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Home My WebLink About932506 COUNTY OF LINCOLN 000102 AFFIDAVIT OF IDENTITY AND CORPORATE SUCCESSORSHIP ) ) ) RECEIVED 8/27/2007 at 12:47 PM RECEIVING #932506 BOOK: 670 PAGE: 102 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY STATE OF WYOMING ss Lo140;¿Gl I, W. Wade Brawley, upon my oath do depose and state as follows: 1. I am Vice President, Land Administration for Chesapeake Exploration, L.L.C., an Oklahoma limited liability company, 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. I offer this Affidavit on behalf of Chesapeake Exploration, L.L.C. to provide notice of the fact of merger to which Chesapeake Exploration, L.L.C. is the surviving entity and successor in interest to Chesapeake Acquisition II, L.L.C., an Oklahoma limited liability company, Chesapeake ORC, L.L.C., an Oklahoma limited liability company, and Chesapeake Exploration Limited Partnership, an Oklahoma limited partnership, and in order to give third parties notice thereof. This Affidavit is based upon my personal knowledge of the matters stated herein and/or from my review of the business records of the entities identified herein. 2. This Affidavit affects and relates to interests of Chesapeake ORC, L.L.C. and Chesapeake Exploration Limited Partnership's ownership in lands, leases, production, equipment, rights and interests in Lincoln County, Wyoming. 3. Following is a chronology of mergers and stock transactions through which title ultimately vests in Chesapeake Exploration, L.L.C., successor to Chesapeake Exploration Limited Partnership. Date Business Entity Surviving Entity and Successor in Interest in Merger/Name Change December 27,1994 Chesapeake Exploration Company Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership August 15, 1997 Chesapeake Gas Development Corporation December 18, 1997 Anson Production Corporation Chesapeake Merger II Corp, January 22, 1998 Chesapeake Merger II Corp. Chesapeake Mid-Continent Corp. February 13, 1998 Santo Resources, Inc. Chesapeake Mid-Continent Corp. April 16, 1998 Hugoton Energy Corporation Chesapeake Mid-Continent Corp. May 11, 1998 May 28, 1998 DLB Oil & Gas, Inc. Chesapeake Mid-Continent Corp. MC Panhandle, Inc. Chesapeake Panhandle Limited Partnership Chesapeake Mid-Continent Corp. June 3, 1998 Anson Corporation June 18,1998 Hugoton Exploration Corporation Chesapeake Mid-Continent Corp, January 26, 1999 Gothic Energy Corporation Chesapeake Merger 2000 Corp.lGothic Energy Corporation (now L.L.C.) Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Acquisition Corporation (now L.L.C,) Chesapeake Mountain Front Corp. (now L.L.C.) December 17, 1999 Arkoma Pittsburg Holding Corporation December 31, 1999 Chesapeake Mid-Continent Corp. January 1, 2001 Stag horn Resources, L.L.C June 1, 2001 Wilben Corporation June 22, 2001 K. Stewart Petroleum Corporation MIS 000-0060 October 1, 2001 December 18, 2001 May 1, 2002 June 28, 2002 July 1, 2002 July 19, 2002 August 30, 2002 February 5, 2003 March 13, 2003 November 3, 2003 January 30, 2004 March 10, 2004 April 1, 2004 April 2, 2004 May 5, 2004 May 6, 2004 August 2, 2004 September 23, 2004 November 3, 2004 December 15, 2004 December 21,2004 December 29, 2004 January 27,2005 February 1, 2005 February 7, 2005 April, 2005 April 11, 2005 Apache Corporation Sapient Energy Corp. Encana Energy Resources, Inc. Canaan Energy Corporation Williams Production RMT Enogex Exploration Corporation Focus Energy, Inc. Oneok Resources Company EI Paso Production Company Laredo Energy, L.P. Concho Resources, Inc. Chesapeake Permian Corp. Permian Resources Holding, Inc. Canaan Natural Gas Corporation Gothic Energy, L.L.C. Chesapeake CNG Corp. Bravo Natural Resources, Inc. Providence Operating Company Chesapeake Panhandle Limited Partnership Hal/wood Energy Corporation into Chesapeake HEC Corp. Chesapeake LNG, L.P. Chesapeake Mountain Front, L.L.C., SAP Acquisition, L.L.C., Chesapeake KNAN Acquisition, L.L.C., Chesapeake Focus, L.L.C., Chesapeake PEP Corp. Chesapeake BNR Corp. Bird Creek, L.L.C. BRG Petroleum Corporation Jamex II Ltd, L.L.P. (50%) Laredo Energy II, L.P. 2 000103 Chesapeake Exploration Limited Partnership SAP Acquisition Corp. (now L.L.C.) Chesapeake Exploration Limited Partnership Chesapeake Acquisition, Inc.! Chesapeake KNAN Acquisition Corporation (now L.L.C.) Chesapeake Exploration Limited Partnership Chesapeake ENO Acquisition Corp. (now L.L.C.) Chesapeake Focus Merger Corp.! Chesapeake Focus Corp. (now L.L.C.). Chesapeake ORC, L.L.C. Chesapeake EP Corporation (now L.L.C.) Chesapeake Zapata, L.P. Chesapeake Permian Corp. Chesapeake Permian, L.P. Chesapeake PRH Corp. Chesapeake CNG Corp. Gothic Production, L.L.C. Chesapeake KNAN Acquisition, L.L.C. Chesapeake BNR Corp. Chesapeake PEP Corp. Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Permian, L.P. Chesapeake Zapata, L.P. MIS 000-0060 May 24, 2005 Pecos Production Company 000104 Chesapeake Exploration Limited Partnership Chesapeake PPC Corp. May 11, 2005 Classic Petroleum Resources, Inc. June 7,2005 Chesapeake PPC Corp. Chesapeake Exploration Limited Partnership Chesapeake Sigma, L.P. July 18, 2005 Hallwood Energy III, L.P. January 20, 2006 Chesapeake PRH Corp. Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership January 3,2006 Axio Production Company, L.P. January 30, 2006 Chesapeake ENO Acquisition, L.L.C., Chesapeake Permian, L.P., Chesapeake NFW, L.P., Chesapeake Zapata, L.P., Chesapeake EP, L.L.C., Chesapeake PRH Corp., John C. Oxley, L.L.C. September 28, 2006 Chesapeake RS Corp. Chesapeake Exploration Limited Partnership Chesapeake Exploration Limited Partnership December 19,2006 Faulkner Corporation, Circle X Oil and Gas, L.L.C., Brittany Petroleum L TD Company D&D Oil and Gas, L.L.C. June 27,2007 Chesapeake Acquisition II, L.L.C. Chesapeake ORC, L.L.C. 4. On June 27, 2007, Chesapeake Acquisition II, L.L.C. merged into Chesapeake ORC, L.L.C., resulting in Chesapeake ORC, L.L.C. succeeding as the limited partner in Chesapeake Exploration Limited Partnership. 5. On June 28, 2007, Chesapeake Exploration Limited Partnership merged with Chesapeake ORC, L.L.C., the latter being the successor entity. Concomitantly, a certificate of name change was filed changing the successor entity name to Chesapeake Exploration, L.L.C. 6. Any additional information or inquires concerning the above entities should be directed to Wade Brawley, Chesapeake Operating, Inc., 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. Further, Affiant sayeth not. w ~o..k. ~~~\Q._ W. Wade Brawley 1 STATE OF OKLAHOMA ACKNOWLEDGEMENT ) ) ss: ) COUNTY OF OKLAHOMA Subscribed and sworn to before me, the undersigned, a Notary Public, in and for said County and State on this ~ day of August, 2007 personally appeared Wade Brawley, Vice-President Land Administration, Chesapeake Exploration, L.L.C., to me known to be the identical person who subscribed the name of the maker thereof to the foregoing and acknowledged to me that he executed the same as his free and voluntary act and deed and as the free and voluntary act and deed of such corporation, for the uses and purposes therein set forth. Given under my hand and seal the day and year last above written. ~ ~ . NQ~~btic---JËNÑŸ-ÃcKïÑš------- : My Commission Expires: !/~~o.:r¡;:.\ Canadian County ¡ My Commission Number: :\, S~L.f Notary Public in and for : , ..,(j ú" fO I h ' 3 : ......i!.º.~\.... State 0 k a o.ma : MIS 000-0060 : Commission # 04002~:~_~!y"1!~~_3!~~~~ ' ------------------- CERTIFICATE OF MERGER WHEREAS, CHESAPEAKE EXPLORATION, L.L.C. a limited liability company organized under the laws of the State of OKLAHOMA, has filed in the office of the Secretary of State duly authenticated evidence of a merger whereby said limited liability company is the survivor, as provided by the laws of the State of Oklahoma. NOW THEREFORE, 1, the undersigned Secretary of State of Oklahoma, by virtue of the powers vested in me by law, do hereby issue this Certificate evidencing such merger. IN TESTIMONY WHEREOF, I have hereunto set my hand and caused to be affIXed the Great Seal of the State. of Oklahoma. Filed ill the City of Oklahoma City this 28th day of June. 2007. . !J(,~4 Secretary Of State 0001.05 ~:~ , . ! I 000:1 06-· FILED - Oklahoma Secretary of State 06/28/200710:29 CERTIFICATE OF MERGER AND AMENDMENT OF ARTICLES OF ORGANIZATION Pursuant to Section 2054 of the Oklahoma Limited LIability Company Act and Section 310.1 of the Oklahoma Revised Uniform Limited Partnership Act Chesapeake ORC. L.L.C.. as the surviving limited liability company, hereby states and certifies as follows: 1, The name and jurisdiction of formation or organization of the domestic limited liability company and the other business entity which is to merge are: Name Chesapeake ORC, L.L.C. Chesapeake Exploration Limited Partnership Jurisdiction of Formation/Organization Oklahoma Oklahoma 2. An agreement of merger has been approved and executed by Chesapeake ORC, L.L.C. and Chesapeake Exploration Limited Partnership. 