WRD SEC Filings - WeRide Inc. - Depositary Receipt (Common Stock)- Annual Report, Proxy Statement, Prospectus

Basic Stats

CIK

1681714

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to WeRide Inc. - Depositary Receipt (Common Stock)

SEC Filings (Chronological Order)

This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.

June 23, 2021	EX-4.5	Form of Senior Debt Securities (included in Exhibit 4.5) EX-4.5 2 tm2116312d4ex4-5.htm EXHIBIT 4.5 Exhibit 4.5 CHESAPEAKE ENERGY CORPORATION, AS ISSUER AND THE SUBSIDIARY GUARANTORS NAMED HEREIN, AS SUBSIDIARY GUARANTORS TO [TRUSTEE’S NAME], AS TRUSTEE SENIOR INDENTURE DATED AS OF , 20 TABLE OF CONTENTS ARTICLE One DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 101. Definitions 1 SECTION 102. Compliance Certificates and Opinions 6 SECTI
June 23, 2021	EX-4.6	Form of Subordinated Debt Securities (included in Exhibit 4.6) EX-4.6 3 tm2116312d4ex4-6.htm EXHIBIT 4.6 Exhibit 4.6 CHESAPEAKE ENERGY CORPORATION, AS ISSUER AND THE SUBSIDIARY GUARANTORS NAMED HEREIN, AS SUBSIDIARY GUARANTORS TO [TRUSTEE’S NAME], AS TRUSTEE SUBORDINATED INDENTURE DATED AS OF , 20 TABLE OF CONTENTS Page Article One DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION SECTION 101. Definitions 8 SECTION 102. Compliance Certificates and Opini
June 23, 2021	EX-22.1	List of Subsidiary Guarantors and Issuers of Guaranteed Securities EX-22.1 6 tm2116312d4ex22-1.htm EXHIBIT 22.1 Exhibit 22.1 List of Subsidiary Guarantors and Issuers of Guaranteed Securities As of the date of the registration statement of which this Exhibit 22.1 is a part, the 5.500% Senior Notes due 2026 (the “2026 Notes”) and 5.875% Senior Notes due 2029 (the “2029 Notes” and together with the 2026 Notes, the “Notes”) issued by Chesapeake Escrow Issuer LLC, a
June 23, 2021	S-3/A	As filed with the Securities and Exchange Commission on June 22, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 22, 2021 Registration No.
May 17, 2021	S-3	As filed with the Securities and Exchange Commission on May 17, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on May 17, 2021 Registration No.
March 26, 2019	15-15D	WRD / WildHorse Resource Development Corp 15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37964 BRAZOS VALLEY LONGHORN, L.L.C. (successor in interest to WildHorse
March 4, 2019	EX-95.1	Mine Safety Disclosure Exhibit. EX-95.1 7 wrd-20181231ex9517afcf4.htm EX-95.1 Exhibit 95.1 Mine Safety Disclosure Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act") and Item 104 of Regulation S-K, requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Mine Safety and
March 4, 2019	EX-99.1	Report of Cawley, Gillespie and Associates, Inc. Exhibit 99.1 CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100 AUSTIN, TEXAS 78729-1106 512-249-7000 306 WEST SEVENTH STREET, SUITE 302 FORT WORTH, TEXAS 76102-4987 817- 336-2461 www.cgaus.com 1000 LOUISIANA STREET, SUITE 1900 HOUSTON, TEXAS 77002-5008 713-651-9944 February 26, 2019 Director of Corporate Reserves Chesapeake Energy Corporation 6100 North We
March 4, 2019	10-K	WRD / WildHorse Resource Development Corp 10-K (Annual Report) Table of Contents 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, 2018 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37964 BRAZOS VALLEY LONGHORN, L.L.C. (
February 11, 2019	15-12B	WRD / WildHorse Resource Development Corp 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-37964 BRAZOS VALLEY LONGHORN, L.L.C. (successor in interest to WildHorse
February 11, 2019	SC 13G/A	WRD / WildHorse Resource Development Corp / Esquisto Holdings, LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WildHorse Resource Development Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 96812T 102 (CUSIP Number) February 1, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo
February 1, 2019	EX-99.25	EX-99.25 NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on February 12, 2019, pursuant to the provisions of Rule 12d2-2 (a).
February 1, 2019	S-8 POS	WRD / WildHorse Resource Development Corp S-8 POS As filed with the Securities and Exchange Commission on February 1, 2019 Registration No.
February 1, 2019	POSASR	WRD / WildHorse Resource Development Corp POSASR As filed with the Securities and Exchange Commission on February 1, 2019 Registration No.
February 1, 2019	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, 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 31, 2019 WildHorse Resource Development Corporation (Exact name of Registrant as specified in its Charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorp
February 1, 2019	EX-99.1	N E W S R E L E A S E EX-99.1 2 ex991wrdpressrelease2019-0.htm EXHIBIT 99.1 Exhibit 99.1 N E W S R E L E A S E FOR IMMEDIATE RELEASE FERUARY 1, 2019 CHESAPEAKE ENERGY CORPORATION COMPLETES ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION OKLAHOMA CITY, February 1, 2019 - Chesapeake Energy Corporation (NYSE:CHK) today announced that it has completed its acquisition of WildHorse Resource Development Corporation
February 1, 2019	8-K	Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets 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 31, 2019 WildHorse Resource Development Corporation (Exact name of Registrant as specified in its Charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorp
February 1, 2019	EX-3.1	Certificate of Formation of Brazos Valley Longhorn, L.L.C. (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on February 1, 2019) (SEC File No. 001-37964). EX-3.1 2 ex31wrdbrazosvalleylonghor.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF FORMATION OF BRAZOS VALLEY LONGHORN, L.L.C. 1. The name of the limited liability company is Brazos Valley Longhorn, L.L.C. 2. The address of its registered office in the State of Delaware is: Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, Delaware 19801. The name of its registered agent at such
February 1, 2019	EX-10.1	Sixth Amendment to Credit Agreement, dated as of February 1, 2019 among Brazos Valley Longhorn, L.L.C., each of the Guarantors party thereto, each of the Lenders party thereto and Wells Fargo Bank, National Association. EX-10.1 5 ex101wrdsixthamendmenttowr.htm EXHIBIT 10.1 Exhibit 10.1 Sixth Amendment to Credit Agreement This Sixth Amendment to Credit Agreement (this “Sixth Amendment”), dated as of February 1, 2019 (the “Sixth Amendment Effective Date”), is among Brazos Valley Longhorn, L.L.C., a Delaware limited liability company (“WildHorse LLC”) and successor by merger to WildHorse Resource Development Corpora
February 1, 2019	EX-3.2	Operating Agreement for Brazos Valley Longhorn, L.L.C. (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on February 1, 2019) (SEC File No. 001-37964). EX-3.2 3 ex32wrdbrazosvalleylonghor.htm EXHIBIT 3.2 Exhibit 3.2 OPERATING AGREEMENT for BRAZOS VALLEY LONGHORN, L.L.C. THIS OPERATING AGREEMENT is made effective the 15th day of January, 2019, by Chesapeake Energy Corporation, an Oklahoma corporation, as the sole member (the “Member”) of Brazos Valley Longhorn, L.L.C., a Delaware limited liability company (the “Company”). W I T N E S S E T H: WHER
February 1, 2019	EX-4.1	Fourth Supplemental Indenture, dated as February 1, 2019 among Brazos Valley Longhorn, L.L.C., as Successor Issuer, Brazos Valley Longhorn Finance Corp., as Co-Issuer, the Guarantors (as defined in the Indenture referred to therein) and U.S. Bank National Association, as Trustee. Exhibit 4.1 FOURTH SUPPLEMENTAL INDENTURE Fourth Supplemental Indenture (this “Supplemental Indenture”), dated as February 1, 2019 among Brazos Valley Longhorn, L.L.C., a Delaware limited liability company (the “Successor Issuer”), Brazos Valley Longhorn Finance Corp., a Delaware corporation (the “Co-Issuer”), the Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National A
January 31, 2019	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) 425 1 a4252019-01x31xchkandwrdjo.htm 425 Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) On January 31, 2019, Chesapeake Energy Corporation and Wild
January 28, 2019	EX-10.1	Confidentiality, Non-Competition, Non-Solicitation Agreement by and between the Company and Jay Graham. Exhibit 10.1 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (“Agreement”) is made and entered into by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Jay C. Graham (“Executive”) and is effective as of January 25, 2019 (the “Effective Date”). WHEREAS, Executive i
January 28, 2019	EX-10.2	Confidentiality, Non-Competition, Non-Solicitation Agreement by and between the Company and Anthony Bahr. EX-10.2 3 a19-34451ex10d2.htm EX-10.2 Exhibit 10.2 CONFIDENTIALITY, NON-COMPETITION AND NON-SOLICITATION AGREEMENT This Confidentiality, Non-Competition and Non-Solicitation Agreement (“Agreement”) is made and entered into by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Anthony Bahr (“Executive”) and is effective as of January 25, 2019 (the “E
January 28, 2019	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): January 28, 2019 (January 25, 2019) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jur
January 25, 2019	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) On January 25, 2019, Chesapeake Energy Corporation and WildHorse Resource Development Corporation is
December 26, 2018	DEFM14A	Amendment No. 1 to Agreement and Plan of Merger, dated as of December 12, 2018, by and among Chesapeake Energy Corporation, Coleburn Inc. and WildHorse Resource Development Corporation (incorporated by reference to Exhibit 2.2 to Annex A to the Company’s Proxy Statement on Schedule 14A filed on December 26, 2018) (SEC File No. 001-37964). DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 14, 2018	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incor
November 14, 2018	EX-99.1	INDEX TO FINANCIAL STATEMENTS EX-99.1 2 a18-401841ex99d1.htm EX-99.1 Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Introduction F-2 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2018 F-3 Notes to Unaudited Pro Forma Condensed Consolidated Statement of Operations F-4 F-1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION UNAUDITED
November 14, 2018	EX-99.1	INDEX TO FINANCIAL STATEMENTS EX-99.1 2 a18-401841ex99d1.htm EX-99.1 Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Introduction F-2 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2018 F-3 Notes to Unaudited Pro Forma Condensed Consolidated Statement of Operations F-4 F-1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION UNAUDITED
November 14, 2018	425	WRD / WildHorse Resource Development Corp 8-K (Prospectus) 425 1 a18-4018418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or
November 10, 2018	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) 425 1 chknov2018updatefinalv2f.htm 425 Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) The following is a presentation to be given by Chesapeake Ene
November 8, 2018	EX-10.1	Fifth Amendment to Credit Agreement, dated as of October 15, 2018 by and among WildHorse Resource Development Corporation, each of the guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders party thereto, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto. Exhibit 10.1 Execution Version Fifth Amendment to Credit Agreement This Fifth Amendment to Credit Agreement (this “Fifth Amendment”), dated as of October 15, 2018 (the “Fifth Amendment Effective Date”), is among WildHorse Resource Development Corporation, a Delaware corporation (the “Borrower”); each of the Guarantors party hereto (the “Guarantors” and collectively with the Borrower, the “Credit P
