HomeMy WebLinkAbout939098
STATE OF WYOMING
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RECEIVING # 939098
BOOK: 694 PAGE: 824
JEANNE WAGNER
LINCOLN COUNTY CLERK, KEMMERER, WY
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COG824
COUNTY OF LINCOLN
SECOND AFFIDAVIT OF IDENTITY AND CORPORATE SUCCESSORSHIP
I, W. Wade Brawley, upon my oath do depose and state as follows:
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1. I am Vice President, Land Administration for Chesapeake Energy Corporation, an
Oklahoma corporation, 6100 North Western Avenue, Oklahoma City, Oklahoma 73118. I
offer this Affidavit on behalf of Chesapeake Exploration, L.L.C., a wholly owned subsidiary
of Chesapeake· Energy Corporation, to provide notice to interested parties that
Chesapeake Exploration, L.L.C. is the surviving entity and successor in interest, whether by
merger or name change, to Chesapeake Sigma, L.P., an Oklahoma limited partnership,
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.
2. The Affidavit affects and relates to interests of Chesapeake ORC, L.L.C., Chesapeake
Sigma, L.P. and Chesapeake Exploration Limited Partnership's ownership in lands,
leases, production, equipment, rights and interests.
3. The Affidavit of Identify and Corporate Successorship recorded by Chesapeake Exploration,
L.L.C. recorded at Book 670 Page 102 in the county real estate records of Lincoln County,
Wyoming inadvertently listed certain asset transactions in error, including but not limited to EI
Paso Production Company, Apache Corporation, Williams Production RMT, Enogex
Exploration Corporation, Encana Energy Resources, Inc., and Jamex II Ltd, L.L.P. This
Second Affidavit of Identify and Corporate Successorship replaces and supersedes the
previously recorded Affidavit of Identity and Corporate Successorship and such prior Affidavit
is declared void and of no force or effect.
4. Following is a chronology of various mergers, stock transactions and name changes through
which title, previously of record in the specified named entities, 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
August 15, 1997
Chesapeake Gas Development
Corporation
Chesapeake Exploration Limited
Partnership
Chesapeake Exploration Limited
Partnership
December 27, 1994
Chesapeake Exploration Company
December 18, 1997
Anson Production Corporation
Chesapeake Merger II Corp.
January 22, 1998
Chesapeake Merger II Corp.
(by name change)
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
DLB Oil & Gas, Inc.
Chesapeake Mid-Continent Corp.
June 3, 1998
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.
MIS 000-0060A
January 26, 1999
December 31,1999
June 28, 2001
June 28, 2001
October 5, 2001
December 18, 2001
June 28, 2002
June 28, 2002
August 30, 2002
August 30, 2002
September 4, 2002
September 4, 2002
September 10, 2002
December 30, 2002
December 31,2002
December 31,2002
December 31,2002
December 31,2002
February 5, 2003
April 8, 2003
April 9, 2003
July 1, 2003
Chesapeake Gothic Corp.
Chesapeake Mid-Continent Corp.
Wilben Corporation
K. Stewart Petroleum Corporation
(by name change)
Arkoma Pittsburg Holding Corporation
Sapient Energy Corp.
Canaan Energy Corporation
CHK Acquisition, Inc.
(by Amended & Restated Certificate of
Incorporation)
Chesapeake Focus Corp.
Focus Energy, Inc.
(by name change)
Ches.apeake Focus Corp.
Chesapeake Focus Merger Corp.
(by name change).
Canaan Natural Gas Corporation
(OK)
Chesapeake KNAN Acquisition
Corporation
Chesapeake Acquisition Corporation
(by name change)
SAP Acquisition Corp.
(By Certificate of Conversion)
Chesapeake Mountain Front Corp.
(By Certificate of Conversion)
Chesapeake Focus Corp.
(By Certificate of Conversion)
Oneok Resources Company
Duke Energy Co., L.L.C. (Oklahoma)
SMR Preferred Acquisition Corp.
(Delaware),
SMR Lease Company, L.L.C. (Delaware),
SMR Preferred Return 1996, L.L.C.
(Delaware),
SMR Production Management Company
(Delaware),
SMR Development 93 Corp. (New York),
SMR NGIF 93 Corp. (New York),
SMR Natural Gas Partners Corp.
(New York),
2
\'-OG825
Chesapeake Mid-Continent Corp.
Chesapeake Exploration Limited
Partnership
Chesapeake Acquisition Corporation
Chesapeake Mountain Front Corp.
Chesapeake Exploration Limited
Partnership
SAP Acquisition Corp.
CHK Acquisition, Inc.
Chesapeake KNAN Acquisition
Corporation
Focus Energy, Inc.
Chesapeake Focus Corp.
Chesapeake Focus Merger Corp.
Chesapeake Focus Corp.
Chesapeake CNG Corp.
Chesapeake KNAN Acquisition, L.L.C.
Chesapeake Acquisition, L.L.C.
SAP Acquisition, L.L.C.
Chesapeake Mountain Front, L.L.C.
Chesapeake Focus, L.L.C.
Chesapeake ORC, L.L.C.
Chesapeake Focus, L.L.C.
Chesapeake Focus, L.L.C.
Chesapeake Focus, L.L.C.
