the board of directors of Penn Virginia Corporation (?Penn Virginia?), we are pleased to enclose the accompanying proxy statement/consent solicitation statement/prospectus relating to the merger of Penn Virgi |
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September 3, 2021 |
Penn Virginia Corporation 16285 Park Ten Place, Suite 500 Houston, Texas 77084 Penn Virginia Corporation 16285 Park Ten Place, Suite 500 Houston, Texas 77084 September 3, 2021 BY EDGAR United States Securities and Exchange Commission 100 F Street, N. |
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August 24, 2021 |
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 18, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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August 24, 2021 |
EX-10.1 2 d210806dex101.htm EX-10.1 Exhibit 10.1 Execution Version MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 11 TO CREDIT AGREEMENT This MASTER ASSIGNMENT, AGREEMENT AND AMENDMENT NO. 11 TO CREDIT AGREEMENT (“Agreement”) entered into and dated as of August 18, 2021 is among Penn Virginia Holdings, LLC (as successor to Penn Virginia Holding Corp.), a Delaware limited liability company (the “Bo |
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August 23, 2021 |
EX-99.2 9 ny20000476x1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 |
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August 23, 2021 |
Exhibit 99.1 Board of Directors August 23, 2021 Lonestar Resources US Inc. 111 Boland Street, Suite 301 Fort Worth, Texas 76107 Ladies and Gentlemen: We hereby consent to the inclusion of our opinion letter, dated July 10, 2021, to the Board of Directors of Lonestar Resources US Inc. (?Lonestar?) as Annex B to, and to the references thereto under the headings ?Summary?Opinion of Lonestar?s Financi |
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August 23, 2021 |
As filed with the Securities and Exchange Commission on August 23, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 23, 2021 No. |
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August 23, 2021 |
Exhibit 99.3 WRITTEN CONSENT OF THE STOCKHOLDERS OF LONESTAR RESOURCES US INC. This written consent is solicited by the board of directors of Lonestar Resources US Inc. Please return this consent no later than 5:00 p.m., Central Time, on [], 2021, which is the final date that the board of directors of Lonestar Resources US Inc., a Delaware corporation (?Lonestar?), has set for receipt of written c |
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August 16, 2021 |
Filed by Penn Virginia Corporation pursuant to Filed by Penn Virginia Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Lonestar Resources US Inc. |
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August 13, 2021 |
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 10, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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August 13, 2021 |
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 10, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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August 13, 2021 |
EX-4.1 2 d203476dex41.htm EX-4.1 Exhibit 4.1 Execution Version PENN VIRGINIA ESCROW LLC TO BE MERGED WITH AND INTO PENN VIRGINIA HOLDINGS, LLC AND EACH OF THE GUARANTORS PARTY HERETO 9.250% SENIOR NOTES DUE 2026 INDENTURE Dated as of August 10, 2021 CITIBANK, N.A. Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definitions 1 Section 1.02 Other Def |
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August 9, 2021 |
Penn Virginia Corporation 22,548,998 Shares Common Stock Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-254050 PROSPECTUS Penn Virginia Corporation 22,548,998 Shares Common Stock The selling shareholders named in this prospectus (the ?selling shareholders?), should they choose to do so, may offer up to 22,548,998 shares of common stock, par value $0.01 per share (our ?common stock?), of Penn Virginia Corporation (the ? |
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August 5, 2021 |
As filed with the Securities and Exchange Commission on August 5, 2021 As filed with the Securities and Exchange Commission on August 5, 2021 Registration No. |
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August 5, 2021 |
VIA EDGAR August 5, 2021 United States Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D. |
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August 4, 2021 |
Exhibit 99.1 Penn Virginia Reports Second Quarter 2021 Results ? Exceeds High End of Oil Sales Volume Guidance on Reduced Per Well Capital Expenditures ? ? Recently Announced All-Stock Acquisition of Lonestar Resources Expected to be Accretive Across Key Metrics, Including Free Cash Flow Generation ? HOUSTON, August 3, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia? or the ?Comp |
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August 4, 2021 |
As filed with the Securities and Exchange Commission on August 4, 2021 As filed with the Securities and Exchange Commission on August 4, 2021 Registration No. |
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August 4, 2021 |
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 3, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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August 4, 2021 |