November 8, 2018	10-Q	WRD / WildHorse Resource Development Corp 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 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 Numbe
November 8, 2018	EX-95.1	Mine Safety Disclosure Exhibit Exhibit 95.1 Mine Safety Disclosure Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Act") and Item 104 of Regulation S-K, requires certain disclosures by companies required to file periodic reports under the Securities Exchange Act of 1934, as amended, that operate mines regulated under the Federal Mine Safety and Health Act of 1977 (the "Mine Act"). Burleson
November 7, 2018	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K 1 a18-3951018k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or o
November 7, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Third Quarter Results EX-99.1 2 a18-395101ex99d1.htm EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Third Quarter Results HOUSTON, November 7, 2018 — WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended September 30, 2018. Highlights from the quarter include: · Entered into an Agreement
November 7, 2018	425	WRD / WildHorse Resource Development Corp 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorp
November 7, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Third Quarter Results Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Third Quarter Results HOUSTON, November 7, 2018 — WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended September 30, 2018. Highlights from the quarter include: · Entered into an Agreement and Plan of Merger (“Merger Agreement”
November 6, 2018	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) 425 1 chknov2018updateforfilin.htm 425 Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) The following is a presentation to be given by Chesapeake Ene
October 30, 2018	EX-10.1	Voting and Support Agreement, by and among Jay Carlton Graham, Esquisto Holdings, LLC, WHE AcqCo Holdings, LLC, WHR Holdings, LLC, NGP XI US Holdings, L.P., Chesapeake Energy Corporation and WildHorse Resource Development Corporation, dated as of October 29, 2018. EX-10.1 Exhibit 10.1 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among Jay Carlton Graham (“Graham”), Esquisto Holdings, LLC, a Delaware limited liability company (“Esquisto Holdings”), WHE AcqCo Holdings, LLC, a Delaware limited liability company (“WHE AcqCo”), and WHR Holdings, LLC, a
October 30, 2018	EX-10.3	Registration Rights Agreement, by and among Esquisto Holdings, LLC, WHE AcqCo Holdings, LLC, WHR Holdings, LLC, NGP XI US Holdings, L.P., CP VI Eagle Holdings, L.P. and Chesapeake Energy Corporation, dated as of October 29, 2018. EX-10.3 Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), is made and entered into as of October 29, 2018, by and among Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and each of the other parties listed on the signature pages hereto (together with Parent, the “Parties”). WHEREAS, Parent, Coleburn Inc., a Delawar
October 30, 2018	EX-99.1	Forward-looking statement 3Q 2018 Earnings This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are EX-99.1 3Q 2018 Earnings October 30, 2018 EXHIBIT 99.1 Forward-looking statement 3Q 2018 Earnings This presentation includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are statements other than statements of historical fact. They include statements that give our curr
October 30, 2018	425	CHK / Chesapeake Energy Corp. FORM 8-K (Prospectus) 425 1 d633672d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2018 CHESAPEAKE ENERGY CORPORATION (Exact name of registrant as specified in its charter) Oklahoma 1-13726 73-1395733 (State or other jurisdi
October 30, 2018	EX-2.1	Agreement and Plan of Merger by and among Chesapeake Energy Corporation, Coleburn Inc. and WildHorse Resource Development Corporation, dated as of October 29, 2018.* EX-2.1 Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CHESAPEAKE ENERGY CORPORATION, COLEBURN INC. and WILDHORSE RESOURCE DEVELOPMENT CORPORATION Dated as of October 29, 2018 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 5 2.2 Closing 5 2.3 Effect of the Merger 5 2.4 Organizational
October 30, 2018	EX-10.2	Voting and Support Agreement, by and among CP VI Eagle Holdings, L.P., Chesapeake Energy Corporation and WildHorse Resource Development Corporation, dated as of October 29, 2018. EX-10.2 Exhibit 10.2 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among CP VI Eagle Holdings, L.P. (the “Stockholder”), Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and WildHorse Resource Development Corporation, a Delaware corporation (the “Company”). The parties to
October 30, 2018	425	WRD / WildHorse Resource Development Corp 425 (Prospectus) Filed by WildHorse Resource Development Corporation Pursuant to Rule 425 of the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934, as amended Subject Company: WildHorse Resource Development Corporation Commission File No.
October 30, 2018	EX-10.1	Voting and Support Agreement, by and among Jay Carlton Graham, Esquisto Holdings, LLC, WHE AcqCo Holdings, LLC, WHR Holdings, LLC, NGP XI US Holdings, L.P., Chesapeake Energy Corporation and WildHorse Resource Development Corporation, dated as of October 29, 2018. Exhibit 10.1 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among Jay Carlton Graham (“Graham”), Esquisto Holdings, LLC, a Delaware limited liability company (“Esquisto Holdings”), WHE AcqCo Holdings, LLC, a Delaware limited liability company (“WHE AcqCo”), and WHR Holdings, LLC, a Delaware
October 30, 2018	EX-10.2	Voting and Support Agreement, by and among CP VI Eagle Holdings, L.P., Chesapeake Energy Corporation and WildHorse Resource Development Corporation, dated as of October 29, 2018. EX-10.2 4 a18-382511ex10d2.htm EX-10.2 Exhibit 10.2 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among CP VI Eagle Holdings, L.P. (the “Stockholder”), Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and WildHorse Resource Development Corporation, a Delaware corporation
October 30, 2018	8-K	Regulation FD Disclosure, Changes in Control of Registrant, Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 a18-3825118k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2018 (October 29, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-
October 30, 2018	EX-99.2	CHESAPEAKE ENERGY CORPORATION ACCELERATES STRATEGIC PLAN WITH ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION FOR A COMBINATION OF CHESAPEAKE COMMON STOCK AND CASH Premier Eagle Ford Asset with Access to Premium Gulf Coast Markets Will Incr EX-99.2 6 a18-382511ex99d2.htm EX-99.2 Exhibit 99.2 N E W S R E L E A S E FOR IMMEDIATE RELEASE October 30, 2018 CHESAPEAKE ENERGY CORPORATION ACCELERATES STRATEGIC PLAN WITH ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION FOR A COMBINATION OF CHESAPEAKE COMMON STOCK AND CASH Premier Eagle Ford Asset with Access to Premium Gulf Coast Markets Will Increase Cash Flow and Margins; Strengthe
October 30, 2018	EX-2.1	Agreement and Plan of Merger by and among Chesapeake Energy Corporation, Coleburn Inc. and WildHorse Resource Development Corporation, dated as of October 29, 2018, as amended (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on October 30, 2018) (SEC File No. 001-37964). Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CHESAPEAKE ENERGY CORPORATION, COLEBURN INC. and WILDHORSE RESOURCE DEVELOPMENT CORPORATION Dated as of October 29, 2018 Execution Version TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 5 2.2 Closing 5 2.3 Effect of the Merger 5 2.4 Org
October 30, 2018	EX-99.1	REGISTRATION RIGHTS AGREEMENT Exhibit 99.1 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), is made and entered into as of October 29, 2018, by and among Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and each of the other parties listed on the signature pages hereto (together with Parent, the “Parties”). WHEREAS, Parent, Coleburn Inc., a Delaware corpor
October 30, 2018	425	WRD / WildHorse Resource Development Corp 8-K (Prospectus) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2018 (October 29, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jur
October 30, 2018	EX-99.1	REGISTRATION RIGHTS AGREEMENT EX-99.1 5 a18-382511ex99d1.htm EX-99.1 Exhibit 99.1 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), is made and entered into as of October 29, 2018, by and among Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and each of the other parties listed on the signature pages hereto (together with Parent, the “Parties”). WHEREAS, P
October 30, 2018	EX-2.1	Agreement and Plan of Merger, dated as of October 29, 2018, among CHK, Merger Sub and WRD* Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER among CHESAPEAKE ENERGY CORPORATION, COLEBURN INC. and WILDHORSE RESOURCE DEVELOPMENT CORPORATION Dated as of October 29, 2018 Execution Version TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 1.1 Certain Definitions 2 1.2 Terms Defined Elsewhere 2 ARTICLE II THE MERGER 2.1 The Merger 5 2.2 Closing 5 2.3 Effect of the Merger 5 2.4 Org
October 30, 2018	EX-99.2	CHESAPEAKE ENERGY CORPORATION ACCELERATES STRATEGIC PLAN WITH ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION FOR A COMBINATION OF CHESAPEAKE COMMON STOCK AND CASH Premier Eagle Ford Asset with Access to Premium Gulf Coast Markets Will Incr Exhibit 99.2 N E W S R E L E A S E FOR IMMEDIATE RELEASE October 30, 2018 CHESAPEAKE ENERGY CORPORATION ACCELERATES STRATEGIC PLAN WITH ACQUISITION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION FOR A COMBINATION OF CHESAPEAKE COMMON STOCK AND CASH Premier Eagle Ford Asset with Access to Premium Gulf Coast Markets Will Increase Cash Flow and Margins; Strengthens Financial Profile and Shareholder Re
October 30, 2018	EX-10.1	Voting and Support Agreement, dated as of October 29, 2018, by and among CHK and the WRD Holders EX-10.1 3 a18-382511ex10d1.htm EX-10.1 Exhibit 10.1 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among Jay Carlton Graham (“Graham”), Esquisto Holdings, LLC, a Delaware limited liability company (“Esquisto Holdings”), WHE AcqCo Holdings, LLC, a Delaware limited liability company (“WHE Acq
October 30, 2018	EX-10.2	Voting and Support Agreement, dated as of October 29, 2018, by and among CHK and Carlyle Exhibit 10.2 Execution Version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of October 29, 2018, by and among CP VI Eagle Holdings, L.P. (the “Stockholder”), Chesapeake Energy Corporation, an Oklahoma corporation (“Parent”), and WildHorse Resource Development Corporation, a Delaware corporation (the “Company”). The parties to this Ag
October 30, 2018	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) On October 30, 2018, Doug Lawler, the Chief Executive Officer of Chesapeake Energy Corporation (“Che
October 30, 2018	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) The following is a transcript of a conference call hosted by Chesapeake Energy Corporation on Octobe
October 30, 2018	425	CHK / Chesapeake Energy Corp. 425 (Prospectus) 425 1 chkdeloitteoct2018final2.htm 425 Filed by Chesapeake Energy Corporation (Commission File No. 001-13726) 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: WildHorse Resource Development Corporation (Commission File No. 001-37964) The following was a presentation given by Chesapeake Energy C
August 22, 2018	424B3	WildHorse Resource Development Corporation Offer to Exchange Up To $200,164,000 of 6.875% Senior Notes due 2025 That Have Not Been Registered Under The Securities Act of 1933 For Up To $200,164,000 of 6.875% Senior Notes due 2025 That Have Been Regis Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Filed pursuant to Rule 424(b)(3) Registration No.
