基本统计
| LEI | IIVIHPH28S64K95M2381 |
| CIK | 1509589 |
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 Bonanza Creek Energy Inc New
SEC Filings (Chronological Order)
本页提供了美国证券交易委员会（SEC）备案的完整、按时间顺序排列的列表，不包括我们在其他地方提供的所有权备案。
| August 8, 2025 |
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 August 8, 2025 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizatio |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 Civitas Resources, Inc. |
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| August 6, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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: 001-35371 Civ |
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| August 6, 2025 |
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 August 6, 2025 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizatio |
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| August 6, 2025 |
Exhibit 10.1 555 17th Street, Suite 3700 Denver, CO 80202 (303) 293-9100 phone August 6, 2025 PRIVATE & CONFIDENTIAL Mr. Wouter van Kempen via email Re: Employment Terms and Conditions – Interim Chief Executive Officer Dear Wouter: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as Interim Chief Executive Officer (“Interim CEO”), reporting to the Company’s Bo |
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| August 6, 2025 |
Civitas Resources Announces CEO Transition Exhibit 99.1 Civitas Resources Announces CEO Transition DENVER — August 6, 2025 - Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”) announced today that Wouter van Kempen, the current Chair of the Civitas Board of Directors (the “Board”) has been named Interim Chief Executive Officer, succeeding Chris Doyle, who is departing the Company. The Board is executing its leadership succes |
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| August 6, 2025 |
Exhibit 99.1 Civitas Resources Reports Second Quarter 2025 Results and Reinstates Capital Return Program Board increases share repurchase authorization to $750 million; Company plans $250 million accelerated share repurchase Non-core DJ Basin divestments totaling $435 million to accelerate debt reduction DENVER — August 6, 2025 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") to |
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| June 4, 2025 |
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 June 4, 2025 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| June 3, 2025 |
Exhibit 4.1 Execution Version CIVITAS RESOURCES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 9.625% SENIOR NOTES DUE 2033 INDENTURE Dated as of June 3, 2025 COMPUTERSHARE TRUST COMPANY, N.A. Trustee TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 37 Section 1.03 Trust Indenture Act 37 Section 1.04 Rules of Const |
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| June 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2025 Civitas Resources, Inc. |
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| May 29, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 29, 2025 Civitas Resources, Inc. |
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| May 29, 2025 |
Exhibit 10.1 Eighth Amendment to Amended and Restated Credit Agreement This EIGHTH Amendment to amended and restated Credit Agreement (this “Amendment”), dated as of May 28, 2025 (the “Eighth Amendment Effective Date”), is among civitas resources, Inc., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Credit Parties |
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| May 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 28, 2025 Civitas Resources, Inc. |
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| May 29, 2025 |
Civitas Resources, Inc. Announces Offering of $500 Million of New Senior Notes Due 2032 Exhibit 99.1 Civitas Resources, Inc. Announces Offering of $500 Million of New Senior Notes Due 2032 DENVER — May 29, 2025 - Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that, subject to market conditions, it intends to offer $500 million in aggregate principal amount of senior unsecured notes due 2032 (the “Notes”) in a private placement (the “Offering”) to eligible purcha |
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| May 29, 2025 |
Exhibit 99.1 Civitas Resources, Inc. Announces Pricing of Upsized Offering of $750 Million of New Senior Notes Due 2033 DENVER — May 29, 2025 - Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that it has priced an upsized private placement (the “Offering”) to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the “Securities Act”), |
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| May 29, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 29, 2025 Civitas Resources, Inc. |
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| May 7, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 7, 2025 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 7, 2025 |
Exhibit 99.1 Civitas Resources, Inc. Reports First Quarter 2025 Results Implementing cost optimization and operational efficiency initiatives to deliver over $100 million in annualized free cash flow DENVER — May 7, 2025 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its first quarter 2025 financial and operating results. A webcast and conference call to review |
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| May 7, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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: 001-35371 Ci |
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| May 7, 2025 |
Exhibit 10.1 555 17th Street, Suite 3700 Denver, CO 80202 (303) 293-9100 phone May 7, 2025 PRIVATE & CONFIDENTIAL Mr. Clay Carrell via email – Re: Employment Terms and Conditions– President & Chief Operating Officer Dear Clay: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as President & Chief Operating Officer (“President & COO”), reporting to the Company’s |
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| May 7, 2025 |
Exhibit 10.2 Via Email May 7, 2025 Clay Carrell Re: Employment Side Letter re Repayment Obligation Dear Clay: Civitas Resources, Inc. (the “Company”) proposes to pay you a one-time lump-sum cash payment of $500,000 (the “Sign-On Bonus”), less applicable tax withholding, pursuant to the Offer Letter (as defined below), in connection with your employment as President and Chief Operating Officer of t |
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| May 7, 2025 |
CONFIDENTIAL SEVERANCE AND RELEASE AGREEMENT This Confidential Severance and Release Agreement (“Agreement”) is made by and between (i) T. |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025 Civitas Resources, Inc. |
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| May 7, 2025 |
CONFIDENTIAL SEVERANCE AND RELEASE AGREEMENT This Confidential Severance and Release Agreement (“Agreement”) is made by and between (i) Jeffrey Kelly (“Employee”) and (ii) Civitas Resources, Inc. |
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| May 7, 2025 |
Civitas Resources, Inc. Announces Clay Carrell President and Chief Operating Officer Exhibit 99.1 Civitas Resources, Inc. Announces Clay Carrell President and Chief Operating Officer DENVER — May 7, 2025 - Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”) announced that Clay Carrell has joined the Company as President and Chief Operating Officer, effective today. Chris Doyle, Chief Executive Officer, said, “On behalf of the Board of Directors and the Company, I am |
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| April 21, 2025 |
Table of Contents 2025 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 21, 2025 |
2025 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 24, 2025 |
Civitas Resources, Inc. Amended and Restated Corporate Policy on Insider Trading. Exhibit 19 CIVITAS RESOURCES, INC. AMENDED AND RESTATED CORPORATE POLICY ON INSIDER TRADING Introduction This Amended and Restated Corporate Policy on Insider Trading (this “Policy”) sets forth the policies of the Civitas Resources, Inc. (the “Company”) on trading and causing the trading of securities while in possession of material non-public information obtained through involvement with the Comp |
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| February 24, 2025 |
Exhibit 10.36 RESTRICTED STOCK UNIT AWARD AGREEMENT THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (together with the Grant Notice (as defined below), this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Participant (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2024 |
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| February 24, 2025 |
Exhibit 10.37 Officer PSU Agreement PERFORMANCE STOCK UNIT AWARD AGREEMENT THIS PERFORMANCE STOCK UNIT AWARD AGREEMENT (together with the Grant Notice (as defined below), this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Participant (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civi |
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| February 24, 2025 |
Civitas Resources, Inc. Reports Fourth Quarter and Full Year 2024 Results Exhibit 99.1 Civitas Resources, Inc. Reports Fourth Quarter and Full Year 2024 Results DENVER — February 24, 2025 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its fourth quarter and full year 2024 financial and operating results. A webcast and conference call to review these results and the Company’s 2025 outlook is planned for 6:30 a.m. MT (8:30 a.m. ET), on |
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| February 24, 2025 |
Form of Cash Award Agreement under the Civitas Resources, Inc. 2024 Long Term Incentive Plan. Exhibit 10.39 CASH AWARD AGREEMENT THIS CASH AWARD AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Participant (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2024 Long Term Incentive Plan (as amended, amended and restated, supplemented or otherwis |
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| February 24, 2025 |
Exhibit 10.30 August 3, 2023 PRIVATE & CONFIDENTIAL Mr. Jeff Kelly [] [] via email - [] Re: Employment Terms and Conditions - Chief Transformation Officer Dear Jeff: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as Chief Transformation Officer (“CTO”), reporting to the Company’s President and Chief Executive Officer, effective as of August 14, 2023. You wil |