MIS 000-0060A
August 7,2003
November 3, 2003
January 30, 2004
March 10, 2004
April 1, 2004
April 5, 2004
May 6, 2004
July 1, 2004
August 2,2004
November 3, 2004
December 15, 2004
December 21,2004
December 29, 2004
December 29, 2004
January 27, 2005
February 7,2005
February 14, 2005
April 11, 2005
May 11, 2005
May 24, 2005
June 7,2005
July 18, 2005
November 3, 2005
January 27, 2006
January 30, 2006
SMR Managed Gas Corp. (Texas),
SMR Preferred Return Corp. (Texas),
SMR Energy Resources Corp. (Texas),
Laredo Energy, L.P.
Concho Resources, Inc.
(by name change)
Chesapeake Permian Corp.
Permian Resources Holding, Inc.
Canaan Natural Gas Corporation
(Delaware)
Chesapeake CNG Corp.
Providence Operating Company
Bravo Natural Resources, Inc.
Chesapeake Panhandle Limited
Partnership
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.
Hallwood Energy Corporation
Chesapeake BNR Corp.
BRG Petroleum Corporation
Bird Creek, L.L.C.
Laredo Energy II, L.P.
Classic Petroleum Resources, Inc.
Pecos Production Company
(by name change)
Chesapeake PPC Corp.
Hallwood Energy III, L.P.
Chesapeake Permian Acquisition, L.L.C.
Axío Production Company, L.P.
Chesapeake ENO Acquisition, L.L.C.,
Chesapeake Permian, L.P.,
Chesapeake NFW, L.P.,
Chesapeake Zapata, L.P.,
Chesapeake EP, L.L.C.,
John C. Oxley, L.L.C.,
3
C00826
Chesapeake Focus, L.L.C.
Chesapeake Zapata, L.P.
Chesapeake Permian Corp.
Chesapeake Permian, L.P.
Chesapeake PRH Corp.
Chesapeake CNG Corp.
Chesapeake KNAN Acquisition, L.L.C.
Chesapeake PEP Corp.
Chesapeake BNR Corp.
Chesapeake Exploration Limited
Partnership
Hallwood Energy Corporation
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 Zapata, L.P.
Chesapeake Exploration Limited
Partnership
Chesapeake PPC Corp.
Chesapeake Exploration Limited
Partnership
Chesapeake Sigma, L.P.
Chesapeake Permian, L.P.
Chesapeake Exploration Limited
Partnership
Chesapeake Exploration Limited
Partnership
MIS 000-0060A
(:00827
Chesapeake PRH Corp.
July 25, 2006
Rising Star Holding Company
(by name change)
Chesapeake RS Corp.
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 TO Company
0&0 Oil and Gas, L.L.C.
March 15, 2007
Chesapeake Acquisition, L.L.C.
Chesapeake Exploration Limited
Partnership
Chesapeake Exploration, L.L.C.
June 29,2007
Chesapeake Sigma, L.P.
5. 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 limited partner in Chesapeake
Exploration Limited Partnership.
6. 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.
7. Any additional information or inquires concerning the above entities should be directed to
Wade Brawley, Vice President - Land Administration, Chesapeake Energy Corporation,
6100 North Western Avenue, Oklahoma City, Oklahoma 73118.
Further, Affiant sayeth not.
~Woða.~..~..
W. Wade Brawley ~
ACKNOWLEDGEMENT
STATE OF OKLAHOMA
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COUNTY OF OKLAHOMA
Subscribed and sworn to before me, the undersigned, a Notary Public, for the State of Oklahoma,
on this C(--t'-- day of ~ ,2008, personally appeared W. Wade Brawley, Vice-President Land
Administration, Chesapeake Energy Corporation, 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.
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N~tary Pu~i~ - - --J
My Commission Expires:
My Commission Number:
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MIS 000-0060A
('00828
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 a~d
the Great Seal of the State of Oklahoma.
Filed in the City of Oklahoma City this
28th doy of June. 2007. .
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Secretary Of State
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'-\':'00829
FILED - Oklahoma Secretary of State 06/28/2007 10:29
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 o(formation or organization of the domestic limited liability
company and the other business entity which is to merge are:
Name
Chesapeake ORCa L.L.C.
Chesapeake Exploration Limited Partnership
Jurisdiction of
Formation/Oraanization
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.
70 A copy 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.
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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 28th
day of June, 2007.
..
06/28/2007 09:55 AM
OKLAHOMA SECRETARY OF STATE
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7473630002
Ü00830
CERTIFICATE OF MERGER
WHEREAS,
CHESAPEAKE ORC, 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 in the City of Oklahoma City this
27th day of June. 2007, .
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Secretary Of State
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FILED - Oklahoma Secretary of State 06/27/200713:48
CERTIFICATE OF MERGER
('00831
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 fonnation or organization of the domestic limited
liability company and the other business entity which is to merge are:
Jurisdiction of
F ormation/Oraan ization
Name
Chesapeake ORC, L.LC.
Chesapeake Acquisition II, L.L.C.
Oklahoma
Oklahoma
2. An agreement of merger has been approved and executed by Chesapeake ORC,
L.LC. and Chesapeake Acquisition II. L.L.C.
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, LL.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 survivin~ 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 ~
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06/27/2&&7 01:31 PM
OKLAHOMA SECRETARY OF STATE
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