August 20, 2018	CORRESP	WRD / WildHorse Resource Development Corp CORRESP CORRESP 1 filename1.htm August 20, 2018 John Reynolds Assistant Director Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Division of Corporation Finance Re: Registration Statement on Form S-4 Filed July 20, 2018 File No. 333-226265 Ladies and Gentlemen: This letter supplements the Registration Statement on Form S-4 (as referenced above and as amended, the “Registration St
August 20, 2018	CORRESP	WRD / WildHorse Resource Development Corp CORRESP August 20, 2018 John Reynolds Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.
August 17, 2018	S-4/A	WRD / WildHorse Resource Development Corp S-4/A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on August 17, 2018 Registration No.
August 17, 2018	EX-12.1	Computation of Ratio of Earnings to Fixed Combined Charges and Preferred Stock Dividends. QuickLinks - Click here to rapidly navigate through this document EXHIBIT 12.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION COMPUTATION OF RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS (Dollars in Thousands) For the Six Months Ended June 30, For the Year Ended December 31, 2018 2017 2016 2015 2014 Income (loss) before income taxes $ (177,317 ) $ 11,056 $ (52,651 ) $ (32,4
August 17, 2018	EX-21.1	Subsidiaries of WildHorse Resource Development Corporation. QuickLinks - Click here to rapidly navigate through this document EXHIBIT 21.1 SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction Burleson Sand LLC Delaware Burleson Water Resources, LLC Texas Esquisto Resources II, LLC Texas Petromax E&P Burleson, LLC Texas WHCC Infrastructure LLC Delaware WHE AcqCo., LLC Delaware WHR Eagle Ford LLC Delaware WildHorse Resources II, LLC D
August 17, 2018	EX-99.1	INDEX TO FINANCIAL STATEMENTS Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Introduction F-2 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Six Months Ended June 30, 2018 F-3 Notes to Unaudited Pro Forma Condensed Consolidated Statement of Operations F-4 F-1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF
August 17, 2018	8-K	WRD / WildHorse Resource Development Corp 8-K (Current Report) 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, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorpo
August 9, 2018	EX-4.6	Third Supplemental Indenture, dated as of August 2, 2018 among Burleson Sand LLC, WildHorse Resource Development Corporation, the other subsidiary guarantors named therein and U.S. Bank National Association, as Trustee. Exhibit 4.6 THIRD SUPPLEMENTAL INDENTURE Third Supplemental Indenture (this “Supplemental Indenture”), dated as of August 2, 2018 among WHCC Infrastructure LLC (the “Guaranteeing Subsidiary”), a subsidiary of WildHorse Resource Development Corporation, a Delaware corporation (the “Issuer”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as
August 9, 2018	10-Q	WRD / WildHorse Resource Development Corp 10-Q (Quarterly Report) 10-Q 1 wrd-20180630x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fro
August 7, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Second Quarter Results Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Second Quarter Results HOUSTON, August 7, 2018 — WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended June 30, 2018. Operational highlights from second quarter 2018 include: · Increased average daily production by 107% to 46.7
August 7, 2018	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a18-1825118k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or oth
July 20, 2018	EX-21.1	Subsidiaries of WildHorse Resource Development Corporation. QuickLinks - Click here to rapidly navigate through this document EXHIBIT 21.1 SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction Burleson Sand LLC Delaware Burleson Water Resources, LLC Texas Esquisto Resources II, LLC Texas Petromax E&P Burleson, LLC Texas WHE AcqCo., LLC Delaware WHR Eagle Ford LLC Delaware WildHorse Resources II, LLC Delaware WildHorse Resources Manag
July 20, 2018	EX-12.1	Computation of Ratio of Earnings to Fixed Charges. QuickLinks - Click here to rapidly navigate through this document Exhibit 12.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in Thousands) For Three Months Ended March 31, For the Year Ended December 31, 2018 2017 2016 2015 2014 Income (loss) before income taxes $ (153,867 ) $ 11,056 $ (52,651 ) $ (32,436 ) $ (14,595 ) Add: Fixed charges 15,3
July 20, 2018	EX-25.1	Statement of Eligibility on Form T-1 of U.S. Bank National Association. QuickLinks - Click here to rapidly navigate through this document EXHIBIT 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) o U.S. BANK NATIONAL ASSOCIATION (Exact name of Trust
July 20, 2018	S-4	WRD / WildHorse Resource Development Corp S-4 Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on July 20, 2018 Registration No.
July 20, 2018	EX-99.1	INDEX TO FINANCIAL STATEMENTS Exhibit 99.1 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Introduction F-2 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Three Months Ended March 31, 2018 F-3 Notes to Unaudited Pro Forma Condensed Consolidated Statement of Operations F-4 F-1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT
July 20, 2018	8-K	WRD / WildHorse Resource Development Corp 8-K (Current Report) 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 20, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorpora
June 22, 2018	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers 8-K 1 a18-1576718k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2018 (June 21, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-347024
June 7, 2018	EX-4.14	Form of Subordinated Debt Securities (included in Exhibit 4.14). Exhibit 4.14 WILDHORSE RESOURCE DEVELOPMENT CORPORATION [and] [IF APPLICABLE, INSERT - THE GUARANTORS PARTY HERETO] to U.S. BANK NATIONAL ASSOCIATION Trustee INDENTURE Dated as of [ ] [ ], 20[ ] SUBORDINATED DEBT SECURITIES WILDHORSE RESOURCE DEVELOPMENT CORPORATION Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939, as amended Tr
June 7, 2018	EX-4.13	Form of Senior Debt Securities (included in Exhibit 4.13). Exhibit 4.13 WILDHORSE RESOURCE DEVELOPMENT CORPORATION [and] [IF APPLICABLE, INSERT - THE GUARANTORS PARTY HERETO] to U.S. BANK NATIONAL ASSOCIATION Trustee INDENTURE Dated as of [ ] [ ], 20[ ] SENIOR DEBT SECURITIES WILDHORSE RESOURCE DEVELOPMENT CORPORATION Certain Sections of this Indenture relating to Sections 310 through 318, inclusive, of the Trust Indenture Act of 1939, as amended Trust In
June 7, 2018	EX-25.1	Form T-1 Statement of Eligibility and Qualification respecting the Senior Indenture. Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) o U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif
June 7, 2018	S-3ASR	WRD / WildHorse Resource Development Corp 3ASR Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on June 7, 2018 Registration No.
June 7, 2018	EX-12.1	Computation of Ratio of Earnings to Fixed Charges. Exhibit 12.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in Thousands) For Three Months Ended March 31, For the Year Ended December 31, 2018 2017 2016 2015 2014 Income (loss) before income taxes $ (153,867 ) $ 11,056 $ (52,651 ) $ (32,436 ) $ (14,595 ) Add: Fixed charges 15,363 36,741 8,857 9,107 3,245 Amortization of capitalized interest (
June 7, 2018	EX-25.2	Form T-1 Statement of Eligibility and Qualification respecting the Subordinated Indenture. Exhibit 25.2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) o U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif
May 21, 2018	8-K	Submission of Matters to a Vote of Security Holders 8-K 1 d591363d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2018 (May 17, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (S
May 14, 2018	10-Q/A	WRD / WildHorse Resource Development Corp 10-Q/A (Quarterly Report) 10-Q/A 1 a18-13473110qa.htm 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri
May 10, 2018	10-Q	WRD / WildHorse Resource Development Corp 10-Q (Quarterly Report) 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, 2018 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: 001-37964 WildHor
May 9, 2018	8-K	Regulation FD Disclosure, 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): May 9, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorpo
May 9, 2018	EX-99.1	WildHorse Resource Development Corporation Announces First Quarter Results EX-99.1 Exhibit 99.1 WildHorse Resource Development Corporation Announces First Quarter Results HOUSTON, May 9, 2018 – WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended March 31, 2018. Operational highlights from first quarter 2018 include: • Increased average daily production by 198% to 52.4 Mboe/d for the first q
April 23, 2018	EX-99.1	WildHorse Resource Development Corporation Prices $200 Million Offering of Additional 6.875% Senior Notes due 2025 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Prices $200 Million Offering of Additional 6.875% Senior Notes due 2025 HOUSTON, April 18, 2018 — WildHorse Resource Development Corporation (NYSE: WRD) announced today the pricing of its previously announced private placement to eligible purchasers of $200 million in aggregate principal amount of its 6.875% Senior
April 23, 2018	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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 23, 2018 (April 18, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdi
April 23, 2018	EX-4.3	Registration Rights Agreement, dated as of April 20, 2018, by and among WildHorse Resource Development Corporation, the subsidiary guarantors named therein and Wells Fargo Securities, LLC (incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K filed on April 23, 2018). Exhibit 4.3 WILDHORSE RESOURCE DEVELOPMENT CORPORATION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is dated as of April 20, 2018 (the “Agreement”), by and among WILDHORSE RESOURCE DEVELOPMENT CORPORATION, a Delaware corporation (the “Company”), the subsidiaries of the Company named in Schedule I hereto (each individually, a “Guarantor” and collectively, the “Guarantors”), and
April 18, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Launch of $200 Million Offering of Additional 6.875% Senior Notes due 2025 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Launch of $200 Million Offering of Additional 6.875% Senior Notes due 2025 HOUSTON, April 18, 2018 — WildHorse Resource Development Corporation (NYSE: WRD) announced today that, subject to market conditions, it intends to offer $200 million in aggregate principal amount of its 6.875% Senior Notes due 2025.