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| February 24, 2025 |
Exhibit 10.22 SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SEVENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of February 21, 2025 (the “Seventh Amendment Effective Date”), is among CIVITAS RESOURCES, INC., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, the “Credi |
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| February 24, 2025 |
Exhibit 21.1 Subsidiaries of Civitas Resources, Inc., a Delaware corporation SUBSIDIARIES OF CIVITAS RESOURCES, INC.: •BONANZA CREEK ENERGY OPERATING COMPANY, LLC, a Delaware limited liability company •HIGHPOINT RESOURCES CORPORATION, a Delaware corporation •EXTRACTION OIL & GAS, INC., a Delaware corporation •RAPTOR CONDOR MERGER SUB 2, LLC, a Delaware limited liability company •CIVITAS NORTH, LLC |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported):February 24, 2025 Civitas Resources, Inc. |
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| February 24, 2025 |
Exhibit 4.1 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Throughout this exhibit, the terms “we,” “us,” “our” and the “Company” refer to Civitas Resources, Inc. The following summary of terms of our common stock, par value $0.01 per share (the “Common Stock”), is based upon our Fourth Amended and Restated Certificate of Incorpo |
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| February 24, 2025 |
Exhibit 10.29 555 17th Street, Suite 3700 Denver, CO 80202 (303) 293-9100 phone November 28, 2023 PRIVATE & CONFIDENTIAL Ms. Kayla D. Baird [] [] via email - [] Re: Employment Terms and Conditions – Senior Vice President, Chief Accounting Officer Dear Kayla: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as Senior Vice President, Chief Accounting Officer (“C |
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| February 24, 2025 |
Civitas Resources, Inc. Appoints Lloyd W. Helms, Jr. to Board of Directors Exhibit 99.1 Civitas Resources, Inc. Appoints Lloyd W. Helms, Jr. to Board of Directors DENVER — February 24, 2025 — Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”), today announced that Lloyd W. “Billy” Helms, Jr. has been appointed to the Company’s Board of Directors, effective immediately. Civitas Board Chair Wouter van Kempen, said, “Billy is a fantastic addition to our board |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-35371 Civitas Resources, Inc. (Exact name of registrant as specif |
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| February 24, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 February 24, 2025 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organiza |
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| February 24, 2025 |
Exhibit 99.1 CIVITAS RESOURCES, INC Estimated Future Reserves and Income Attributable to Certain Leasehold and Royalty Interests SEC Parameters As of December 31, 2024 /s/ Scott J. Wilson /s/ Edward M. Polishuk Scott J. Wilson, P.E., MBA Edward M. Polishuk Colorado License No. 36112 Senior Petroleum Evaluator Senior Vice President [SEAL] RYDER SCOTT COMPANY, L.P. TBPELS Firm Registration No. F-158 |
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| November 7, 2024 |
Exhibit 99.1 Civitas Resources, Inc. Reports Third Quarter 2024 Results Return of capital to shareholders and debt reduction benefiting from 2H24 production and free cash flow increase DENVER — November 7, 2024 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its third quarter 2024 financial and operating results. A webcast and conference call is planned for 7 a.m |
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| November 7, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 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: 001-3537 |
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| November 7, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizat |
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| September 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ————————————— FORM SD ————————————— SPECIALIZED DISCLOSURE REPORT ————————————— Civitas Resources, Inc. |
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| September 23, 2024 |
Resource Extraction Payment Report as required by Item 2.01 of this Form. Exhibit 2.01 Resource Extraction Payment Report Project-Level Disclosure The table below sets forth details regarding payments made by Civitas Resources, Inc. and its consolidated subsidiaries (collectively, the “Company”) to governments for the year ended December 31, 2023, segregated by project and type of payment. For the Year Ended December 31, 2023(1) (in USD and in thousands) Project Subnati |
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| September 23, 2024 |
XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT UNITED STATES U.S. Federal Government [Member] Denver-Julesburg Basin [Member] Oil And Natural Gas [Member] |
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| September 23, 2024 |
iso4217:USD 0001509589 civi:DenverJulesburgBasinMember 2023-01-01 2023-12-31 0001509589 2023-01-01 2023-12-31 0001509589 country:US 2023-01-01 2023-12-31 0001509589 civi:U. |
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| September 4, 2024 |
CIVI / Civitas Resources, Inc. / Vitol Holding B.V. - SC 13G/A Passive Investment SC 13G/A 1 d813593dsc13ga.htm SC 13G/A Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Civitas Resources, Inc. (Name of Issuer) Common Stock (Title of Class of S |
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| August 1, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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: 001-35371 Civ |
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| August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 1, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizatio |
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| August 1, 2024 |
Exhibit 10.3 RESTRICTED STOCK UNIT AWARD AGREEMENT THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (together with the Grant Notice (as defined below), this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Participant (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2024 |
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| August 1, 2024 |
Exhibit 99.1 Civitas Resources Reports Second Quarter 2024 Results Capital return framework enhanced for share repurchase flexibility and balance sheet support, with buyback authorization increased to $500 million Lower well costs driving $50 million reduction in full-year capital expectations; 2024 sales volume outlook raised 1.5% DENVER — August 1, 2024 - Civitas Resources, Inc. (NYSE: CIVI) (th |
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| June 14, 2024 |
Exhibit 10.1 Execution Version 1 SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SIXTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of June 12, 2024 (the “Sixth Amendment Effective Date”), is among CIVITAS RESOURCES, INC., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrower, t |
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| June 14, 2024 |
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 June 12, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization |
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| June 10, 2024 |
Civitas Resources, Inc. 2024 Long Term Incentive Plan. Exhibit 4.1 CIVITAS RESOURCES, INC. 2024 LONG TERM INCENTIVE PLAN Article I PURPOSE The purpose of this Civitas Resources, Inc. 2024 Long Term Incentive Plan (this “Plan”) is to promote the success of the Company’s business for the benefit of its stockholders by enabling the Company to offer Eligible Individuals cash and stock-based incentives in order to attract, retain, and rew |
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| June 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Civitas Resources, Inc. |
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| June 10, 2024 |
As filed with the Securities and Exchange Commission on June 10, 2024 As filed with the Securities and Exchange Commission on June 10, 2024 Registration No. |
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| June 4, 2024 |
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 June 4, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 20, 2024 |
Exhibit 1.1 Execution Version Civitas Resources, Inc. 6,956,520 Shares of Common Stock Underwriting Agreement May 15, 2024 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: CPPIB Crestone Peak Resources Canada Inc. (the “Selling Stockholder”), a Canadian Corporation and stockholder of Civitas Resources, Inc., a Delaware corporation (the “Company”), proposes, subj |
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| May 20, 2024 |
CIVI / Civitas Resources, Inc. / CANADA PENSION PLAN INVESTMENT BOARD - SC 13D/A Activist Investment SC 13D/A 1 tm2414997d1sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 17888H 103 (CUSIP Number) Kathryn Daniels Canada Pension Plan Investment Board CPPIB Crestone Peak Resources C |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 15, 2024 Civitas Resources, Inc. |
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| May 17, 2024 |
CIVI / Civitas Resources, Inc. / CANADA PENSION PLAN INVESTMENT BOARD - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 17888H 103 (CUSIP Number) Kathryn Daniels Canada Pension Plan Investment Board CPPIB Crestone Peak Resources Canada Inc. One Queen Street East, Suite 25 |
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| May 17, 2024 |
EX-4 2 tm2414796d1ex4.htm EXHIBIT 4 Exhibit 4 Execution Version Civitas Resources, Inc. 6,956,520 Shares of Common Stock Underwriting Agreement May 15, 2024 BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: CPPIB Crestone Peak Resources Canada Inc. (the “Selling Stockholder”), a Canadian Corporation and stockholder of Civitas Resources, Inc., a Delaware corporati |
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| May 17, 2024 |
6,956,520 Shares Civitas Resources, Inc. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-263753 P r o s p e c t u s S u p p l e m e n t to Prospectus Dated March 21, 2022 6,956,520 Shares Civitas Resources, Inc. Common Stock The selling stockholder identified in this prospectus supplement is offering 6,956,520 shares of our common stock, par value $0.01 per share (our “common stock”). We will not receive any |