Penn Virginia Corporation 2019 Management Incentive Plan (As amended effective May 3, 2021). EX-99.1 5 d184888dex991.htm EX-99.1 Exhibit 99.1 PENN VIRGINIA CORPORATION 2019 MANAGEMENT INCENTIVE PLAN (AS AMENDED) 1. Purpose. The purpose of the Penn Virginia Corporation 2019 Management Incentive Plan is to further align the interests of participants with those of the shareholders by providing incentive compensation opportunities tied to the performance of the Common Stock (as defined below) |
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August 4, 2021 |
Third Amended and Restated Articles of Incorporation of Penn Virginia Corporation Exhibit 3.1 THIRD AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PENN VIRGINIA CORPORATION ARTICLE I NAME The name of the corporation is Penn Virginia Corporation (hereinafter, the ?Corporation?). ARTICLE II REGISTERED OFFICE AND AGENT The address of the Corporation?s registered office in the Commonwealth of Virginia is 4701 Cox Road, Suite 285, Glen Allen, Henrico County, Virginia 23060. The n |
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August 4, 2021 |
Filed by Penn Virginia Corporation pursuant to Filed by Penn Virginia Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Lonestar Resources US Inc. |
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August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 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 June 30, 2021 or ? 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: 1-13283 PENN VIRGINI |
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August 4, 2021 |
Exhibit 10.2 PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT (OFFICER) PENN VIRGINIA CORPORATION 2019 MANAGEMENT INCENTIVE PLAN This Performance Restricted Stock Unit Award Agreement (this ?Agreement?) is made as of the day of , (the ?Grant Date?) between Penn Virginia Corporation (the ?Company?), and (?Participant?), and is made pursuant to the terms of the Penn Virginia Corporation 2019 Manage |
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August 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 3, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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July 29, 2021 |
EX-10.1 2 d208487dex101.htm EX-10.1 Exhibit 10.1 Execution Version PENN VIRGINIA ESCROW LLC TO BE MERGED WITH AND INTO PENN VIRGINIA HOLDINGS, LLC $400,000,000 9.250% Senior Notes due 2026 Purchase Agreement July 27, 2021 BofA Securities, Inc. One Bryant Park New York, New York 10036 As Representative of the Initial Purchasers Ladies and Gentlemen: Penn Virginia Escrow LLC, a Delaware limited liab |
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July 29, 2021 |
Entry into a Material Definitive Agreement, 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): July 27, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 29, 2021 |
Exhibit 99.1 July 27, 2021 Penn Virginia Announces Pricing of $400 Million Offering of Senior Unsecured Notes HOUSTON, July 27, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia?) (NASDAQ:PVAC) today announced that its indirect, wholly owned subsidiary Penn Virginia Escrow LLC (the ?Escrow Issuer?) has priced an offering of $400 million aggregate principal amount of 9.250% senior u |
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July 28, 2021 |
Penn Virginia Announces Pricing of $400 Million Offering of Senior Unsecured Notes 425 Filed by Penn Virginia Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Lonestar Resources US Inc. |
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July 26, 2021 |
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 26, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissi |
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July 26, 2021 |
DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 July 8, 2021 EX-99.3 5 d191165dex993.htm EX-99.3 Exhibit 99.3 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 July 8, 2021 Penn Virginia Corporation 16285 Park Ten Place Suite 500 Houston, Texas 77084 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of June 30, 2021, of the extent and value of the estimated net |
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July 26, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, 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): July 26, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 26, 2021 |
Exhibit 99.1 Penn Virginia Provides Operational Update ? Exceeds High-End of Oil Sales Volume Guidance for the Second Quarter of 2021 ? ? Reduces Per Well Capital Expenditures ? HOUSTON, July 26, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia? or the ?Company?) (NASDAQ: PVAC) today announced an operational update and timing of its second quarter 2021 earnings release and confere |
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July 26, 2021 |
Exhibit 99.2 Penn Virginia Announces Proposed $400 Million Offering of Senior Unsecured Notes Houston, July 26, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia?) (NASDAQ: PVAC) today announced that, subject to market conditions and other factors, its indirect, wholly owned subsidiary Penn Virginia Escrow LLC (the ?Escrow Issuer?) intends to offer $400 million aggregate principal |
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July 13, 2021 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER BY AND BETWEEN PENN VIRGINIA CORPORATION AND LONESTAR RESOURCES US INC. July 10, 2021 TABLE OF CONTENTS Page ARTICLE I THE INTEGRATED MERGERS Section 1.1 The Integrated Mergers 2 Section 1.2 Effect of Integrated Mergers 3 Section 1.3 Closing; Effective Time 3 Section 1.4 Organizational Documents 3 Section 1.5 Directors and Officers of the |