April 18, 2018	8-K	Regulation FD Disclosure, 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): April 18, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incorpor
April 18, 2018	EX-99.2	INDEX TO FINANCIAL STATEMENTS EX-99.2 3 a18-110671ex99d2.htm EX-99.2 Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Unaudited Pro Forma Condensed Combined Statement of Operations Introduction F-2 Unaudited Pro Forma Condensed Combined Statement of Operations for the Year Ended December 31, 2017 F-4 Notes to Unaudited Pro Forma Condensed Combined Statement of Operations F-5 F-1 WILDHO
April 4, 2018	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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 4, 2018 (March 29, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdic
April 4, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Closing of North Louisiana Divestiture and Completes Borrowing Base Redetermination Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Closing of North Louisiana Divestiture and Completes Borrowing Base Redetermination HOUSTON, March 29, 2018 – WildHorse Resource Development Corporation (NYSE: WRD) announced today that it has closed the sale of its previously announced divestiture of its North Louisiana assets. WRD received net proceeds o
April 4, 2018	EX-99.2	INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Unaudited Pro Forma Condensed Consolidated Financial Statements Introduction F-2 Unaudited Pro Forma Condensed Consolidated Balance Sheet as of December 31, 2017 F-3 Unaudi EX-99.2 Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Unaudited Pro Forma Condensed Consolidated Financial Statements Introduction F-2 Unaudited Pro Forma Condensed Consolidated Balance Sheet as of December 31, 2017 F-3 Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2017 F-4 Notes to Unaudited Pro Form
April 2, 2018	DEFA14A	WRD / WildHorse Resource Development Corp DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin
April 2, 2018	DEF 14A	WRD / WildHorse Resource Development Corp DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 27, 2018	EX-10.1	Fourth Amendment to Credit Agreement, dated as of March 23, 2018, by and among WildHorse Resource Development Corporation, each of the guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders party thereto, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on March 27, 2018) EX-10.1 Exhibit 10.1 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT This FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amendment”), dated as of March 23, 2018 (the “Fourth Amendment Effective Date”), is among WildHorse Resource Development Corporation, a Delaware corporation (the “Borrower”); each of the Guarantors party hereto (the “Guarantors” and collectively with the Borrower, the
March 27, 2018	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2018 (March 23, 2018) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdi
March 13, 2018	SC 13G/A	WRD / WildHorse Resource Development Corp / KKR Fund Holdings L.P. - SC 13G/A Passive Investment SC 13G/A 1 formsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WildHorse Resource Development Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 96812T102 (CUSIP Number) February 28, 2018 (Date of Event which Requires Filing of this
March 13, 2018	EX-2	POWER OF ATTORNEY EXHIBIT 2 POWER OF ATTORNEY Know all men by these presents that Henry R. Kravis does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in th
March 12, 2018	10-K	WRD / WildHorse Resource Development Corp 10-K (Annual Report) 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, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37964 WildHorse Resource Development Corporation (Exac
March 12, 2018	EX-99.1	Report of Cawley, Gillespie and Associates, Inc. Exhibit 99.1 CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100306 WEST SEVENTH STREET, SUITE 3021000 LOUISIANA STREET, SUITE 1900 AUSTIN, TEXAS 78729-1707FORT WORTH, TEXAS 76102-4987HOUSTON, TEXAS 77002-5008 512-249-7000817- 336-2461713-651-9944 www.cgaus.com January 23, 2018 Mr. Jason Pearce Senior Vice President, Reserves WildHorse Resource Development C
March 12, 2018	EX-21.1	Subsidiaries of WildHorse Resource Development Corporation. Exhibit 21.1 SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction WildHorse Resource II, LLC Delaware WildHorse Resources Management Company, LLC Delaware Oakfield Energy LLC Delaware WHE AcqCo., LLC Delaware WHR Eagle Ford LLC Delaware Burleson Sand LLC Delaware Esquisto Resources II, LLC Texas Petromax E&P Burleson, LLC Texas Burleson Water Resources, LLC Texas
March 12, 2018	EX-4.6	Second Supplemental Indenture, dated as of January 8, 2018 among Burleson Sand LLC, WildHorse Resource Development Corporation, the other subsidiary guarantors named therein and U.S. Bank National Association, as Trustee. Exhibit 4.6 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of January 8, 2018 among Burleson Sand LLC (the “Guaranteeing Subsidiary”), a subsidiary of WildHorse Resource Development Corporation, a Delaware corporation (the “Issuer”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as tr
March 9, 2018	EX-10.11	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Grant E. Sims (incorporated by reference to Exhibit 10.11 to the Company’s Form 8-K filed on March 9, 2018). EX-10.11 Exhibit 10.11 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Grant E. Sims (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpr
March 9, 2018	EX-10.3	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Andrew J. Cozby (incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on March 9, 2018). EX-10.3 Exhibit 10.3 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Andrew J. Cozby (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpr
March 9, 2018	EX-10.10	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Jonathan M. Clarkson (incorporated by reference to Exhibit 10.10 to the Company’s Form 8-K filed on March 9, 2018). EX-10.10 Exhibit 10.10 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Jonathan M. Clarkson (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business
March 9, 2018	EX-10.6	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Richard D. Brannon (incorporated by reference to Exhibit 10.6 to the Company’s Form 8-K filed on March 9, 2018). EX-10.6 Exhibit 10.6 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Richard D. Brannon (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business ente
March 9, 2018	EX-10.9	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Tony R. Weber (incorporated by reference to Exhibit 10.9 to the Company’s Form 8-K filed on March 9, 2018). EX-10.9 Exhibit 10.9 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Tony R. Weber (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpris
March 9, 2018	EX-10.5	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Kyle N. Roane (incorporated by reference to Exhibit 10.5 to the Company’s Form 8-K filed on March 9, 2018). EX-10.5 Exhibit 10.5 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Kyle N. Roane (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpris
March 9, 2018	EX-10.4	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Steve Habachy (incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K filed on March 9, 2018). EX-10.4 Exhibit 10.4 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Steve Habachy (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpris
March 9, 2018	EX-10.12	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Brian A. Bernasek (incorporated by reference to Exhibit 10.12 to the Company’s Form 8-K filed on March 9, 2018). EX-10.12 13 d544140dex1012.htm EX-10.12 Exhibit 10.12 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Brian A. Bernasek (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service
March 9, 2018	EX-10.7	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Scott A. Gieselman (incorporated by reference to Exhibit 10.7 to the Company’s Form 8-K filed on March 9, 2018). EX-10.7 8 d544140dex107.htm EX-10.7 Exhibit 10.7 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Scott A. Gieselman (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to c
March 9, 2018	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 9, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incor
March 9, 2018	EX-10.2	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Anthony Bahr (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on March 9, 2018). EX-10.2 Exhibit 10.2 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Anthony Bahr (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprise
March 9, 2018	EX-10.14	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Stephanie C. Hildebrandt (incorporated by reference to Exhibit 10.14 to the Company’s Form 8-K filed on March 9, 2018). EX-10.14 Exhibit 10.14 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Stephanie C. Hildebrandt (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or busin
March 9, 2018	EX-10.13	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Martin W. Sumner (incorporated by reference to Exhibit 10.13 to the Company’s Form 8-K filed on March 9, 2018). EX-10.13 Exhibit 10.13 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Martin W. Sumner (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business ente
March 9, 2018	EX-10.8	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and David W. Hayes (incorporated by reference to Exhibit 10.8 to the Company’s Form 8-K filed on March 9, 2018). EX-10.8 Exhibit 10.8 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and David W. Hayes (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpri
March 9, 2018	EX-10.1	Indemnification Agreement, dated as of March 9, 2018, by and between WildHorse Resource Development Corporation and Jay C. Graham (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on March 9, 2018). EX-10.1 Exhibit 10.1 AMENDED AND RESTATED INDEMNIFICATION AGREEMENT This Amended and Restated Indemnification Agreement (“Agreement”) is made as of March 9, 2018 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Jay C. Graham (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterpris
March 7, 2018	8-K	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): March 7, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incor
March 7, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Fourth Quarter and Full Year 2017 Results EX-99.1 Exhibit 99.1 WildHorse Resource Development Corporation Announces Fourth Quarter and Full Year 2017 Results HOUSTON, March 7, 2018 – WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the fourth quarter and year ended December 31, 2017. Financial and operational highlights for the fourth quarter and full year 2017 include: • Deliv
February 15, 2018	EX-2.1	Purchase and Sale Agreement, dated February 12, 2018, by and between WildHorse Resources II, LLC and Tanos Energy Holdings III, LLC (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on February 15, 2018). EX-2.1 Exhibit 2.1 EXECUTION VERSION PURCHASE AND SALE AGREEMENT by and between WildHorse Resources II, LLC (Seller) and Tanos Energy Holdings III, LLC (Buyer) Dated as of February 12, 2018 TABLE OF CONTENTS ARTICLE I DEFINITIONS ARTICLE II PROPERTIES Section 2.1 Agreement to Sell and Purchase 19 Section 2.2 Excluded Assets 21 Section 2.3 Effective Time 23 Section 2.4 Assumed Liabilities 23 ARTICL
February 15, 2018	8-K	WRD / WildHorse Resource Development Corp FORM 8-K (Current Report) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction
February 15, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Divestment of North Louisiana Assets and Acquisition of Lee County Properties EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Divestment of North Louisiana Assets and Acquisition of Lee County Properties HOUSTON, February 12, 2018 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today that it has executed a definitive purchase and sale agreement to divest its North Louisiana assets to a third party for c
February 12, 2018	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d480238d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2018 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or ot
February 12, 2018	EX-99.1	WildHorse Resource Development Corporation Announces Year-End 2017 Reserves, Operational Update, and 2018 Guidance EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Year-End 2017 Reserves, Operational Update, and 2018 Guidance HOUSTON, February 12, 2018 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today year-end 2017 reserves, an operational update, 2018 guidance, and the construction of an in-field sand mine in Burleson County, TX. In a
February 12, 2018	SC 13G/A	WRD / WildHorse Resource Development Corp / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment SC 13G/A 1 wrda121218.htm ROBECO INVESTMENT MANAGEMENT INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WILDHORSE RESOURCE DEVELOPMENT CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 96812T102 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this St
February 5, 2018	EX-99.2	POWER OF ATTORNEY EXHIBIT 2 POWER OF ATTORNEY Know all men by these presents that Henry R. Kravis does hereby make, constitute and appoint William J. Janetschek, David J. Sorkin, Terence P. Gallagher, and Christopher B. Lee, or any one of them, as a true and lawful attorney-in-fact of the undersigned with full powers of substitution and revocation, for and in the name, place and stead of the undersigned (both in th
February 5, 2018	SC 13G	WRD / WildHorse Resource Development Corp / KKR Fund Holdings L.P. - SC 13G Passive Investment SC 13G 1 formsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* WildHorse Resource Development Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 96812T102 (CUSIP Number) June 30, 2017 (Date of Event which Requires Filing of this Statement)
February 5, 2018	EX-99.1	JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the common stock, par value $0.