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| May 15, 2024 |
PRELIMINARY PROSPECTUS SUPPLEMENT SUBJECT TO COMPLETION, DATED MAY 15, 2024 TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| May 2, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 2, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 2, 2024 |
Exhibit 99.1 Civitas Resources Reports First Quarter 2024 Results Permian execution delivering ahead of plan Cumulative divestments exceed $300 million with non-core DJ Basin transactions; Maintaining full-year guidance as strong performance offsets asset sales impact DENVER — May 2, 2024 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its first quarter 2024 fina |
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| May 2, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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: 001-35371 Ci |
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| April 23, 2024 |
TABLE OF CONTENTS 2024 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 3, 2024 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 17888H103 (CUSIP Number) Benjamin Dell Kimmeridge Energy Management Company, LLC 15 Little West 12th Street - 4th Floor New York, NY 10014 Eleazer Klein, |
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| March 15, 2024 |
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 12, 2024 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission |
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| March 15, 2024 |
Exhibit 99.1 Vencer Energy, LLC Financial Statements and Independent Auditors’ Report For the years ended December 31, 2023 and 2022 Table of Contents Vencer Energy, LLC - 1 - Independent Auditors’ Report - 1 - Balance Sheets - 3 - Statements of Operations - 4 - Statements of Changes in Members’ Equity - 5 - Statements of Cash Flows - 6 - Notes to the Financial Statements - 7 - Note 1 – Organizati |
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| March 15, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The unaudited pro forma condensed combined financial information and related footnotes (the “Pro Forma Financial Statements”) have been prepared in accordance with Article 11 of Regulation S-X, Pro Forma Financial Information, which is herein referred to as Article 11. The Pro Forma Financial Statements of Civitas Resources, |
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| March 15, 2024 |
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): January 2, 2024 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorp |
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| March 15, 2024 |
Exhibit 10.1 Execution Version SEVERANCE AND RELEASE AGREEMENT This Severance and Release Agreement (“Agreement”) is made by and between (i) Sandra K. Garbiso (“Employee”) and (ii) Civitas Resources, Inc. (the “Company”). Employee and the Company are referred to each as a “Party” and collectively as the “Parties.” RECITALS WHEREAS, Employee’s employment with the Company ended effective January 2, |
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| February 27, 2024 |
Exhibit 10.47 RESTRICTED STOCK UNIT AGREEMENT (Directors) THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan (the “Plan”), which is incorp |
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| February 27, 2024 |
Exhibit 2.10 THIRD AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT This Third Amendment to Membership Interest Purchase Agreement (this “Amendment”) is made effective December 22, 2023 (“Amendment Effective Date”) by and among Tap Rock Resources Legacy, LLC, a Delaware limited liability company (“Tap Rock I Legacy”), Tap Rock Resources Intermediate, LLC, a Delaware limited liability company (“ |
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| February 27, 2024 |
Exhibit 99.1 Civitas Announces Fourth Quarter and Full-Year 2023 Results 2024 Outlook Focused on Free Cash Flow and Cash Returns to Shareholders; Production Guidance Maintained with 7% Reduction in Capital DENVER — February 27, 2024 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today reported its fourth quarter and full-year 2023 financial and operating results, as well as pr |
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| February 27, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-35371 Civitas Resources, Inc. (Exact name of re |
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| February 27, 2024 |
Form of Cash Award Agreement under the Extraction Oil & Gas, Inc. 2021 Long Term Incentive Plan. Cash Award Agreement Exhibit 10.50 CASH AWARD AGREEMENT THIS CASH AWARD AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Extraction Oil & Gas, Inc. 2021 Long Term Incentive Plan (the “Plan”), which is incorporated int |
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| February 27, 2024 |
2023, by and between Civitas Resources, Inc. and Jeffrey S. Kelly. Exhibit 10.45 August 3, 2023 PRIVATE & CONFIDENTIAL Mr. Jeff Kelly 5 South Shadow Creek Villas Loop Spring, Texas 77389 via email – [email protected] Re: Employment Terms and Conditions – Chief Transformation Officer Dear Jeff: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as Chief Transformation Officer (“CTO”), reporting to the Company’s President an |
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| February 27, 2024 |
Exhibit 21.1 Subsidiaries of Civitas Resources, Inc., a Delaware corporation SUBSIDIARIES OF CIVITAS RESOURCES, INC.: •BONANZA CREEK ENERGY OPERATING COMPANY, LLC, a Delaware limited liability company •HIGHPOINT RESOURCES CORPORATION, a Delaware corporation •EXTRACTION OIL & GAS, INC., a Delaware corporation •RAPTOR CONDOR MERGER SUB 2, LLC, a Delaware limited liability company •CIVITAS NORTH, LLC |
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| February 27, 2024 |
Civitas Resources, Inc. Amended & Restated Independent Director Compensation Program. Exhibit 10.46 Civitas Resources, Inc. Amended & Restated Independent Director Compensation Program This Amended & Restated Independent Director Compensation Program (this “Program”) of Civitas Resources, Inc. (the “Company”), as adopted by the Board of Directors of the Company (the “Board”), effective as of May 31, 2023, sets forth the compensation payable to each member of the Board who is not an |
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| February 27, 2024 |
Exhibit 99.1 CIVITAS RESOURCES, INC. Estimated Future Reserves and Income Attributable to Certain Leasehold and Royalty Interests SEC Parameters As of December 31, 2023 /s/ Scott J. Wilson /s/ Edward M. Polishuk Scott J. Wilson, P.E., MBA Edward M. Polishuk Colorado License No. 36112 Senior Petroleum Evaluator Senior Vice President [SEAL] RYDER SCOTT COMPANY, L.P. TBPELS Firm Registration No. F-15 |
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| February 27, 2024 |
Civitas Resources, Inc. Clawback Policy Exhibit 97 CLAWBACK POLICY CIVITAS RESOURCES, INC. PURPOSE Civitas Resources, Inc. (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Compensation Committee of the Company’s Board of Directors (th |
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| February 27, 2024 |
Exhibit 10.48 RESTRICTED STOCK UNIT AGREEMENT (Directors) THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Extraction Oil & Gas, Inc. 2021 Long Term Incentive Plan (the “Plan”), which is inc |
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| February 27, 2024 |
Exhibit 10.49 CIVITAS RESOURCES, INC. EMPLOYEE RESTRICTIVE COVENANTS, PROPRIETARY INFORMATION AND INVENTIONS AGREEMENT In consideration of my employment or continued employment by Civitas Resources, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including without limitation, Bonanza Creek Energy Operating Company, LLC, HighPoint Operating Corporation, Extraction O |
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| February 27, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 February 27, 2024 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organiza |
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| February 14, 2024 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 2 d599548dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint fil |
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| February 14, 2024 |
CIVI / Civitas Resources, Inc. / NGP XI US Holdings, L.P. - SC 13G/A Passive Investment SC 13G/A 1 d599548dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Exit Filing CIVITAS RESOURCES, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 17888H103 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this S |
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| February 13, 2024 |
CIVI / Civitas Resources, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Civitas Resources Inc Title of Class of Securities: Common Stock CUSIP Number: 17888H103 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
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| January 11, 2024 |
CIVI / Civitas Resources, Inc. / Vitol Holding B.V. - SC 13G Passive Investment SC 13G 1 d724443dsc13g.htm SC 13G Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Civitas Resources, Inc. (Name of Issuer) Common Stock (Title of Class of Securit |
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| January 11, 2024 |
EX-99 2 d724443dex99.htm EX-99 Exhibit 99 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13G. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of the i |
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| January 2, 2024 |
Consent of DeGolyer & MacNaughton Exhibit 23.8 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 January 2, 2024 Vencer Energy, LLC 11750 Katy Freeway, Suite 200 Houston, Texas 77079 Ladies and Gentlemen: We hereby consent to the use of the name DeGolyer and MacNaughton, to references to DeGolyer and MacNaughton as independent reserves engineers, to the inclusion of information taken from our repo |
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| January 2, 2024 |
Civitas Resources Closes Acquisition of Vencer Energy Exhibit 99.1 Civitas Resources Closes Acquisition of Vencer Energy Denver (January 2, 2024) – Civitas Resources, Inc. (NYSE: CIVI) (“Civitas”) today announced the closing of its previously announced acquisition (the “Acquisition”) of certain oil and gas assets in the Midland basin in Texas from Vencer Energy, LLC (“Vencer”), a Vitol investment. Under the terms of the agreement, Civitas issued Venc |