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July 13, 2021 |
Strategic Eagle Ford Acquisition July 12, 2021 Exhibit 99.1 Strategic Eagle Ford Acquisition July 12, 2021 IMPORTANT DISCLOSURES Additional Information and Where To Find It In connection with the proposed merger (the ?Proposed Transaction?) between Penn Virginia Corporation (?Penn Virginia? or ?PVAC?) and Lonestar Resources US Inc. (?Lonestar? or ?LONE?), Penn Virginia intends to file with the Securities and Exchange Commission (the ?SEC?) a r |
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July 13, 2021 |
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 10, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 13, 2021 |
Exhibit 10.2 Execution Version SUPPORT AGREEMENT THIS SUPPORT AGREEMENT (this ?Agreement?) is dated as of July 10, 2021, by and among each shareholder of Penn Virginia Corporation, a Virginia corporation (?Parent?), set forth on Schedule A hereto (each, a ?Shareholder? and collectively, the ?Shareholders?), and Lonestar Resources US Inc., a Delaware corporation (the ?Company?). W I T N E S S E T H |
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July 13, 2021 |
Filed by Penn Virginia Corporation pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Lonestar Resources US Inc. |
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July 13, 2021 |
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 10, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 12, 2021 |
Exhibit 99.1 Penn Virginia Announces Agreement to Acquire Lonestar Resources Continues Accretive Eagle Ford Consolidation ? Complementary Assets, Increased Scale, Free Cash Flow and Inventory ? HOUSTON, July 12, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia? or the ?Company?) (NASDAQ: PVAC) and Lonestar Resources US Inc. (?Lonestar?) (OTCQX: LONE) today announced that they have |
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July 12, 2021 |
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 10, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 12, 2021 |
Regulation FD Disclosure, 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): July 10, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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May 7, 2021 |
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): May 5, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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May 7, 2021 |
Penn Virginia Announces Proposed $350 Million Offering of Senior Unsecured Notes EX-99.1 2 d468115dex991.htm EX-99.1 Exhibit 99.1 Penn Virginia Announces Proposed $350 Million Offering of Senior Unsecured Notes Houston, May 5, 2021 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia”) (NASDAQ: PVAC) today announced that, subject to market conditions and other factors, its indirect, wholly owned subsidiary Penn Virginia Holdings, LLC intends to offer $350 million aggre |
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May 4, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 4, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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May 4, 2021 |
Exhibit 10.1 SEPARATION AGREEMENT This SEPARATION AGREEMENT (this "Agreement") is entered into by and between Penn Virginia Corporation (the "Company") and Benjamin Mathis (the "Executive") effective, except as provided in Section 3.2 below, as of the 4th day of January, 2021 (the "Effective Date"). WHEREAS, the Executive has served as Senior Vice President, Operations & Engineering of the Company |
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May 4, 2021 |
Exhibit 99.1 Penn Virginia Reports First Quarter 2021 Results - Generated Net Cash Provided by Operating Activities of $32 Million and Free Cash Flow of $6 Million for the First Quarter 2021 - HOUSTON, May 4, 2021 (GLOBE NEWSWIRE) - Penn Virginia Corporation ("Penn Virginia" or the "Company") (NASDAQ:PVAC) today announced its financial and operational results for the first quarter 2021. Recent Sig |
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May 4, 2021 |
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 March 31, 2021 or ? 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: 1-13283 PENN VIRGIN |
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May 4, 2021 |
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 3, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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May 4, 2021 |
Sixth Amended and Restated Bylaws of Penn Virginia Corporation EX-3.1 2 d266261dex31.htm EX-3.1 Exhibit 3.1 SIXTH AMENDED AND RESTATED BYLAWS OF PENN VIRGINIA CORPORATION (a Virginia corporation, hereinafter called the “Corporation”) Effective as of May 3, 2021 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation, and the registered agent of the Corporation at such address, shall be as fixed in the Corporation’ |
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April 23, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, 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): April 19, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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April 23, 2021 |
DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 April 5, 2021 Exhibit 99.2 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 April 5, 2021 Penn Virginia Corporation 16285 Park Ten Place Suite 500 Houston, Texas 77084 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of April 1, 2021, of the extent and value of the estimated net proved oil, condensate, natural ga |