December 12, 2017	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Kyle N.
December 12, 2017	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits 8-K 1 d466754d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State
December 12, 2017	EX-10.1	Indemnification Agreement (Stephanie C. Hildebrandt) Exhibit 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of December 11, 2017 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Stephanie C. Hildebrandt (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and t
November 9, 2017	10-Q	WRD / WildHorse Resource Development Corp 10-Q (Quarterly Report) 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, 2017 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: 001-37964 Wil
November 8, 2017	8-K	WRD / WildHorse Resource Development Corp 8-K (Current Report) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of in
November 8, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Third Quarter Results EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Third Quarter Results HOUSTON, November 8, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended September 30, 2017. Operational highlights from third quarter 2017 include: ? Increased average daily production by
October 13, 2017	424B3	WildHorse Resource Development Corporation Offer to Exchange Up To $500,000,000 of 6.875% Senior Notes due 2025 That Have Not Been Registered Under The Securities Act of 1933 Up To $500,000,000 of 6.875% Senior Notes due 2025 That Have Been Registere 424B3 1 d397724d424b3.htm 424B3 Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-220744 PROSPECTUS WildHorse Resource Development Corporation Offer to Exchange Up To $500,000,000 of 6.875% Senior Notes due 2025 That Have Not Been Registered Under The Securities Act of 1933 For Up To $500,000,000 of 6.875% Senior Notes due 2025 That Have Been Registered Under The Securities A
October 10, 2017	CORRESP	WRD / WildHorse Resource Development Corp ESP CORRESP 1 filename1.htm October 10, 2017 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: WildHorse Resource Development Corporation Registration Statement on Form S-4 Filed September 29, 2017 File No. 333-220744 Ladies and Gentlemen: On behalf of WildHorse Resource Development Corpora
October 10, 2017	CORRESP	WRD / WildHorse Resource Development Corp ESP CORRESP October 10, 2017 H. Roger Schwall Assistant Director Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Division of Corporation Finance Re: Registration Statement on Form S-4 Filed September 29, 2017 File No. 333-220744 Ladies and Gentlemen: This letter supplements the Registration Statement on Form S-4 (as referenced above, the ?Registration Statement?) of WildHorse
October 5, 2017	EX-10.1	Third Amendment to Credit Agreement, dated as of October 4, 2017, by and among WildHorse Resource Development Corporation, each of the guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders party thereto, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto. EX-10.1 Exhibit 10.1 Execution Version THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT (this ?Third Amendment?), dated as of October 4, 2017 (the ?Third Amendment Effective Date?), is among WildHorse Resource Development Corporation, a Delaware corporation (the ?Borrower?); each of the Guarantors party hereto (the ?Guarantors? and collectively with the Borrower, the ?C
October 5, 2017	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction o
September 29, 2017	S-4	As filed with the Securities and Exchange Commission on September 29, 2017 S-4 1 d397724ds4.htm S-4 Table of Contents As filed with the Securities and Exchange Commission on September 29, 2017 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 WildHorse Resource Development Corporation (AND CERTAIN SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION IDENTIFI
September 29, 2017	EX-21.1	SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction WildHorse Resource II, LLC Delaware WildHorse Resources Management Company, LLC Delaware Oakfield Energy LLC Delaware WHE AcqCo., LLC Delaware WHR Eagle Ford LLC Delaware Es Exhibit 21.1 SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction WildHorse Resource II, LLC Delaware WildHorse Resources Management Company, LLC Delaware Oakfield Energy LLC Delaware WHE AcqCo., LLC Delaware WHR Eagle Ford LLC Delaware Esquisto Resources II, LLC Texas Petromax E&P Burleson, LLC Texas Burleson Water Resources, LLC Texas
September 29, 2017	EX-12.1	COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in Thousands) For the Six Months Ended June 30, 2017 For the Year Ended December 31, 2016 2015 2014 Income (loss) before income taxes $ 73,511 $ (52,651 ) $ (32,436 ) $ (14,595 ) Add: Fixed c EX-12.1 Exhibit 12.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in Thousands) For the Six Months Ended June 30, 2017 For the Year Ended December 31, 2016 2015 2014 Income (loss) before income taxes $ 73,511 $ (52,651 ) $ (32,436 ) $ (14,595 ) Add: Fixed charges 15,068 8,857 9,107 3,245 Amortization of capitalized interest 112 218 129 13 Su
September 29, 2017	EX-25.1	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) ? U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter) 31-0841368 I.R.S. Employer Identif
September 20, 2017	EX-4.3	Registration Rights Agreement, dated as of September 19, 2017, by and among WildHorse Resource Development Corporation, the subsidiary guarantors named therein and Wells Faro Securities, LLC, as representative of the initial purchasers named therein (incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K filed on September 20, 2017). EX-4.3 Exhibit 4.3 Execution Version WILDHORSE RESOURCE DEVELOPMENT CORPORATION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is dated as of September 19, 2017 (the ?Agreement?), by and among WILDHORSE RESOURCE DEVELOPMENT CORPORATION, a Delaware corporation (the ?Company?), the subsidiaries of the Company named in Schedule I hereto (each individually, a ?Guarantor? and collecti
September 20, 2017	EX-99.1	WildHorse Resource Development Corporation Prices $150 Million Add-On Offering of Additional 6.875% Senior Notes due 2025 EX-99.1 Exhibit 99.1 WildHorse Resource Development Corporation Prices $150 Million Add-On Offering of Additional 6.875% Senior Notes due 2025 HOUSTON, September 15, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today the pricing of its previously announced private placement to eligible purchasers of $150 million in aggregate principal amount of its 6.875% senior unsecure
September 20, 2017	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): September 15, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of inco
September 15, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Launch of $150 Million Offering of Additional 6.875% Senior Notes due 2025 EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Launch of $150 Million Offering of Additional 6.875% Senior Notes due 2025 HOUSTON, September 15, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today that, subject to market conditions, it intends to offer $150 million in aggregate principal amount of its 6.875% Senior Not
September 15, 2017	8-K	WildHorse Resource Development 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of
September 15, 2017	EX-99.2	WildHorse Resource Development Corporation Unaudited Pro Forma Combined Financial Statements Page Introduction 2 Unaudited Pro Forma Combined Statement of Operations for the Year Ended December 31, 2016 4 Unaudited Pro Forma Combined Statement of Ope EX-99.2 Exhibit 99.2 WildHorse Resource Development Corporation Unaudited Pro Forma Combined Financial Statements Page Introduction 2 Unaudited Pro Forma Combined Statement of Operations for the Year Ended December 31, 2016 4 Unaudited Pro Forma Combined Statement of Operations for the Six Months Ended June 30, 2017 5 Notes to Unaudited Pro Forma Combined Financial Statements 6 1 Introduction Wild
August 10, 2017	10-Q	WRD / WildHorse Resource Development Corp 10-Q (Quarterly Report) 10-Q 1 wrd-10q20170630.htm 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, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission
August 10, 2017	EX-4.6	First Supplemental Indenture, dated as of June 30, 2017, by and among WHR Eagle Ford LLC, WildHorse Resource Development Corporation, the other subsidiary guarantors named therein and U.S. Bank National Association, as Trustee. Exhibit 4.6 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 30, 2017 among WHR Eagle Ford LLC (the “Guaranteeing Subsidiary”), a subsidiary of WildHorse Resource Development Corporation, a Delaware corporation (the “Issuer”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trust
August 9, 2017	8-K	WildHorse Resource Development FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of
August 9, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Second Quarter Results EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Second Quarter Results HOUSTON, August 9, 2017 WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended June 30, 2017. Operational highlights from the second quarter 2017 include: ● Increased average daily production by
July 11, 2017	DEF 14C	WildHorse Resource Development DEF 14C DEF 14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
July 7, 2017	EX-4.1	Amended and Restated Registration Rights Agreement dated as of June 30, 2017 by and between WildHorse Resource Development Corporation and WHR Holdings, LLC, Esquisto Holdings, LLC, WHE AcqCo Holdings, LLC, NGP XI US Holdings, L.P., Jay C. Graham, Anthony Bahr, CP VI Eagle Holdings, L.P., EIGF Aggregator LLC, TE Drilling Aggregator LLC and Aurora C-1 Holding L.P. (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on July 7, 2017). EX-4.1 Exhibit 4.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this ?Agreement?), dated as of June 30, 2017, is entered into by and among WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and each of the other parties listed on the signature pages hereto (the ?Initial Holders? and, together with the C
July 7, 2017	EX-99.4	INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Unaudited Pro Forma Combined Financial Statements Introduction F-2 Unaudited Pro Forma Combined Balance Sheet as of March 31, 2017 F-4 Unaudited Pro Forma Combined Statemen EX-99.4 Exhibit 99.4 INDEX TO FINANCIAL STATEMENTS Page WildHorse Resource Development Corporation Unaudited Pro Forma Combined Financial Statements Introduction F-2 Unaudited Pro Forma Combined Balance Sheet as of March 31, 2017 F-4 Unaudited Pro Forma Combined Statement of Operations for the Year Ended December 31, 2016 F-5 Unaudited Pro Forma Combined Statement of Operations for the Three Month