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| January 2, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Civitas Resources, Inc. |
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| January 2, 2024 |
Consent of Ryder Scott Company, L.P. Exhibit 23.7 TBPELS REGISTERED ENGINEERING FIRM F-1580 FAX (713) 651-0849 633 17TH STREET SUITE 1700 DENVER, COLORADO 80202 TELEPHONE (303) 339-8110 Consent of Independent Petroleum Engineers We have issued our report, dated October 2, 2023, on estimates of the proved reserves, future production, and income attributable to certain consolidated leasehold and royalty interests of Tap Rock Resources, |
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| January 2, 2024 |
As filed with the Securities and Exchange Commission on January 2, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on January 2, 2024 Registration No. |
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| January 2, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 2, 2024 Civitas Resources, Inc. |
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| January 2, 2024 |
Exhibit 10.1 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated January 2, 2024, is entered into by and among Civitas Resources, Inc., a Delaware corporation (the “Company”), and the Persons identified on Schedule I hereto (each, an “Initial Holder”). RECITALS: WHEREAS, the Company is party to that certain Purchase and Sale Agreement (the “ |
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| January 2, 2024 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The unaudited pro forma condensed combined financial information and related footnotes (the “Pro Forma Financial Statements”) have been prepared in accordance with Article 11 of Regulation S-X, Pro Forma Financial Information. The Pro Forma Financial Statements of Civitas Resources, Inc., a Delaware corporation (“Civitas” or |
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| January 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 2, 2024 Civitas Resources, Inc. |
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| November 29, 2023 |
Exhibit 10.1 555 17th Street, Suite 3700 Denver, CO 80202 (303) 293-9100 phone November 28, 2023 PRIVATE & CONFIDENTIAL Ms. Kayla D. Baird 323 W. 32nd Street Houston, Texas 77018 via email – [email protected] Re: Employment Terms and Conditions – Senior Vice President, Chief Accounting Officer Dear Kayla: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position |
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| November 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): November 28, 2023 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commissi |
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| November 7, 2023 |
Exhibit 2.4 Execution Version SECOND AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT This Second Amendment to Membership Interest Purchase Agreement (this “Amendment”) is made effective October 31, 2023 (“Amendment Effective Date”) by and among Tap Rock Resources Legacy, LLC, a Delaware limited liability company (“Tap Rock I Legacy”), Tap Rock Resources Intermediate, LLC, a Delaware limited li |
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| November 7, 2023 |
Exhibit 99.1 Civitas Resources Announces Third Quarter 2023 Results Declares Fixed-plus-Variable Dividend to be Paid in December DENVER, November 7, 2023 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its third quarter 2023 financial and operating results. A conference call is planned for 8 a.m. MT (10 a.m. ET), November 8, 2023. Participation details can be fo |
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| November 7, 2023 |
Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 2, 2023, among each of the entities listed on Exhibit A attached hereto (the “Guaranteeing Subsidiary”), each a subsidiary of Civitas Resources, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and |
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| November 7, 2023 |
Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 2, 2023 among each of the entities listed on Exhibit A attached hereto (the “Guaranteeing Subsidiary”), each a subsidiary of Civitas Resources, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and C |
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| November 7, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 November 7, 2023 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizat |
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| November 7, 2023 |
Exhibit 2.3 Execution Version FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT This First Amendment to Membership Interest Purchase Agreement (this “First Amendment”) is made effective July 31, 2023 (“Amendment Effective Date”) by and among Tap Rock Resources Legacy, LLC, a Delaware limited liability company (“Tap Rock I Legacy”), Tap Rock Resources Intermediate, LLC, a Delaware limited l |
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| November 7, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3537 |
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| November 7, 2023 |
Exhibit 4.3 THIRD SUPPLEMENTAL INDENTURE THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of August 2, 2023, among each of the entities listed on Exhibit A attached hereto (collectively, the “Guaranteeing Subsidiaries” and each a “Guaranteeing Subsidiary”), each a subsidiary of Civitas Resources, Inc., a Delaware corporation (the “Company”), the Company, the other Guarantors |
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| October 18, 2023 |
Exhibit 4.1 Execution Version CIVITAS RESOURCES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 8.625% SENIOR NOTES DUE 2030 INDENTURE Dated as of October 17, 2023 COMPUTERSHARE TRUST COMPANY, N.A. Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 37 Section 1.03 Trust Indenture Act 37 Secti |
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| October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 17, 2023 Civitas Resources, Inc. |
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| October 10, 2023 |
Civitas Resources, Inc. Announces Offering of $1,000 Million of New Senior Notes Due 2030 Exhibit 99.1 Civitas Resources, Inc. Announces Offering of $1,000 Million of New Senior Notes Due 2030 DENVER, Colorado (October 10, 2023) – Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that, subject to market conditions, it intends to offer $1,000 million in aggregate principal amount of senior unsecured notes due 2030 (the “Notes”) in a private placement (the “Offering”) |
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| October 10, 2023 |
Consent of Ryder Scott Company, L.P. Exhibit 23.7 TBPELS REGISTERED ENGINEERING FIRM F-1580 FAX (713) 651-0849 633 17TH STREET SUITE 1700 DENVER, COLORADO 80202 TELEPHONE (303) 339-8110 Consent of Independent Petroleum Engineers We have issued our report, dated October 2, 2023, on estimates of the proved reserves, future production, and income attributable to certain consolidated leasehold and royalty interests of Tap Rock Resources, |
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| October 10, 2023 |
Exhibit 10.1 Execution Version FIFTH Amendment to Amended and Restated Credit Agreement This FIFTH Amendment to amended and restated Credit Agreement (this “Fifth Amendment”), dated as of October 6, 2023 (the “Fifth Amendment Effective Date”), is among civitas resources, Inc., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borro |
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| October 10, 2023 |
Consent of DeGolyer & MacNaughton Exhibit 23.8 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 October 10, 2023 Vencer Energy, LLC 11750 Katy Freeway, Suite 200 Houston, Texas 77079 Ladies and Gentlemen: We hereby consent to the use of the name DeGolyer and MacNaughton, to references to DeGolyer and MacNaughton as independent reserves engineers, to the inclusion of information taken from our rep |
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| October 10, 2023 |
As filed with the Securities and Exchange Commission on October 10, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 10, 2023 Registration No. |
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| October 10, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 10, 2023 Civitas Resources, Inc. |
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| October 10, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 10, 2023 Civitas Resources, Inc. |
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| October 10, 2023 |
Exhibit 107 EX-FILING FEES . Calculation of Filing Fee Tables Form S-3 (Form Type) Civitas Resources, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of |
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| October 10, 2023 |
Civitas Resources, Inc. Announces Pricing of $1,000 Million of New Senior Notes Due 2030 Exhibit 99.1 Civitas Resources, Inc. Announces Pricing of $1,000 Million of New Senior Notes Due 2030 DENVER, Colorado (October 10, 2023) – Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that it has priced a private placement (the “Offering”) to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the “Securities Act”) of $1,000 mill |
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| October 10, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 10, 2023 Civitas Resources, Inc. |
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| October 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 3, 2023 Civitas Resources, Inc. |
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| October 4, 2023 |
Exhibit 99.2 October 2, 2023 Mr. Embry Canterbury Hibernia Resources III, LLC 5599 San Felipe Street, Suite 1200 Houston, Texas 77056 Dear Mr. Canterbury: In accordance with your request, we have estimated the proved reserves and future revenue, as of December 31, 2022, to the combined interests of Hibernia Energy III, LLC (Hibernia) and Hibernia Energy III-B, LLC (collectively referred to herein |
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| October 4, 2023 |
DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 October 2, 2023 Exhibit 99.1 DeGolyer and MacNaughton 5001 Spring Valley Road Suite 800 East Dallas, Texas 75244 October 2, 2023 Vencer Energy, LLC 11750 Katy Freeway Suite 200 Houston, Texas 77079 Ladies and Gentlemen: Pursuant to your request, this report of third party presents an independent evaluation, as of December 31, 2022, of the extent and value of the estimated net proved oil, condensate, natural gas l |
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| October 4, 2023 |
Exhibit 99.3 TAP ROCK RESOURCES, LLC TAP ROCK RESOURCES II, LLC TAP ROCK NM10 HOLDINGS, LLC CONSOLIDATED INTERESTS LESS OLYMPUS AREA Estimated Future Reserves and Income Attributable to Certain Leasehold and Royalty Interests SEC Parameters As of December 31, 2022 /s/ Clark D. Parrott Clark D. Parrott, P.E. Colorado License No. 35262 Vice President RYDER SCOTT COMPANY, L.P. TBPELS Firm Registratio |
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| October 4, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2023 Civitas Resources, Inc. |
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| October 4, 2023 |
Exhibit 2.1 Execution Version PURCHASE AND SALE AGREEMENT by and between VENCER ENERGY, LLC as Seller and CIVITAS RESOURCES, INC. as Buyer dated October 3, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 1.1 Defined Terms 1 1.2 References and Rules of Construction 25 Article II ASSET ACQUISITION 25 2.1 Asset Acquisition 25 2.2 Excluded Assets 27 2.3 Revenues and Expenses 29 |
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| October 4, 2023 |
Exhibit 99.1 Civitas Resources Adds Accretive Bolt-on in Permian Basin Acquisition increases Free Cash Flow and balances portfolio between Permian and DJ Basins Denver (October 4, 2023) – Civitas Resources (NYSE: CIVI) (“Civitas”) today signed an agreement with Vencer Energy (“Vencer”), a Vitol investment, to acquire oil producing assets in the Midland Basin of west Texas for a total consideration |
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| September 29, 2023 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A (Amendment No. |
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| September 29, 2023 |
The accompanying notes are an integral part of these consolidated financial statements. Exhibit 99.4 Tap Rock AcquisitionCo, LLC Consolidated Financial Statements (Unaudited) As of June 30, 2023 and December 31, 2022 and for the Six Months Ended June 30, 2023 and June 30, 2022 Tap Rock AcquisitionCo, LLC Consolidated Financial Statements (Unaudited) As of June 30, 2023 and December 31, 2022 and for the Six Months Ended June 30, 2023 and June 30, 2022 Page(s) Index 1 Consolidated Fina |
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| September 29, 2023 |
The accompanying notes are an integral part of these condensed consolidated financial statements. Exhibit 99.6 Tap Rock Resources II, LLC Condensed Consolidated Financial Statements (Unaudited) As of June 30, 2023 and December 31, 2022 and for the Six Months Ended June 30, 2023 and June 30, 2022 Tap Rock Resources II, LLC Consolidated Financial Statements (Unaudited) As of June 30, 2023 and December 31, 2022 and for the Six Months Ended June 30, 2023 and June 30, 2022 Page(s) Index 1 Condensed |
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| September 29, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.7 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The unaudited pro forma condensed combined financial information and related footnotes (the “Pro Forma Financial Statements”) have been prepared in accordance with Article 11 of Regulation S-X, Pro Forma Financial Information, which is herein referred to as Article 11. The Pro Forma Financial Statements of Civitas Resources, |
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| September 29, 2023 |
Exhibit 99.2 HIBERNIA ENERGY III, LLC CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Interim Period Ended June 30, 2023 and 2022 HIBERNIA ENERGY III, LLC CONSOLIDATED FINANCIAL STATEMENTS Interim Period Ended June 30, 2023 and 2022 Table of Contents Consolidated Financial Statements: Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Members’ Equity 5 Con |
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| September 29, 2023 |
Report of Independent Auditors Exhibit 99.5 Tap Rock Resources II, LLC Consolidated Financial Statements As of December 31, 2022 and December 31, 2021 and for the Years Ended December 31, 2022 and December 31, 2021 Tap Rock Resources II, LLC Consolidated Financial Statements As of December 31, 2022 and December 31, 2021 and for the Years Ended December 31, 2022 and December 31, 2021 Page(s) Index 1 Report of Independent Auditor |
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| September 29, 2023 |
Exhibit 99.1 HIBERNIA ENERGY III, LLC CONSOLIDATED FINANCIAL STATEMENTS Years Ended December 31, 2022 and 2021 with Report of Independent Auditors HIBERNIA ENERGY III, LLC CONSOLIDATED FINANCIAL STATEMENTS Years Ended December 31, 2022 and 2022 Table of Contents Report of Independent Auditors 1 Consolidated Financial Statements: Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 |
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| September 29, 2023 |
Report of Independent Auditors Exhibit 99.3 Tap Rock AcquisitionCo, LLC Consolidated Financial Statements As of December 31, 2022 and December 31, 2021 and for the Years Ended December 31, 2022 and December 31, 2021 Tap Rock AcquisitionCo, LLC Consolidated Financial Statements As of December 31, 2022 and December 31, 2021 and for the Years Ended December 31, 2022 and December 31, 2021 Page(s) Index 1 Report of Independent Audit |
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| August 14, 2023 |
CIVI / Civitas Resources Inc New / NGP XI US Holdings, L.P. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CIVITAS RESOURCES, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 17888H103 (CUSIP Number) August 2, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t |
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| August 14, 2023 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersig |
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| August 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 2, 2023 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizatio |
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| August 2, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35371 Civ |
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| August 2, 2023 |
Fourth Amended and Restated Certificate of Incorporation of Civitas Resources, Inc. Exhibit 3.1 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CIVITAS RESOURCES, INC. Civitas Resources, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), does hereby certify as follows: ONE: The Corporation was originally incorporated and the original certificate of incorporation was filed with the Secretary of State of Delaware on D |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 2, 2023 Civitas Resources, Inc. |
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| August 2, 2023 |
Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated August 2, 2023, is entered into by and among Civitas Resources, Inc., a Delaware corporation (the “Company”), and the Persons identified on Schedule I hereto (each, an “Initial Holder”). RECITALS: WHEREAS, the Company is party to that certain Membership Interest Purchase Agreem |
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| August 2, 2023 |
Exhibit 99.1 Civitas Resources Announces Second Quarter 2023 Results Company Closes Previously Announced Permian Basin Transactions Declares Fixed-plus-Variable Dividend to be Paid in September DENVER, August 2, 2023 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its second quarter 2023 financial and operating results. In addition, the Company also announced th |
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| August 2, 2023 |
Exhibit 10.1 Execution Version Fourth Amendment to Amended and Restated Credit Agreement This FOURTH Amendment to amended and restated Credit Agreement (this “Fourth Amendment”), dated as of August 2, 2023 (the “Fourth Amendment Effective Date”), is among civitas resources, Inc., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Bo |
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| July 21, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 17888H103 (CUSIP Number) Benjamin Dell Kimmeridge Energy Management Company, LLC 15 Little West 12th Street - 5th Floor New York, NY 10014 Eleazer Klein, |
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| June 29, 2023 |
Exhibit 4.3 CIVITAS RESOURCES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 8.750% SENIOR NOTES DUE 2031 INDENTURE Dated as of June 29, 2023 COMPUTERSHARE TRUST COMPANY, N.A. Trustee TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 37 Section 1.03 Trust Indenture Act 38 Se |
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| June 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 29, 2023 Civitas Resources, Inc. |
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| June 29, 2023 |
Exhibit 4.1 CIVITAS RESOURCES, INC. AND EACH OF THE GUARANTORS PARTY HERETO 8.375% SENIOR NOTES DUE 2028 INDENTURE Dated as of June 29, 2023 COMPUTERSHARE TRUST COMPANY, N.A. Trustee TABLE OF CONTENTS Page Article 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 37 Section 1.03 Trust Indenture Act 38 Section 1.04 Rules of Construction 38 Sectio |
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| June 26, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 23, 2023 Civitas Resources, Inc. |
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| June 26, 2023 |
Exhibit 10.1 Execution Version Third Amendment to Amended and Restated Credit Agreement This THIRD Amendment to amended and restated Credit Agreement (this “Third Amendment”), dated as of June 23, 2023 (the “Third Amendment Effective Date”), is among civitas resources, Inc., a Delaware corporation (the “Borrower”); each of the undersigned guarantors (the “Guarantors”, and together with the Borrowe |
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| June 23, 2023 |