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April 23, 2021 |
Exhibit 99.1 Penn Virginia Provides Operational Update ?- Exceeds Guidance for the First Quarter of 2021 and Increases Production Guidance for 2021 ?- ?- First Quarter 2021 Earnings Conference Call Scheduled for May 4 ?- HOUSTON, April 19, 2021 (GLOBE NEWSWIRE) ? Penn Virginia Corporation (?Penn Virginia? or the ?Company?) (NASDAQ:PVAC) today announced an operational update and timing of its first |
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April 20, 2021 |
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)) ? Defin |
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April 7, 2021 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ?) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? ? ? Preliminary Proxy Statement ?? ? ? Confidential, for Use of the Commission Only (as permitte |
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March 19, 2021 |
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)) ? Defin |
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March 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 8, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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March 9, 2021 |
EX-10.14 3 pva-20201231xex1014.htm EX-10.14 Exhibit 10.14 AMENDMENT TO THE PENN VIRGINIA CORPORATION 2017 SPECIAL SEVERANCE PLAN (As Amended and Restated Effective August 17, 2020) WHEREAS, Penn Virginia Corporation (the “Company”) maintains the Penn Virginia Corporation 2017 Special Severance Plan (as the same may be amended from time to time, the “Plan”) for the benefit of its employees; WHEREAS |
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March 9, 2021 |
Table of Contents As filed with the Securities and Exchange Commission on March 9, 2021 Registration No. |
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March 9, 2021 |
EX-4.1 2 pva-20201231xex41.htm EX-4.1 Exhibit 4.1 DESCRIPTION OF CAPITAL STOCK The following summary of certain provisions of our capital stock does not purport to be complete and is subject to and is qualified in its entirety by our Second Amended and Restated Articles of Incorporation, as amended (our “Articles of Incorporation”), our Fifth Amended and Restated Bylaws (our “Bylaws”) and the Inve |
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March 9, 2021 |
DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 January 29, 2021 Exhibit 99.1 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 January 29, 2021 Penn Virginia Corporation 16285 Park Ten Place Suite 500 Houston, Texas 77084 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of December 31, 2020, of the extent and value of the estimated net proved oil, condensate, nat |
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March 9, 2021 |
EX-99.1 2 a030821-exhibit991.htm EX-99.1 Exhibit 99.1 Penn Virginia Reports Fourth Quarter and Full-Year 2020 Results Significantly Exceeded Mid-Point of Oil Guidance and Incurred Capital Expenditures Below the Low-end of Guidance HOUSTON, March 8, 2021 (GLOBE NEWSWIRE) - Penn Virginia Corporation ("Penn Virginia" or the "Company") (NASDAQ:PVAC) today announced its financial and operational result |
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March 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? 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: 1-13283 PENN VIRGINIA CORPORATION ( |
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March 9, 2021 |
Exhibit 21.1 Subsidiaries of Penn Virginia Corporation Name Jurisdiction of Organization Penn Virginia Holdings, LLC Delaware PV Energy Holdings GP, LLC Delaware PV Energy Holdings, L.P. Delaware Penn Virginia Oil & Gas, LLC Virginia Penn Virginia Oil & Gas, L.P. Texas Penn Virginia Oil & Gas GP LLC Delaware Penn Virginia Oil & Gas LP LLC Delaware Penn Virginia MC, LLC Delaware Penn Virginia MC En |
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February 17, 2021 |
Penn Virginia Provides Operational Update EX-99.1 2 d207018dex991.htm EX-99.1 Exhibit 99.1 February 16, 2021 Penn Virginia Provides Operational Update HOUSTON, Feb. 16, 2021 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced an operational update. Operational and Financial Update • Closed transactions with Juniper Capital on January 15, 2021, which resulted in reduced debt, enhanc |
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February 17, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 16, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissi |
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February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1)* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 70788V102 (CUSIP Number) December 31, 2020 (Date of Event |
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February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th |
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February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: Penn Virginia Corp. Title of Class of Securities: Common Stock CUSIP Number: 70788V102 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ |
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February 4, 2021 |
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 4, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissio |
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January 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PENN VIRGINIA CORPORATION (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V102 (CUSIP Number) Tim Gray 2727 Allen Parkway, Suite 1850 Houston, Texas 77019 (713) 335-4700 (Name, Address and Telephone Number of P |
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January 21, 2021 |
EX-10.3 Exhibit 10.3 AGREEMENT AND AMENDMENT NO. 9 TO CREDIT AGREEMENT This AGREEMENT AND AMENDMENT NO. 9 TO CREDIT AGREEMENT (“Agreement”) dated as of January 15, 2021 (the “Amendment Effective Date”), is among Penn Virginia Holdings, LLC (as successor to Penn Virginia Holding Corp.), a Delaware limited liability company (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (“Holdin |
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January 21, 2021 |
EX-10.4 7 d10366dex104.htm EX-10.4 Exhibit 10.4 OMNIBUS AMENDMENT This OMNIBUS AMENDMENT (this “Agreement”) dated as of January 15, 2021 is among Penn Virginia Holdings, LLC (as successor to Penn Virginia Holding Corp.), a Delaware limited liability company (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (“Holdings”), the guarantors listed on the signature page hereto (the “Gua |
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January 21, 2021 |
EX-3.1 2 d10366dex31.htm EX-3.1 Exhibit 3.1 ARTICLES OF AMENDMENT TO THE SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF PENN VIRGINIA CORPORATION The undersigned, on behalf of Penn Virginia Corporation, a Virginia corporation a corporation organized and existing under and by virtue of the Virginia Stock Corporation Act of the Commonwealth of Virginia (the “Corporation”) (SCC ID # 0016971 |
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January 21, 2021 |
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 14, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation or organiza |
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January 21, 2021 |
Investor and Registration Rights Agreement, dated January 15, 2021 EX-10.2 5 d10366dex102.htm EX-10.2 Exhibit 10.2 INVESTOR AND REGISTRATION RIGHTS AGREEMENT This Investor and Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this “Agreement”) is made and entered into as of January 15, 2021, by and among Penn Virginia Corporation, a Virgin |
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January 21, 2021 |
Fifth Amended and Restated Bylaws of Penn Virginia EX-3.2 3 d10366dex32.htm EX-3.2 Exhibit 3.2 FIFTH AMENDED AND RESTATED BYLAWS OF PENN VIRGINIA CORPORATION (a Virginia corporation, hereinafter called the “Corporation”) Effective as of January 15, 2021 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation, and the registered agent of the Corporation at such address, shall be as fixed in the Corporat |
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January 21, 2021 |
EX-10.1 4 d10366dex101.htm EX-10.1 Exhibit 10.1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF PV ENERGY HOLDINGS, L.P. Dated as of January 15, 2021 THE UNITS REPRESENTED BY THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY OTHER APPLICABLE SECURITIES LAWS. SUCH UNITS MAY NOT BE SOL |
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January 14, 2021 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2021 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissio |
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January 14, 2021 |
EX-99.1 2 d22502dex991.htm EX-99.1 Exhibit 99.1 Penn Virginia Shareholders Approve Transaction with Juniper Capital Advisors — Transaction Materially Strengthens Balance Sheet — HOUSTON, January 13, 2021 — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) and certain affiliates of Juniper Capital Advisors, L.P. (“Juniper”) today announced the shareholders of Penn Virginia |
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January 11, 2021 |
S-8 As filed with the Securities and Exchange Commission on January 11, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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January 11, 2021 |
Restricted Stock Unit Award Agreement between Penn Virginia Corporation and Julia Gwaltney. EX-99.1 Exhibit 99.1 RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION INDUCEMENT AWARD This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the 11th day of January 2021 (the “Grant Date”) between Penn Virginia Corporation (the “Company”) and Julia Gwaltney (“Participant”). Section 1. Grant of Restricted Stock Units. The Company hereby grants to Participant a R |
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January 11, 2021 |
EX-99.2 6 d104268dex992.htm EX-99.2 Exhibit 99.2 PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT PENN VIRGINIA CORPORATION INDUCEMENT AWARD This Performance Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the 11th day of January 2021 (the “Grant Date”) between Penn Virginia Corporation (the “Company”) and Julia Gwaltney (“Participant”). Section 1. Grant of Restricted Stock |
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January 6, 2021 |
Penn Virginia Announces Certain Management Changes EX-99.1 2 d81588dex991.htm EX-99.1 Exhibit 99.1 Penn Virginia Announces Certain Management Changes HOUSTON, Jan. 05, 2021 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced the departure of Benjamin A. Mathis, Senior Vice President, Operations & Engineering, effective January 4, 2021. “On behalf of the entire Company, we want to thank Ben |
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January 6, 2021 |