July 7, 2017	EX-99.3	INDEX TO FINANCIAL STATEMENTS Page KKR Eaglebine Properties Audited and Unaudited Statements of Revenues and Direct Operating Expenses Independent Auditors Report F-2 Statements of Revenues and Direct Operating Expenses for the Years Ended December Exhibit 99.3 INDEX TO FINANCIAL STATEMENTS Page KKR Eaglebine Properties Audited and Unaudited Statements of Revenues and Direct Operating Expenses Independent Auditors Report F-2 Statements of Revenues and Direct Operating Expenses for the Years Ended December 31, 2016 and 2015 (audited), the period from September 11, 2014 to December 31, 2014 (audited) and the Three Months Ended March 31, 2017
July 7, 2017	EX-10.2	INDEMNIFICATION AGREEMENT EX-10.2 Exhibit 10.2 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of June 30, 2017 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Brian A. Bernasek (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
July 7, 2017	EX-10.1	Second Amendment to Credit Agreement, dated as of June 30, 2017, by and among WildHorse Resource Development Corporation, each of the guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders party thereto, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto. EX-10.1 Exhibit 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT (this ?Second Amendment?), dated as of June 30, 2017 (the ?Second Amendment Effective Date?), is among WildHorse Resource Development Corporation, a Delaware corporation (the ?Borrower?); each of the Guarantors party hereto (the ?Guarantors? and collectively with the Borrower, the ?Credit Parties?);
July 7, 2017	EX-10.3	INDEMNIFICATION AGREEMENT EX-10.3 Exhibit 10.3 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of June 30, 2017 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Martin W. Sumner (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-
July 7, 2017	8-K	WildHorse Resource Development 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incor
July 7, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Closing of the Eagle Ford Acquisition, Borrowing Base Increase to $650 Million, and Election of Board Members EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Closing of the Eagle Ford Acquisition, Borrowing Base Increase to $650 Million, and Election of Board Members HOUSTON, June 30, 2017 ? WildHorse Resource Development Corporation (NYSE:WRD), today announced the closing of the previously announced acquisition of approximately 111,000 net acres in the
July 7, 2017	EX-3.1	Certificate of Designations, 6.00% Series A Perpetual Convertible Preferred Stock (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on July 7, 2017). EX-3.1 Exhibit 3.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION CERTIFICATE OF DESIGNATIONS Pursuant to Section 151 of the General Corporation Law of the State of Delaware 6.00% SERIES A PERPETUAL CONVERTIBLE PREFERRED STOCK (Par Value $0.01 Per Share) WildHorse Resource Development Corporation (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State o
July 7, 2017	EX-99.2	INDEX TO FINANCIAL STATEMENTS Page Anadarko Eaglebine and Northstars Properties Audited and Unaudited Statements of Revenues and Direct Operating Expenses Independent Auditors’ Report F-2 Statements of Revenues and Direct Operating Expenses for the Y EX-99.2 Exhibit 99.2 INDEX TO FINANCIAL STATEMENTS Page Anadarko Eaglebine and Northstars Properties Audited and Unaudited Statements of Revenues and Direct Operating Expenses Independent Auditors? Report F-2 Statements of Revenues and Direct Operating Expenses for the Years Ended December 31, 2016, 2015 and 2014 (audited) and the Three Months Ended March 31, 2017 and 2016 (unaudited) F-4 Notes to
July 3, 2017	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Kyle N.
July 3, 2017	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Kyle N.
June 29, 2017	PRE 14C	WildHorse Resource Development PRE 14C PRE 14C 1 d376722dpre14c.htm PRE 14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C (Rule 14c-101) SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1
May 31, 2017	8-K/A	Submission of Matters to a Vote of Security Holders 8-K/A 1 d405318d8ka.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No.1) 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 31, 2017 (May 18, 2017) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware
May 22, 2017	8-K	Submission of Matters to a Vote of Security Holders 8-K 1 d384511d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2017 (May 18, 2017) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-34702
May 16, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Strategic Acquisition of Eagle Ford Properties EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Strategic Acquisition of Eagle Ford Properties HOUSTON, May 11, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) today announced that it has entered into a definitive agreement to acquire approximately 111,000 net acres and associated production from Anadarko Petroleum Corporation (?AP
May 16, 2017	EX-10.1	Stock Issuance Agreement, dated as of May 10, 2017, by and among WildHorse Resource Development Corporation and Admiral A Holding L.P., TE Admiral A Holding L.P. and Aurora C-I Holding L.P. (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on May 16, 2017). EX-10.1 Exhibit 10.1 Execution Version STOCK ISSUANCE AGREEMENT dated as of May 10, 2017 by and among WILDHORSE RESOURCE DEVELOPMENT CORPORATION and ADMIRAL A HOLDING L.P., TE ADMIRAL A HOLDING L.P., and AURORA C-I HOLDING L.P. TABLE OF CONTENTS Page ARTICLE I ISSUANCE; CLOSING 1 Section 1.1 Issuance 1 Section 1.2 Closing 1 Section 1.3 Closing Conditions 2 ARTICLE II REPRESENTATIONS AND WARRANTIES
May 16, 2017	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits 8-K 1 d400398d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or ot
May 15, 2017	EX-2.2	Purchase and Sale Agreement, dated May 10, 2017, by and among Anadarko E&P Onshore LLC, Admiral A Holding L.P., TE Admiral A Holding L.P., Aurora C-I Holding L.P. and WHR Eagle Ford LLC (incorporated by reference to Exhibit 2.2 to the Company’s Form 10-Q filed on May 15, 2017). Exhibit 2.2 PURCHASE AND SALE AGREEMENT BY AND AMONG ANADARKO E&P ONSHORE LLC, ADMIRAL A HOLDING L.P., TE ADMIRAL A HOLDING L.P., AND AURORA C-I HOLDING L.P., AS SELLERS AND WHR EAGLE FORD LLC, AS PURCHASER EXECUTION DATE: May 10, 2017 EFFECTIVE TIME: 12:01 AM, January 1, 2017 Table of Contents Page ARTICLE 1 DEFINITIONS AND INTERPRETATION Section 1.1 Defined Terms1 Section 1.2 References and Rule
May 15, 2017	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q 10-Q 1 wrd-10q20170331.htm 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, 2017 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commissio
May 15, 2017	EX-10.1	First Amendment to Credit Agreement, dated as of April 4, 2017, by and among WildHorse Resource Development Corporation, each of the guarantors party thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders party thereto, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto. Exhibit 10.1 Execution Version US 4941736v.10 First Amendment to Credit Agreement This First Amendment to Credit Agreement (this ?First Amendment?), dated as of April 4, 2017 (the ?First Amendment Effective Date?), is among WildHorse Resource Development Corporation, a Delaware corporation (the ?Borrower?); each of the Guarantors party hereto (the ?Guarantors? and collectively with the Borrower, t
May 15, 2017	EX-4.4	Preferred Stock Purchase Agreement, dated as of May 10, 2017, by and among WildHorse Resource Development Corporation and CP VI Eagle Holdings, L.P. (incorporated by reference to Exhibit 4.4 to the Company’s Form 10-Q filed on May 15, 2017). Exhibit 4.4 PREFERRED STOCK PURCHASE AGREEMENT dated as of May 10, 2017 by and among WILDHORSE RESOURCE DEVELOPMENT CORPORATION and THE PARTY LISTED ON THE SIGNATURE PAGE HERETO TABLE OF CONTENTS Page Article I PURCHASE; CLOSING Section 1.1 Purchase2 Section 1.2 Closing.2 Section 1.3 Closing Conditions.2 Article II REPRESENTATIONS AND WARRANTIES Section 2.1 Representations and Warranties of the Co
May 15, 2017	EX-2.3	Purchase and Sale Agreement, dated May 10, 2017, by and among Anadarko E&P Onshore LLC, Anadarko Energy Services Company and WHR Eagle Ford LLC (incorporated by reference to Exhibit 2.3 to the Company’s Form 10-Q filed on May 15, 2017). Exhibit 2.3 PURCHASE AND SALE AGREEMENT BY AND AMONG ANADARKO E&P ONSHORE LLC, AND ANADARKO ENERGY SERVICES COMPANY, AS SELLERS AND WHR EAGLE FORD LLC, AS PURCHASER EXECUTION DATE: May 10, 2017 EFFECTIVE TIME: 12:01 AM, January 1, 2017 Table of Contents Page ARTICLE 1 DEFINITIONS AND INTERPRETATION1 Section 1.1 Defined Terms1 Section 1.2 References and Rules of Construction1 ARTICLE 2 PURCHASE AND
May 11, 2017	EX-99.1	WildHorse Resource Development Corporation Announces First Quarter 2017 Results EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces First Quarter 2017 Results HOUSTON, May 11, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the three months ended March 31, 2017. First quarter 2017 highlights include: ? Increased average daily production by 18% to 17.6 MBoe/d
May 11, 2017	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d394177d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other j
April 3, 2017	DEFA14A	WildHorse Resource Development DEFA14A DEFA14A 1 a17-83843defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as
April 3, 2017	DEF 14A	WildHorse Resource Development DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 31, 2017	EX-21	SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Exhibit 21.1 SUBSIDIARIES OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Name Jurisdiction WildHorse Resource II, LLC Delaware WildHorse Resources Management Company, LLC Delaware Oakfield Energy LLC Delaware WHE AcqCo., LLC Delaware Esquisto Resources II, LLC Texas Petromax E&P Burleson, LLC Texas Burleson Water Resources, LLC Texas
March 31, 2017	EX-99	Cawley, Gillespie & Associates, Inc. petroleum consultants Exhibit 99.2 Cawley, Gillespie & Associates, Inc. petroleum consultants 13640 BRIARWICK DRIVE, SUITE 100 306 WEST SEVENTH STREET, SUITE 302 1000 LOUISIANA STREET, SUITE 1900 AUSTIN, TEXAS 78729-1707 FORT WORTH, TEXAS 76102-4987 HOUSTON, TEXAS 77002-5008 512-249-7000 817- 336-2461 713-651-9944 www.cgaus.com January 26, 2017 Mr. Jason Pearce Senior Vice President, Reserves WildHorse Resource Develop