Exhibit 99.1 Civitas Resources, Inc. Announces Pricing of $1,350 Million of New Senior Notes Due 2028 and $1,350 Million of New Senior Notes Due 2031 DENVER, Colorado (June 22, 2023) – Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that it has priced a private placement (the “Offering”) to eligible purchasers under Rule 144A and Regulation S of the Securities Act of 1933, as |
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| June 23, 2023 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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, 2023 Civitas Resources, Inc. |
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| June 20, 2023 |
Exhibit 10.2 Execution Version Strictly Confidential MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG EACH SELLER PARTY HERETO, AS SELLERS, AND CIVITAS RESOURCES, INC., AS PURCHASER, AND TAP ROCK RESOURCES LEGACY, LLC, SOLELY IN ITS CAPACITY AS SELLERS’ REPRESENTATIVE DATED AS OF June 19, 2023 TABLE OF CONTENTS Page Article 1 Definitions and Interpretation 2 Section 1.1 Defined Terms 2 Section |
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| June 20, 2023 |
Exhibit 10.1 Execution Version Strictly Confidential MEMBERSHIP INTEREST PURCHASE AGREEMENT BY AND AMONG HIBERNIA ENERGY III HOLDINGS, LLC AND HIBERNIA ENERGY III-B HOLDINGS, LLC, AS SELLERS, AND CIVITAS RESOURCES, INC., AS PURCHASER DATED AS OF June 19, 2023 TABLE OF CONTENTS Page Article 1 Definitions and Interpretation 1 Section 1.1 Defined Terms 1 Section 1.2 References and Rules of Constructi |
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| June 20, 2023 |
EX-99.1 4 tm2319059d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Civitas Resources to Enter Permian Basin through Transformative Transactions Highly accretive acquisitions to balance portfolio, create immediate scale, and enhance capital allocation flexibility Denver (June 20, 2023) – Civitas Resources (NYSE: CIVI) (“CIVI” or the “Company”) today announced the signing of two definitive agreements to acqu |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 19, 2023 Civitas Resources, Inc. |
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| June 20, 2023 |
Exhibit 99.1 Civitas Resources, Inc. Announces Offering of $1,350 Million of New Senior Notes Due 2028 and $1,350 Million of New Senior Notes Due 2031 DENVER, Colorado (June 20, 2023) – Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today announced that, subject to market conditions, it intends to offer $1,350 million in aggregate principal amount of senior unsecured notes due 2028 (the “202 |
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| June 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2023 Civitas Resources, Inc. |
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| June 20, 2023 |
Exhibit 99.2 UPDATED RISK FACTORS Risks Related to the Acquisitions The transactions (the “Acquisitions”) contemplated by (i) that certain Membership Interest Purchase Agreement, dated as of June 19, 2023, by and among Civitas Resources, Inc. a Delaware corporation (the “Company”), Hibernia Energy III Holdings, LLC and Hibernia Energy III-B Holdings, LLC (the “Hibernia Acquisition Agreement”) and |
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| June 5, 2023 |
Severance and Release Agreement, dated as of May 31, 2023, by Exhibit 10.1 SEVERANCE AND RELEASE AGREEMENT This Severance and Release Agreement (“Agreement”) is made by and between (i) Matthew R. Owens (“Employee”) and (ii) Civitas Resources, Inc. (the “Company”). Employee and the Company are referred to each as a “Party” and collectively as the “Parties.” RECITALS WHEREAS, Employee’s employment with the Company ended effective April 3, 2023 (the “Separation |
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| June 5, 2023 |
Exhibit 3.1 SEVENTH AMENDED AND RESTATED BYLAWS OF CIVITAS RESOURCES, INC. 1. OFFICES 1.1 Registered Office The registered office of the Corporation shall be in Wilmington, Delaware, and the initial registered agent shall be The Corporation Trust Company, or such other office or agent as the Board of Directors of the Corporation (the “Board of Directors”) shall from time to time select. 1.2 Other |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): May 31, 2023 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission Fi |
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| May 3, 2023 |
Exhibit 10.5 Officer PSU Agreement PERFORMANCE STOCK UNIT AGREEMENT THIS PERFORMANCE STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Extraction Oil & Gas, Inc. 2021 Long Term Incentive Plan, as amended, re |
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| May 3, 2023 |
Exhibit 10.2 Officer RSU Agreement RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan (the “Plan”), which |
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| May 3, 2023 |
Exhibit 99.1 Civitas Resources Announces First Quarter 2023 Results Production Near the High-End of Quarterly Guidance Declares Fixed-plus-Variable Dividend to be Paid in June DENVER, May 3, 2023 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its first quarter 2023 financial and operating results. A conference call to discuss the results is planned for 8:00 a.m |
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| May 3, 2023 |
Exhibit 10.4 Officer RSU Agreement RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Extraction Oil & Gas, Inc. 2021 Long Term Incentive Plan (the “Plan”), whi |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 3, 2023 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 3, 2023 |
Exhibit 10.3 Officer PSU Agreement PERFORMANCE STOCK UNIT AGREEMENT THIS PERFORMANCE STOCK UNIT AGREEMENT (this “Agreement”) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan, as amended, resta |
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| May 3, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35371 Ci |
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| April 26, 2023 |
TABLE OF CONTENTS 2023 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 14, 2023 |
TABLE OF CONTENTS 2023 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 10, 2023 |
CIVI / Civitas Resources Inc New / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0013-civitasresourcesinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Civitas Resources Inc. Title of Class of Securities: Common Stock CUSIP Number: 17888H103 Date of Event Which Requires Filing of this Statement: March 31, 2023 Check the appropriate box to desig |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 3, 2023 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission F |
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| April 6, 2023 |
Exhibit 10.1 555 17th Street, Suite 3700 Denver, CO 80202 (303) 293-9100 phone April 5, 2023 PRIVATE & CONFIDENTIAL Mr. Hodge Walker via email – [email protected] Re: Employment Terms and Conditions– Chief Operating Officer Dear Hodge: Civitas Resources, Inc. (the “Company”) is pleased to offer you an employment position as Chief Operating Officer (“COO”), reporting to the Company’s P |
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| April 6, 2023 |
Civitas Resources, Inc. Appoints Hodge Walker Chief Operating Officer Exhibit 99.1 Civitas Resources, Inc. Appoints Hodge Walker Chief Operating Officer DENVER - (BUSINESS WIRE) - Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”) today announced that Hodge Walker has been appointed Chief Operating Officer, effective April 5, 2023. He will replace Matt Owens who has left the company. Chris Doyle, President and CEO, said, “On behalf of the Board of Dir |
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| February 23, 2023 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 17888H103 (CUSIP Number) Benjamin Dell Kimmeridge Energy Management Company, LLC 412 West 15th Street - 11th Floor New York, NY 10011 Eleazer Klein, Esq. |
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| February 22, 2023 |
Exhibit 10.24 GLOBAL AMENDMENT TO OUTSTANDING AWARDS UNDER THE CIVITAS RESOURCES, INC. 2021 LONG TERM INCENTIVE PLAN, EXTRACTION OIL & GAS, INC. 2021 LONG TERM INCENTIVE PLAN, AND BONANZA CREEK ENERGY, INC. 2017 LONG TERM INCENTIVE PLAN This Global Amendment to outstanding awards under the Civitas Resources, Inc. 2021 Long Term Incentive Plan, Extraction Oil & Gas, Inc. 2021 Long Term Incentive Pl |
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| February 22, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 February 22, 2023 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organiza |
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| February 22, 2023 |
CIVITAS RESOURCES, INC. Estimated Future Reserves and Income Attributable to Certain Leasehold and Royalty Interests SEC Parameters As of December 31, 2022 /s/ Scott J. Wilson /s/ Edward M. Polishuk Scott J. Wilson, P.E., MBA Edward M. Polishuk Colorado License No. 36112 Senior Petroleum Evaluator Senior Vice President [SEAL] RYDER SCOTT COMPANY, L.P. TBPELS Firm Registration No. F-1580 RYDER SCOT |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): February 22, 2023 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commissi |
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| February 22, 2023 |
Exhibit 21.1 Subsidiaries of Civitas Resources, Inc., a Delaware corporation SUBSIDIARIES OF CIVITAS RESOURCES, INC. (f/k/a BONANZA CREEK ENERGY, INC.): •BONANZA CREEK ENERGY OPERATING COMPANY, LLC, a Delaware limited liability company •HIGHPOINT RESOURCES CORPORATION, a Delaware corporation •EXTRACTION OIL & GAS, INC., a Delaware corporation •RAPTOR CONDOR MERGER SUB 2, LLC, a Delaware limited li |
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| February 22, 2023 |
Exhibit 99.1 Civitas Resources Announces Fourth Quarter and Full-Year 2022 Results Announces $1 Billion Share Repurchase Authorization and Declares Fixed-plus-Variable Dividend to be Paid in March 2023 Plan Focused on Returning Cash to Shareholders DENVER, February 22, 2023 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its fourth quarter and full-year 2022 fin |
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| February 22, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-35371 Civitas Resources, Inc. (Exact name of re |
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| February 9, 2023 |