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 4, 2021 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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December 8, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 Rul |
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November 25, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 |
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November 9, 2020 |
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 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)) ☐ Definitive Pro |
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November 6, 2020 |
EX-99.1 Exhibit 99.1 Penn Virginia Reports Third Quarter 2020 Results — Generated Net Cash Provided by Operating Activities of $61 Million and Free Cash Flow of $34 Million for the Third Quarter 2020 — HOUSTON, November 5, 2020 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the third quarter 20 |
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November 6, 2020 |
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, 2020 or ☐ 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: 1-13283 PENN VI |
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November 6, 2020 |
AGREEMENT AND AMENDMENT NO. 8 TO CREDIT AGREEMENT Exhibit 10.4 Execution Version AGREEMENT AND AMENDMENT NO. 8 TO CREDIT AGREEMENT This AGREEMENT AND AMENDMENT NO. 8 TO CREDIT AGREEMENT (“Agreement”) dated as of July 8, 2020 (the “Effective Date”), is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (the “Parent”), the subsidiaries of the Borrower party hereto (together |
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November 6, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 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 5, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissio |
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November 6, 2020 |
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): November 5, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (C |
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November 6, 2020 |
EX-99.2 Third Quarter 2020 Earnings Presentation November 6, 2020 Exhibit 99.2 Forward-Looking and Cautionary Statements This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included in this co |
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November 5, 2020 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AGREEMENT dated as of November 2, 2020 by and among PENN VIRGINIA CORPORATION and PV ENERGY HOLDINGS, L.P. and JSTX HOLDINGS, LLC TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 2 1.1 Definitions 2 ARTICLE II. CONTRIBUTION AND CLOSING 17 2.1 Closing 17 2.2 Deliveries 17 2.3 Closing Conditions 19 ARTICLE III. REPRESENTATIONS AND WARRANTIES 21 3.1 Repr |
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November 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2020 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation or organiza |
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November 5, 2020 |
EX-2.2 Exhibit 2.2 Execution Version CONTRIBUTION AGREEMENT by and among ROCKY CREEK RESOURCES, LLC as Contributor PENN VIRGINIA CORPORATION as Corporation and PV ENERGY HOLDINGS, L.P. as the Partnership Dated as of November 2, 2020 TABLE OF CONTENTS 1. DEFINITIONS; INTERPRETATION 1 1.1 Definitions 1 1.2 Interpretation 41 2. CONTRIBUTION 42 2.1 Contribution of Assets 42 2.2 Consideration 42 2.3 Ad |
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November 5, 2020 |
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): November 2, 2020 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation or |
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November 5, 2020 |
EX-10.1 4 d35578dex101.htm EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Agreement”) dated as of November 2, 2020 is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Virginia corporation (“Holdings”), the guarantors listed on the signature page hereto (the “Guarantors”) and the Lender |
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November 3, 2020 |
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): November 3, 2020 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation or |
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November 3, 2020 |
EX-99.2 3 d27537dex992.htm EX-99.2 Penn Virginia Positions for the Future: November 3, 2020 Transformational Equity Investment from Juniper Capital and Bolt-on Asset Purchase Exhibit 99.2 Forward-Looking and Cautionary Statements This communication contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Ex |
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November 3, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events - 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 3, 2020 PENN VIRGINIA CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation or organiza |
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November 3, 2020 |
EX-99.1 Exhibit 99.1 Juniper Capital Advisors to Make Strategic Investment in Penn Virginia — Strengthens PVAC’s Balance Sheet, Materially Improves its Liquidity Profile, Increases its Maturity Runway and Adds Additional Scale — HOUSTON, November 3, 2020 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) and certain affiliates of Juniper Capital Advisors, |
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October 28, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 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 27, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commissio |