March 31, 2017	10-K	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, 2016 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-37964 WildHorse Resource Development Corporation (Exac
March 31, 2017	EX-99	Cawley, Gillespie & Associates, Inc. petroleum consultants Exhibit 99.1 Cawley, Gillespie & Associates, Inc. petroleum consultants 13640 BRIARWICK DRIVE, SUITE 100 306 WEST SEVENTH STREET, SUITE 302 1000 LOUISIANA STREET, SUITE 1900 AUSTIN, TEXAS 78729-1707 FORT WORTH, TEXAS 76102-4905 HOUSTON, TEXAS 77002-5017 512-249-7000 817- 336-2461 713-651-9944 www.cgaus.com January 25, 2017 Mr. Jason Pearce Senior Vice President, Reserves WildHorse Resource Develop
March 29, 2017	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d362455d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other
March 29, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Fourth Quarter and Full Year 2016 Results EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Fourth Quarter and Full Year 2016 Results HOUSTON, March 29, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today its operating and financial results for the fourth quarter and year ended December 31, 2016. Financial and operational highlights for the fourth quarter and ful
February 28, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Year-End 2016 Reserves, Operational Update, and 2017 Guidance Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Year-End 2016 Reserves, Operational Update, and 2017 Guidance HOUSTON, Feb. 28, 2017 WildHorse Resource Development Corporation (NYSE: WRD) announced today year-end 2016 reserves, an operational update, and 2017 guidance. Highlights include: Year-End 2016 Reserves: Reported year-end 2016 proved reserve
February 28, 2017	8-K	WildHorse Resource Development 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of i
February 14, 2017	EX-10.2	INDEMNIFICATION AGREEMENT EX-10.2 Exhibit 10.2 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of February 10, 2017 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Grant E. Sims (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
February 14, 2017	8-K	WildHorse Resource Development 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2017 (February 10, 2017) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or oth
February 14, 2017	EX-99.1	JOINT FILING AGREEMENT EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT Pursuant to Rule 13d-1(k)(1)(iii) of the Securities Exchange Act of 1934, as amended, each of the undersigned hereby consent to the joint filing on its behalf of a single Schedule 13G and any amendments thereto, with respect to the beneficial ownership by each of the undersigned of the shares of common stock of WildHorse Resource Development Corporation.
February 14, 2017	SC 13G	WRD / WildHorse Resource Development Corp / Esquisto Holdings, LLC - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WildHorse Resource Development Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 96812T 102 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to
February 10, 2017	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Kyle N.
February 10, 2017	SC 13G/A	WRD / WildHorse Resource Development Corp / Boston Partners - ROBECO INVESTMENT MANAGEMENT INC. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 0)* WILDHORSE RESOURCE DEVELOPMENT CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 96812T102 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur
February 1, 2017	EX-4.1	Indenture, dated as of February 1, 2017, by and among WildHorse Resource Development Corporation, the subsidiary guarantors named therein and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on February 1, 2017). EX-4.1 Exhibit 4.1 Execution Version WILDHORSE RESOURCE DEVELOPMENT CORPORATION AND EACH OF THE GUARANTORS PARTY HERETO 6.875% SENIOR NOTES DUE 2025 INDENTURE Dated as of February 1, 2017 U.S. BANK NATIONAL ASSOCIATION As Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions. 1 Section 1.02 Other Definitions. 39 Section 1.03 Incorporation by R
February 1, 2017	EX-4.3	Registration Rights Agreement, dated as of February 1, 2017, by and among WildHorse Resource Development Corporation, the subsidiary guarantors named therein and Wells Fargo Securities, LLC, as representative of the initial purchasers named therein (incorporated by reference to Exhibit 4.3 to the Company’s Form 8-K filed on February 1, 2017). EX-4.3 Exhibit 4.3 WILDHORSE RESOURCE DEVELOPMENT CORPORATION REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT is dated as of February 1, 2017 (the ?Agreement?), by and among WILDHORSE RESOURCE DEVELOPMENT CORPORATION, a Delaware corporation (the ?Company?), the subsidiaries of the Company named in Schedule I hereto (each individually, a ?Guarantor? and collectively, the ?Guarantor
February 1, 2017	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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): February 1, 2017 (January 27, 2017) WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jur
February 1, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Pricing of Upsized $350 Million Offering of Senior Notes EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Pricing of Upsized $350 Million Offering of Senior Notes HOUSTON, January 27, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today the pricing of its previously announced private placement to eligible purchasers of $350 million in aggregate principal amount of 6.875% senior
January 23, 2017	8-K	Financial Statements and Exhibits, Other Events 8-K 1 d324019d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State o
January 23, 2017	EX-99.1	WildHorse Resource Development Corporation Announces Launch of $300 Million Offering of Senior Notes EX-99.1 Exhibit 99.1 News For Immediate Release WildHorse Resource Development Corporation Announces Launch of $300 Million Offering of Senior Notes HOUSTON, January 23, 2017 ? WildHorse Resource Development Corporation (NYSE: WRD) announced today that, subject to market conditions, it intends to offer $300 million in aggregate principal amount of senior unsecured notes due 2025 in a private place
January 17, 2017	8-K	WildHorse Resource Development FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2017 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction
December 22, 2016	EX-10.6	Amended and Restated Limited Liability Company Agreement of WildHorse Investment Holdings, LLC (incorporated by reference to Exhibit 10.6 to the Company's Form 8-K filed on December 22, 2016). Exhibit 10.6 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT WILDHORSE INVESTMENT HOLDINGS, LLC December 19, 2016 TABLE OF CONTENTS Page ARTICLE I FORMATION OF COMPANY 1 Section 1.1. Formation and Continuation 1 Section 1.2. Name 1 Section 1.3. Business 2 Section 1.4. Places of Business; Registered Agent; Names and Addresses of Members. 2 Section 1.5. Term 2 Section 1.6.
December 22, 2016	EX-10.1	REGISTRATION RIGHTS AGREEMENT EX-10.1 Exhibit 10.1 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of December 19, 2016, is entered into by and among WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and each of the other parties listed on the signature pages hereto (the “Initial Holders” and, together with the Company, the “Parti
December 22, 2016	EX-10.8	Amended and Restated Limited Liability Company Agreement of WHE AcqCo. Holdings, LLC (incorporated by reference to Exhibit 10.8 to the Company's Form 8-K filed on December 22, 2016). Exhibit 10.8 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT WHE ACQCO HOLDINGS, LLC December 19, 2016 TABLE OF CONTENTS Page ARTICLE I FORMATION OF COMPANY 1 Section 1.1. Formation and Continuation 1 Section 1.2. Name 1 Section 1.3. Business 2 Section 1.4. Places of Business; Registered Agent; Names and Addresses of Members 2 Section 1.5. Term 2 Section 1.6. Filings 2 S
December 22, 2016	EX-10.2	Stockholders' Agreement, dated as of December 19, 2016, by and among WildHorse Resource Development Corporation and the stockholders named therein (incorporated by reference to Exhibit 10.2 to the Company's Form 8-K filed on December 22, 2016). EX-10.2 Exhibit 10.2 Execution Version STOCKHOLDERS’ AGREEMENT This STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of December 19, 2016, is entered into by and among WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), WHR Holdings, LLC, a Delaware limited liability company (“WildHorse Holdings”), Esquisto Holdings, LLC, a Delaware limited liability company (“E
December 22, 2016	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2016 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State or other jurisdiction of incor
December 22, 2016	EX-10.3	Credit Agreement, dated December 19, 2016, by and among WildHorse Resource Development Corporation, as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, BMO Harris Bank, N.A., as Syndication Agent, the Lenders party thereto and the other parties party thereto. EX-10.3 Exhibit 10.3 Execution Version Deal CUSIP Number: 96812VAA52 Facility CUSIP Number: 96812VAB3 CREDIT AGREEMENT dated as of December 19, 2016 among WildHorse Resource Development Corporation, as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, BMO Harris Bank N.A., as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A., Comerica Bank and ING
December 22, 2016	EX-10.5	Amended and Restated Limited Liability Company Agreement of WHR Holdings, LLC (incorporated by reference to Exhibit 10.5 to the Company's Form 8-K filed on December 22, 2016). Exhibit 10.5 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT WHR HOLDINGS, LLC December 19, 2016 TABLE OF CONTENTS Page ARTICLE I FORMATION OF COMPANY 1 Section 1.1. Formation and Continuation 1 Section 1.2. Name 1 Section 1.3. Business 2 Section 1.4. Places of Business; Registered Agent; Names and Addresses of Members 2 Section 1.5. Term 2 Section 1.6. Filings 2 Section
December 22, 2016	EX-10.7	Amended and Restated Limited Liability Company Agreement of Esquisto Investment Holdings, LLC (incorporated by reference to Exhibit 10.7 to the Company's Form 8-K filed on December 22, 2016). Exhibit 10.7 Execution Version AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT ESQUISTO INVESTMENT HOLDINGS, LLC December 19, 2016 TABLE OF CONTENTS Page No. Article I FORMATION OF COMPANY 1 Section 1.1 Formation 1 Section 1.2 Name 1 Section 1.3 Business 2 Section 1.4 Places of Business; Registered Agent; Names and Addresses of Members 2 Section 1.5 Term 2 Section 1.6 Filings 2 Section 1.