CIVI / Civitas Solutions Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Civitas Resources Inc. Title of Class of Securities: Common Stock CUSIP Number: 17888H103 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| January 27, 2023 |
CIVI / Civitas Solutions Inc. / CANADA PENSION PLAN INVESTMENT BOARD - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Civitas Resources, Inc. (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 17888H 103 (CUSIP Number) Patrice Walch-Watson Canada Pension Plan Investment Board CPPIB Crestone Peak Resources Canada Inc. One Queen Street East, Sui |
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| January 24, 2023 |
Civitas Resources, Inc. Repurchases $300 Million of its Common Stock EX-99.1 3 tm234271d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Civitas Resources, Inc. Repurchases $300 Million of its Common Stock DENVER, January 24, 2023 - Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the “Company”), today reported that it has agreed to repurchase approximately 4.9 million shares of its common stock, par value $0.01 per share (the “Common Stock”) at a price per share of $61.00, |
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| January 24, 2023 |
Exhibit 10.1 Execution Version SHARE PURCHASE AGREEMENT This Share Purchase Agreement (this “Agreement”), dated as of January 24, 2023, is entered into by and between Civitas Resources, Inc., a Delaware corporation (the “Company”), and CPPIB Crestone Peak Resources Canada Inc., a Canadian corporation (the “Seller”). RECITALS A. WHEREAS, the Company desires to purchase from the Seller 4,9 |
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| January 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2023 Civitas Resources, Inc. |
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| October 31, 2022 |
Exhibit 3.4 SIXTH AMENDED AND RESTATED BYLAWS OF CIVITAS RESOURCES, INC. 1. OFFICES 1.1 Registered Office The registered office of the Corporation shall be in Wilmington, Delaware, and the initial registered agent shall be The Corporation Trust Company, or such other office or agent as the Board of Directors of the Corporation (the ?Board of Directors?) shall from time to time select. 1.2 Other Of |
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| October 31, 2022 |
Exhibit 99.1 Civitas Resources Announces Third Quarter 2022 Results Production Exceeds Expectations; Capital Investments Lower than Forecast Company Increases Quarterly Base Dividend to $0.50 per Share and Declares Fixed-plus-Variable Dividend to be Paid in December Company Adopts Majority Voting for Director Elections, Proxy Access and Proposes Amendments to Allow Stockholders to Call Special Mee |
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| October 31, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3537 |
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| October 31, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 31, 2022 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizat |
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| August 3, 2022 |
Exhibit 99.1 Civitas Resources Announces Second Quarter 2022 Results; Declares Fixed-plus-Variable Dividend to be Paid in September DENVER, August 3rd, 2022 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its second quarter 2022 financial results, and has posted an updated investor presentation to its website. Operational and Financial Highlights for the Second |
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| August 3, 2022 |
Exhibit 10.9 CIVITAS RESOURCES, INC. EMPLOYEE RESTRICTIVE COVENANTS, PROPRIETARY INFORMATION AND INVENTIONS AGREEMENT In consideration of my employment or continued employment by Civitas Resources, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including without limitation, Bonanza Creek Energy Operating Company, LLC, HighPoint Operating Corporation, Extraction Oi |
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| August 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 August 3, 2022 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organizatio |
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| August 3, 2022 |
Exhibit 10.8 June 29, 2022 PRIVATE & CONFIDENTIAL Mr. Travis L. Counts 1203 Community Lane Midland, Texas 79701 via email ? [email protected] Re: Employment Terms and Conditions ? Chief Legal Officer and Secretary Dear Travis: Civitas Resources, Inc. (the ?Company?) is pleased to offer you an employment position as Chief Legal Officer and Secretary (?CLO?), reporting to the Company?s Presi |
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| August 3, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35371 Civ |
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| July 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 27, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission F |
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| July 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): July 22, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission F |
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| July 25, 2022 |
Exhibit 10.1 SEVERANCE AND RELEASE AGREEMENT This Severance and Release Agreement (?Agreement?) is made between (i) Dean Tinsley (?Employee?) and (ii) Civitas Resources, Inc. (the ?Company?). Employee and the Company are referred to collectively as the ?Parties.? RECITALS WHEREAS, Employee?s employment with the Company shall end effective August 1, 2022 (the ?Separation Date?); WHEREAS, the Partie |
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| July 25, 2022 |
Exhibit 99.1 Civitas announces leadership Team Changes Brad Johnson to join as Senior Vice President, Asset Development; Brian Kuck to join as Senior Vice President, Corporate Planning & Business Development DENVER, July 25, 2022 ? Civitas Resources, Inc. (NYSE: CIVI) (?Civitas? or the ?Company?), a Colorado energy leader and the state?s first carbon neutral oil & gas producer, today announced tha |
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| June 29, 2022 |
Civitas Resources Announces Appointment of New Chief Legal Officer EX-99.1 3 tm2219950d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Civitas Resources Announces Appointment of New Chief Legal Officer DENVER, June 29, 2022 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced the retirement of Cyrus (“Skip”) Marter and the appointment of Travis Counts as the Company’s new Chief Legal Officer. Skip Marter, the Company’s General Counsel and Sec |
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| June 29, 2022 |
Exhibit 10.1 TRANSITION AND RETIREMENT AGREEMENT This Transition and Retirement Agreement (?Agreement?) is made by and between (i) Cyrus D. Marter IV (?Employee?) and (ii) Civitas Resources, Inc., a Delaware corporation (the ?Company?). Employee and the Company are referred to individually as a ?Party? and collectively as the ?Parties.? RECITALS WHEREAS, Employee?s employment with the Company will |
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| June 29, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): June 28, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission F |
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| June 3, 2022 |
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 June 1, 2022 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 5, 2022 |
Exhibit 10.7 RESTRICTED STOCK UNIT AGREEMENT THIS RESTRICTED STOCK UNIT AGREEMENT (this ?Agreement?) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan (the ?Plan?), which is incorporated into a |
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| May 5, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35371 Civitas Resources, Inc. (Exact name |
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| May 5, 2022 |
Exhibit 10.6 PERFORMANCE STOCK UNIT AGREEMENT (Relative TSR) THIS PERFORMANCE STOCK UNIT AGREEMENT (this ?Agreement?) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan, as amended, restated or |
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| May 5, 2022 |
Exhibit 10.5 PERFORMANCE STOCK UNIT AGREEMENT (Absolute TSR) THIS PERFORMANCE STOCK UNIT AGREEMENT (this ?Agreement?) is entered into as of the Grant Date (as defined below), by and between Grantee (as defined below) and Civitas Resources, Inc., a Delaware corporation (the ?Company?). WHEREAS, the Company maintains the Civitas Resources, Inc. 2021 Long Term Incentive Plan, as amended, restated or |
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| May 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 4, 2022 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization) |
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| May 4, 2022 |
Civitas Resources Announces First Quarter 2022 Results; Declares Dividend to be Paid in June Exhibit 99.1 Civitas Resources Announces First Quarter 2022 Results; Declares Dividend to be Paid in June DENVER, May 4th, 2022 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its first quarter 2022 financial results, and has posted an updated investor presentation to its website. Operational and Financial Highlights for the First Quarter 2022 ?Average daily sal |
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| May 2, 2022 |
Exhibit 10.3 CIVITAS RESOURCES, INC. EMPLOYEE RESTRICTIVE COVENANTS, PROPRIETARY INFORMATION AND INVENTIONS AGREEMENT In consideration of my employment or continued employment by Civitas Resources, Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including without limitation, Bonanza Creek Energy Operating Company, LLC, HighPoint Operating Corporation, Extraction Oi |
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| May 2, 2022 |
Exhibit 10.1 April 29, 2022 PRIVATE & CONFIDENTIAL Mr. M. Christopher Doyle via email Re: Employment Terms and Conditions ? President and Chief Executive Officer Dear Chris: Civitas Resources, Inc. (the "Company") is pleased to offer you an employment position as President and Chief Executive Officer ("CEO"), reporting to the Company's Board of Directors (the "Board"), effective as of May 2, 2022. |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 29, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission |
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| May 2, 2022 |