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October 28, 2020 |
Exhibit 99.1 Penn Virginia Operational Update - Third Quarter 2020 Earnings Conference Call Scheduled for November 6 - HOUSTON, October 27, 2020 (GLOBE NEWSWIRE) - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced an operational update and timing of its third quarter 2020 earnings release and conference call. Operational and Financial Update •Estimated sale |
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August 25, 2020 |
S-8 As filed with the Securities and Exchange Commission on August 25, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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August 21, 2020 |
EX-99.1 5 d17417dex991.htm EX-99.1 Exhibit 99.1 Penn Virginia Announces Retirement of John A. Brooks and Appointment of Darrin J. Henke as President, CEO and Director HOUSTON, August 17, 2020 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced the concurrent retirement of John A. Brooks and appointment of Darrin J. Henke as President, Chief |
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August 21, 2020 |
EX-10.3 4 d17417dex103.htm EX-10.3 Exhibit 10.3 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of August [ ], 2020, between PENN VIRGINIA CORPORATION, a Virginia corporation (the “Company”), and the undersigned officer of the Company (“Indemnitee”). WITNESSETH THAT: WHEREAS, highly competent persons have become more reluctant to serve corpora |
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August 21, 2020 |
Penn Virginia 2017 Special Severance Plan, Amended and Restated Effective August 17, 2020. EX-10.2 3 d17417dex102.htm EX-10.2 Exhibit 10.2 PENN VIRGINIA CORPORATION 2017 SPECIAL SEVERANCE PLAN Amended and Restated Effective August 17, 2020 PENN VIRGINIA CORPORATION 2017 SPECIAL SEVERANCE PLAN Amended and Restated Effective August 17, 2020 Section 1. Effective Date. Effective as of August 17, 2020, the Company, as defined below, has amended and restated the Plan, as described herein. The |
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August 21, 2020 |
EX-10.1 2 d17417dex101.htm EX-10.1 Exhibit 10.1 SEPARATION AGREEMENT This SEPARATION AGREEMENT (this “Agreement”) is entered into by and between Penn Virginia Corporation (the “Company”) and John A. Brooks (the “Executive”) effective, except as provided in Section 3.3 below, as of the 17th day of August 2020 (the “Effective Date”). WHEREAS, the Executive has served as President and Chief Executive |
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August 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 17, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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August 7, 2020 |
EX-10.2 2 amendmentno1topennvirg.htm EX-10.2 AMENDMENT NO. 1 TO THE PENN VIRGINIA CORPORATION 2017 SPECIAL SEVERANCE PLAN (As Amended and Restated Effective July 18, 2018) WHEREAS, Penn Virginia Corporation (the “Company”) maintains the Penn Virginia Corporation 2017 Special Severance Plan (the “Plan”) for the benefit of its employees; WHEREAS, pursuant to Section 10 of the Plan, the Company has t |
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August 7, 2020 |
Exhibit 99.1 Penn Virginia Reports Second Quarter 2020 Results - Generated Net Cash Provided by Operating Activities of $56.4 Million and Free Cash Flow of $6.6 Million for the Second Quarter 2020 - HOUSTON, August 6, 2020 (GLOBE NEWSWIRE) - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the second quarter 2020. |
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August 7, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 6, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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August 7, 2020 |
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 June 30, 2020 or ☐ 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: 1-13283 PENN VIRGINI |
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July 1, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 26, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission F |
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July 1, 2020 |
EX-99.1 2 d944805dex991.htm EX-99.1 Exhibit 99.1 June 26, 2020 Penn Virginia Announces Resignation of Director HOUSTON, June 26, 2020 (GLOBE NEWSWIRE) — Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced the resignation of Brian Steck from Penn Virginia’s Board of Directors effective June 26, 2020, following a reduction of Mangrove Partners’ holdings in the |
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June 10, 2020 |
PVAC / Penn VA Corp / MANGROVE PARTNERS Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V102 (CUSIP Number) Ward Dietrich 645 Madison Avenue, 14th Floor, New York, New York 10022 Telephone: (212) 897-9537 (Name, Address and |
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May 18, 2020 |
CORRESP Penn Virginia Corporation Penn Virginia Holding Corp. 16285 Park Ten Place, Suite 500 Houston, Texas 77084 May 18, 2020 BY EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Division of Corporation Finance Attention: Irene Barberena-Meissner Staff Attorney Office of Energy & Transportation RE: Penn Virginia Corporation Penn Virginia Holding Cor |
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May 8, 2020 |
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 March 31, 2020 or ☐ 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: 1-13283 PENN VIRGIN |
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May 8, 2020 |