December 22, 2016	EX-10.4	Transition Services Agreement, dated as of December 19, 2016, by and among WildHorse Resource Development Corporation, Esquisto Resources II, LLC, CH4 Energy IV, LLC, PetroMax Operating Co., Inc. and Crossing Rocks Energy, LLC (incorporated by reference to Exhibit 10.4 to the Company's Form 8-K filed on December 22, 2016). Exhibit 10.4 Execution Version TRANSITION SERVICES AGREEMENT This Transition Services Agreement (this ?Agreement?) is executed and agreed to as of December 19, 2016 (the ?Effective Date?) by and among WildHorse Resource Development Corporation, a Delaware corporation (the ?Parent?), Esquisto Resources II, LLC, a Delaware limited liability company (the ?Company?), and CH4 Energy IV, LLC, a Delaware
December 22, 2016	EX-3.2	Amended and Restated Bylaws of WildHorse Resource Development Corporation, effective December 19, 2016 (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on December 22, 2016). EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION Incorporated under the Laws of the State of Delaware Date of Adoption: December 19, 2016 ARTICLE I OFFICES AND RECORDS SECTION 1.1. Registered Office. The registered office of WildHorse Resource Development Corporation (the “Corporation”) in the State of Delaware shall be as set forth in the Amended and Re
December 22, 2016	EX-3.1	Amended and Restated Certification of Incorporation of WildHorse Resource Development Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on December 22, 2016). EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF WILDHORSE RESOURCE DEVELOPMENT CORPORATION WildHorse Resource Development Corporation (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware as set forth in Title 8 of the Delaware Code (the “DGCL”), hereby certifies as follows: 1. The original Certificate of Incorp
December 16, 2016	EX-2.1	Master Contribution Agreement, dated December 12, 2016, by and among WildHorse Resource Development Corporation and the other parties named therein (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on December 16, 2016). EX-2.1 Exhibit 2.1 Execution Version MASTER CONTRIBUTION AGREEMENT This MASTER CONTRIBUTION AGREEMENT (this “Agreement”), dated December 12, 2016, is by and among WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), WildHorse Resources II, LLC, a Delaware limited liability company (“WH II”), Esquisto Resources II, LLC, a Delaware limited liability company (“EQ II”),
December 16, 2016	EX-1.1	WildHorse Resource Development Corporation Shares of Common Stock UNDERWRITING AGREEMENT EX-1.1 2 d302548dex11.htm EX-1.1 Exhibit 1.1 WildHorse Resource Development Corporation 27,500,000 Shares of Common Stock UNDERWRITING AGREEMENT December 13, 2016 BARCLAYS CAPITAL INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED BMO CAPITAL MARKETS CORP. As Representatives of the several Underwriters named in Schedule I attached hereto, c/o Barclays Capital Inc. 745 Seventh Avenue New York,
December 16, 2016	EX-10.5	INDEMNIFICATION AGREEMENT EX-10.5 Exhibit 10.5 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Anthony Bahr (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-
December 16, 2016	S-8	WildHorse Resource Development S-8 As filed with the Securities and Exchange Commission on December 16, 2016 Registration No.
December 16, 2016	EX-10.4	INDEMNIFICATION AGREEMENT EX-10.4 Exhibit 10.4 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Jay C. Graham (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
December 16, 2016	EX-10.11	INDEMNIFICATION AGREEMENT EX-10.11 Exhibit 10.11 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and David W. Hayes (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and t
December 16, 2016	EX-23.8	CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100 AUSTIN, TEXAS 78729-1707 512-249-7000 306 WEST SEVENTH STREET, SUITE 302 FORT WORTH, TEXAS 76102-4987 817- 336-2461 www.cgaus.com 1000 LOUISIANA STREET, SUITE EX-23.8 Exhibit 23.8 CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100 AUSTIN, TEXAS 78729-1707 512-249-7000 306 WEST SEVENTH STREET, SUITE 302 FORT WORTH, TEXAS 76102-4987 817- 336-2461 www.cgaus.com 1000 LOUISIANA STREET, SUITE 1900 HOUSTON, TEXAS 77002-5008 713-651-9944 CONSENT OF CAWLEY, GILLESPIE & ASSOCIATES, INC. As independent consultants, Cawley,
December 16, 2016	EX-10.6	INDEMNIFICATION AGREEMENT EX-10.6 Exhibit 10.6 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Andrew J. Cozby (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and ti
December 16, 2016	EX-10.10	INDEMNIFICATION AGREEMENT EX-10.10 Exhibit 10.10 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Scott A. Gieselman (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive a
December 16, 2016	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 8-K 1 d302548d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2016 WildHorse Resource Development Corporation (Exact name of registrant as specified in its charter) Delaware 001-37964 81-3470246 (State
December 16, 2016	EX-10.1	WildHorse Resource Development Corporation 2016 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on December 16, 2016). EX-10.1 4 d302548dex101.htm EX-10.1 Exhibit 10.1 WILDHORSE RESOURCE DEVELOPMENT CORPORATION 2016 Long Term Incentive Plan 1. Purpose. The purpose of the WildHorse Resource Development Corporation 2016 Long Term Incentive Plan (the “Plan”) is to provide a means through which (a) WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and its Affiliates may attract and re
December 16, 2016	EX-10.12	INDEMNIFICATION AGREEMENT Exhibit 10.12 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Tony R. Weber (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time-consum
December 16, 2016	EX-10.13	INDEMNIFICATION AGREEMENT Exhibit 10.13 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the ?Company?), and Jonathan M. Clarkson (?Indemnitee?). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
December 16, 2016	EX-10.3	WildHorse Resource Development Corporation Executive Change in Control and Severance Benefit Plan (incorporated by reference to Exhibit 10.3 to the Company's Form 8-K filed on December 16, 2016). EX-10.3 Exhibit 10.3 WILDHORSE RESOURCE DEVELOPMENT CORPORATION EXECUTIVE CHANGE IN CONTROL AND SEVERANCE BENEFIT PLAN 1. Purpose and Effective Date. WildHorse Resource Development Corporation, a Delaware corporation (the “Company”) has adopted this Executive Change in Control and Severance Benefit Plan (the “Plan”) to provide for the payment of severance and/or change in control benefits to Eligi
December 16, 2016	EX-10.7	INDEMNIFICATION AGREEMENT EX-10.7 Exhibit 10.7 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Steve Habachy (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
December 16, 2016	EX-10.8	INDEMNIFICATION AGREEMENT EX-10.8 Exhibit 10.8 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Kyle N. Roane (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and time
December 16, 2016	EX-23.7	CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100 AUSTIN, TEXAS 78729-1707 512-249-7000 306 WEST SEVENTH STREET, SUITE 302 FORT WORTH, TEXAS 76102-4987 817- 336-2461 www.cgaus.com 1000 LOUISIANA STREET, SUITE EX-23.7 Exhibit 23.7 CAWLEY, GILLESPIE & ASSOCIATES, INC. PETROLEUM CONSULTANTS 13640 BRIARWICK DRIVE, SUITE 100 AUSTIN, TEXAS 78729-1707 512-249-7000 306 WEST SEVENTH STREET, SUITE 302 FORT WORTH, TEXAS 76102-4987 817- 336-2461 www.cgaus.com 1000 LOUISIANA STREET, SUITE 1900 HOUSTON, TEXAS 77002-5008 713-651-9944 CONSENT OF CAWLEY, GILLESPIE & ASSOCIATES, INC. As independent consultants, Cawley,
December 16, 2016	EX-10.9	INDEMNIFICATION AGREEMENT EX-10.9 Exhibit 10.9 INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of December 13, 2016 by and between WildHorse Resource Development Corporation, a Delaware corporation (the “Company”), and Richard D. Brannon (“Indemnitee”). RECITALS: WHEREAS, directors, officers and other persons in service to corporations or business enterprises are subjected to expensive and
December 15, 2016	424B4	27,500,000 Shares WildHorse Resource Development Corporation Common Stock 424B4 Table of Contents Filed Pursuant to Rule 424(b)4 Registration No. 333-214569 PROSPECTUS 27,500,000 Shares WildHorse Resource Development Corporation Common Stock This is the initial public offering of the common stock of WildHorse Resource Development Corporation, a Delaware corporation. We are offering 27,500,000 shares of common stock. Prior to this offering, there has been no public marke
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	EX-24	EX-24 POWER OF ATTORNEY The undersigned (the "Reporting Person") hereby constitutes and appoints Andrew J.
December 13, 2016	FWP	WILDHORSE RESOURCE DEVELOPMENT CORPORATION FWP Filed Pursuant to Rule 433 Issuer Free Writing Prospectus, Dated December 13, 2016 Relating to Preliminary Prospectus Dated December 12, 2016 Registration Statement No.

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