EX-99.1 4 tm2214157d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Civitas Names M. Chris Doyle Chief Executive Officer Highly experienced energy executive with demonstrated track record of leading teams and diversified platforms across E&P, Midstream Gathering & Processing Fully aligned with Civitas’ founding principles of creating compelling value for all stakeholders Interim CEO Benjamin Dell to continu |
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| April 26, 2022 |
TABLE OF CONTENTS 2022 ANNUAL MEETING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 21, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): April 20, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission |
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| April 21, 2022 |
Exhibit 10.1 Execution Version SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This SECOND AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?Second Amendment?), dated as of April 20, 2022 (the ?Second Amendment Effective Date?), is among CIVITAS RESOURCES, INC., a Delaware corporation (the ?Borrower?); each of the undersigned guarantors (the ?Guarantors?, and together with the Bo |
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| April 21, 2022 |
Exhibit 99.1 Civitas Resources, Inc. Announces Redemption of $100 Million of Senior Notes due 2026 and Updates to Credit Facility DENVER?April 21, 2022?Civitas Resources, Inc. (NYSE: CIVI) (?Civitas? or the ?Company?), today announced that it has given notice of its intent to redeem in full the $100 million in aggregate principal amount of its currently outstanding 7.50% senior notes due 2026 (the |
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| March 21, 2022 |
Exhibit 107 EX-FILING FEES Calculation of Filing Fee Tables Form S-3 (Form Type) Civitas Resources, Inc. |
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| March 21, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENT Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENT The unaudited pro forma condensed combined financial information and related footnotes (the ?Pro Forma Financial Statement?) have been prepared in accordance with Article 11 of Regulation S-X, Pro Forma Financial Information, which is herein referred to as Article 11. The Pro Forma Financial Statement of Civitas Resources, Inc |
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| March 21, 2022 |
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): March 21, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commission |
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| March 21, 2022 |
Exhibit 99.3 Condensed Consolidated Interim Financial Statements of CPPIB CrestonE Peak Resources America Inc. For the nine months ended September 30, 2021 and 2020 (Unaudited) CPPIB Crestone Peak Resources America Inc. Condensed Consolidated Interim Balance Sheets (In thousands of United States dollars) (Unaudited) September 30, December 31, 2021 2020 Assets Current assets: Cash and cash equivale |
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| March 21, 2022 |
Exhibit 99.4 EXTRACTION OIL & GAS, INC. Consolidated Financial Statements and Notes For the Years Ended December 31, 2020 and 2019 Report of Independent Registered Public Accounting Firm To the Board of Directors of Civitas Resources, Inc. and Stockholder of Extraction Oil & Gas, Inc. Opinion on the Financial Statements We have audited the consolidated statements of operations, of changes in stock |
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| March 21, 2022 |
EX-99.2 4 tm229424d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Extraction Oil & Gas, Inc. Unaudited Condensed Consolidated Balance Sheets of Extraction as of September 30, 2021 (successor) and December 31, 2020 (predecessor), and Unaudited Consolidated Statements of Operations, of Cash Flows, and of Changes in Stockholders' Equity (Deficit) and Noncontrolling Interest for the Periods from January 1, 202 |
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| March 21, 2022 |
As filed with the Securities and Exchange Commission on March 21, 2022 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 21, 2022 Registration No. |
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| March 9, 2022 |
CIVITAS RESOURCES, Inc. Estimated Future Reserves and Income Attributable to Certain Leasehold and Royalty Interests SEC Parameters As of December 31, 2021 /s/ Scott J. Wilson /s/ Edward M. Polishuk Scott J. Wilson, P.E., MBA Edward M. Polishuk Colorado License No. 36112 Senior Petroleum Evaluator Senior Vice President [SEAL] RYDER SCOTT COMPANY, L.P. TBPELS Firm Registration No. F-1580 RYDER SCOT |
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| March 9, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-35371 Civitas Resources, Inc. (Exact name of re |
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| March 9, 2022 |
Exhibit 21.1 Subsidiaries of Civitas Resources, Inc., a Delaware corporation SUBSIDIARIES OF CIVITAS RESOURCES, INC. (f/k/a BONANZA CREEK ENERGY, INC.): ?BONANZA CREEK ENERGY OPERATING COMPANY, LLC, a Delaware limited liability company ?HIGHPOINT RESOURCES CORPORATION, a Delaware corporation ?EXTRACTION OIL & GAS, INC., a Delaware corporation ?RAPTOR CONDOR MERGER SUB 2, LLC, a Delaware limited li |
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| March 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 March 8, 2022 Date of Report (Date of earliest event reported) Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organization |
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| March 9, 2022 |
EX-99.1 2 ex99120211231.htm EX-99.1 Exhibit 99.1 Civitas Resources Announces Fourth Quarter and Full-Year 2021 Results; Declares Dividend to be Paid in March DENVER, March 8, 2022 - Civitas Resources, Inc. (NYSE: CIVI) (the "Company" or "Civitas") today announced its fourth quarter and full-year 2021 financial results, and has posted an updated investor presentation to its website. Operational Hig |
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| March 2, 2022 |
Exhibit 10.1 Execution Version FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT THIS FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AGREEMENT (this ?Amendment?), dated as of February 27, 2022, but effective for all purposes as of January 31, 2022 (the ?Effective Date?), is by and among Bison Oil & Gas Partners II, LLC, a Delaware limited liability company (?Seller?), Bison Oil & Gas II, |
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| March 2, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): February 27, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commissi |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): x Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form. |
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| February 9, 2022 |
US17888H1032 / Civitas Resources, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Civitas Resources Inc. Title of Class of Securities: Common Stock CUSIP Number: 17888H103 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| February 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Civitas Resources Inc (Name of Issuer) Common Stock (Title of Class of Securities) 17888H103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| February 1, 2022 |
Exhibit 99.1 Civitas announces DJ Basin acquisition and concurrent ceo transition Eric Greager has stepped down as CEO; Civitas Chairman and Kimmeridge Managing Partner, Ben Dell, to assume role of Interim CEO Civitas provides preliminary 2022 guidance; announces fourth quarter 2021 earnings release date and conference call DENVER, February 1, 2022 ? Civitas Resources, Inc. (NYSE: CIVI) (?Civitas? |
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| February 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): January 31, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commissio |
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| February 1, 2022 |
Exhibit 10.1 Execution Version MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among BISON OIL & GAS PARTNERS II, LLC as Seller, BISON OIL & GAS II, LLC as the Company and CIVITAS RESOURCES, INC. as Buyer Dated as of January 31, 2022 TABLE OF CONTENTS Page TABLE OF CONTENTS i LIST OF ANNEXES, EXHIBITS AND SCHEDULES v MEMBERSHIP INTEREST PURCHASE AGREEMENT 1 Article 1 DEFINITIONS 1 Section 1.1 Defini |
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| February 1, 2022 |
Severance, Release and Consulting Agreement, dated January 31, 2022. Exhibit 10.2 SEVERANCE, RELEASE AND CONSULTING AGREEMENT This Severance, Release and Consulting Agreement (?Agreement?) is made between (i) Eric T. Greager (?Employee?) and (ii) Civitas Resources, Inc. (the ?Company?). Employee and the Company are referred to individually as a ?Party? and collectively as the ?Parties.? RECITALS WHEREAS, Employee?s employment with the Company ended effective Januar |
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| January 25, 2022 |
EX-10.1 2 tm224252d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 CIVITAS RESOURCES, INC. EIGHTH AMENDED AND RESTATED EXECUTIVE CHANGE IN CONTROL AND SEVERANCE PLAN 1. Purpose and Effective Date. Civitas Resources, Inc. (the “Company”) has adopted this Eighth Amended and Restated Executive Change in Control and Severance Benefit Plan (this “Plan”) to provide for the payment of severance or change in contro |
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| January 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 Date of report (date of earliest event reported): January 21, 2022 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation) (Commissio |
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| December 22, 2021 |
Exhibit 10.1 Execution Version FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this ?First Amendment?), dated as of December 21, 2021 (the ?First Amendment Effective Date?), is among CIVITAS RESOURCES, INC., a Delaware corporation (the ?Borrower?); each of the undersigned guarantors (the ?Guarantors?, and together with the Bor |
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| December 22, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2021 Civitas Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-35371 61-1630631 (State or other jurisdiction of incorporation or organiz |