EX-4.1 2 d904574dex41.htm EX-4.1 Exhibit 4.1 PENN VIRGINIA CORPORATION1 as Issuer and [ ] as Trustee Indenture Dated as of [ , ] Debt Securities 1 Note that the issuer hereunder could be changed from Penn Virginia Corporation to Penn Virginia Holdings Corp. PENN VIRGINIA CORPORATION Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [ , ] Section of Trust Indentu |
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May 8, 2020 |
Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 4, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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May 8, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 7, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission Fil |
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May 8, 2020 |
S-3 Table of Contents As filed with the Securities and Exchange Commission on May 8, 2020 Registration No. |
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May 8, 2020 |
EX-4.2 3 d904574dex42.htm EX-4.2 Exhibit 4.2 PENN VIRGINIA CORPORATION1 as Issuer and [ ] as Trustee Indenture Dated as of [ , ] Subordinated Debt Securities 1 Note that the issuer hereunder could be changed from Penn Virginia Corporation to Penn Virginia Holdings Corp. 1 PENN VIRGINIA CORPORATION Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of [ , ] Section o |
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May 8, 2020 |
Exhibit 99.1 Penn Virginia Reports First Quarter 2020 Results - Generated Net Cash Provided by Operating Activities of $72.5 Million and Free Cash Flow of $10.5 Million for the First Quarter 2020 - HOUSTON, May 7, 2020 (GLOBE NEWSWIRE) - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced its financial and operational results for the first quarter 2020. Recen |
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May 8, 2020 |
Consent of Hall, Estill, Hardwick, Gable, Golden & Nelson, P.C. (included in Exhibit 5.3). EX-5.3 Exhibit 5.3 May 8, 2020 Penn Virginia MC Gathering Company L.L.C. 14701 St. Marys Lane, Suite 275 Houston, Texas 77002 Re: Penn Virginia Corporation and Penn Virginia Holding Corp. (collectively, the Issuer) under that certain S-3 Registration Statement filed May 8, 2020 with the Securities and Exchange Commission (the Registration Statement) Ladies and Gentlemen: We have acted as loca |
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May 7, 2020 |
PVA / Penn Virginia Corporation / Strategic Value Partners, LLC - SC 13D/A Activist Investment CUSIP No. 70788V 102 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V 102 (CUSIP Number) David B. Charnin Strategic Value Partners, LLC 100 West Putnam Avenue Greenwich, CT 06830 ( |
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May 6, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 30, 2020 PENN VIRGINIA CORPORATION (Exact Name of Registrant as Specified in its Charter) Virginia 1-13283 23-1184320 (State or other jurisdiction of incorporation) (Commission |
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May 6, 2020 |
Penn Virginia Announces Business Update - Borrowing Base Redetermined to $400 Million - - First Quarter 2020 Earnings Conference Call Scheduled for May 8 - HOUSTON, April 30, 2020 (GLOBE NEWSWIRE) - Penn Virginia Corporation (“Penn Virginia” or the “Company”) (NASDAQ:PVAC) today announced a business update, completion of the Company’s spring borrowing base redetermination and timing of its first-quarter 2020 earnings release and conference call. |
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May 6, 2020 |
BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT EX-10.1 2 pvac-cfagreementandame.htm EX-10.1 Exhibit 10.1 BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT This BORROWING BASE REDETERMINATION AGREEMENT AND AMENDMENT NO. 7 TO CREDIT AGREEMENT (“Agreement”) dated as of April 30, 2020 (the “Effective Date”), is among Penn Virginia Holding Corp., a Delaware corporation (the “Borrower”), Penn Virginia Corporation, a Vi |
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May 4, 2020 |
PVA / Penn Virginia Corporation / Strategic Value Partners, LLC - SC 13D/A Activist Investment CUSIP No. 70788V 102 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 70788V 102 (CUSIP Number) David B. Charnin Strategic Value Partners, LLC 100 West Putnam Avenue Greenwich, CT 06830 ( |
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April 7, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 |
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March 16, 2020 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. )* Penn Virginia Corporation (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 70788V102 (CUSIP Number) March 6, 2020 (Date of Event which |
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February 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐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: 1-13283 PENN VIRGINIA CORPORATION (Ex |
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February 28, 2020 |
DESCRIPTION OF COMMON STOCK REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT OF 1934 Exhibit 4.1 DESCRIPTION OF COMMON STOCK REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT OF 1934 The following is a description of the rights of the common stock (the “Common Stock”) of Penn Virginia Corporation (the “Company,” “we,” “our” or “us”), related provisions of the Company’s Second Amended and Restated Articles of Incorporation (“Articles”) and Fourth Amended and Restated Bylaws (“Bylaws” |