3. The name of the surviving domestic limited liability company Is Chesapeake ORC, L.l.C. 4. The Articles of Organization of the surviving limIted liability company shall be the Articles of OrganIzation of Chesapeake ORC, L.l.C., as amended below. 5. The Articles of Organization of Chesapeake ORC, L.L.C., filed with the Oklahoma Secretary of State on January 28, 2003, are hereby amended as follows: The name of the surviving limited liability company is: Chesapeake ORC, L.L.C. The name of the surviving limited liability company has been changed to: Chesapeake Exploration, L.L.C., and no further amendments thereto. '. 6. The agreement of merger is on file at the principal place of business of Chesapeake ORC, L.L.C. at 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. 7. A c.opy of the agreement of merger will be furnished by Chesapeake ORC, L.L.C. on request and without cost, to any partner of Chesapeake Exploration Limited Partnership or any person holding an interest In Chesapeake ORC, L.L.C. .. IN WITNESS WHEREOF, Chesapeake ORC, L.L.C. as the surviving limited liability company, has caused this Certificate of Merger and Amendment of Articles of Organization to be executed this 28111 day of June, 2007. '.' 06/28/2007 09:55 AM OKLAHOMA SECRETARY OF STATE I r(I~~111111 !I~I ~ 1111 50S I \II~ \l'~ II~ 11111 ~11~1111I~ III~ II~I ~IIIIII 7413630002 CERTIFICATE OF MERGER WHEREAS, CHESAPEAKE ORC, L.L.C, a limited liability company organized under the laws of the State of OKLAHOMA, has flied in the office of the Secretary of State duly authenticated evidence of a merger whereby said limited liability company is the survivor, as provided by the laws of the Slate of Oklahoma. NOW THEREFORE, 1, the undersigned Secretary of State of Oklahoma, by virtue of the powers vested in me by law, do hereby issue this Certificate evidencing such merger. IN TESTIMONY WHEREOF, I have hereunto set my hand and caused to be affixed the Great Seal of the State of Oklahoma. Filed in the City of Oklahoma City this 27th day of June, 2007. . HI ~ l1(; .~:" .-.:. Secretary Of State 000107 .... -_..._._~--- ~:u9198 FILED - Oklahoma Secretary of State 06/27/200713:48 CERTIFICATE OF MERGER Pursuant to Section 2054 of the Oklahoma Limited Liability Company Act Chesapeake ORC, L.L.C., as the survIving limited liability company, hereby states and certifies as follows: 1. The name and jurisdiction of formation or organization of the domestic limited liability company and the other business entity whIch is to merge are: Jurisdiction of Formation/Oraanization Name Chesapeake ORC, L.L.C. Chesapeake Acquisitiol1l1, L.l.C. Oklahoma Oklahoma 2. An agreement of merger has been approved and executed by Chesapeake ORC, L.L.C. and Chesapeake Acquisition II, L.L.C. 3. The name of the surviving domestic limited liability company is Chesapeake ORC. LL.C. 4. The Articles of Organization of the surviving limited liability company shall be the Articles or Organization of Chesapeake ORC, L.l.C. without any amendments .thereto. . 5. The agreement of merger is on file at the principal place of business of Chesapeake ORC, L.L.C. at 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. 6. A copy of the agreement of merger will be furnished by Chesapeake ORC, L.L.C. on request and without cost, to any member of Chesapeake Acquisition II, L.L.C. or any person holding an interest in Chesapeake ORC, L.l.C. IN WITNESS WHEREOF, Chesapeake ORC, L.L.C., as the survjVin~ limited liability company, has caused this Certificate of Merger to be executed this 27 h day of June, 2007. CHESAPEAKE ORC, L.L.C., an 0 ahoma limited liability company ~ 06/27/2007 01:31 PM OKlRHOMA SECRETRRY OF STRTE "'\ I I Imlll 11111 1111111 1111 50S I IJII/lIII/1 1111111111 IIIIIIIIIII~ 1111) ifill III)) ~I 1111 7468380002 Record & H.cturn to: Chesapeake Operating, Inc. P.O. Box 18496 Oklahoma City, OK 73154 ç""'.... .....'11., CIoQ ,... ORC: (0017131141 :. ~.! ..