NSLPQ / New Source Energy Partners L.P. - Limited Partnership - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

New Source Energy Partners 15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 333-195129 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as spe

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 nslp8k121615.htm 8-K 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): December 22, 2015 (December 16, 2015) NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (St

INTEREST PURCHASE AGREEMENT

Exhibit Ex. 2.1 Execution Version US 3912303v.13 INTEREST PURCHASE AGREEMENT THIS INTEREST PURCHASE AGREEMENT (the ? Agreement ?) is made and entered into this 16 th day of December, 2015 (the ? Effective Date ?), by and between MidCentral Energy Partners L.P., a Delaware limited partnership (? Seller ? or ? MidCentral ?), New Source Energy Partners L.P., a Delaware limited partnership (? New Sour

NEW SOURCE ENERGY PARTNERS ANNOUNCES SALE OF ERICK FLOWBACK SERVICES LLC AND ROD’S PRODUCTION SERVICES, L.L.C.

Exhibit FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS ANNOUNCES SALE OF ERICK FLOWBACK SERVICES LLC AND ROD?S PRODUCTION SERVICES, L.

New Source Energy Partners L.P. Unaudited Pro Forma Financial Information

Exhibit Ex. 99.2 New Source Energy Partners L.P. Unaudited Pro Forma Financial Information Introduction The following unaudited pro forma condensed financial information reflects the historical financial statements of New Source Energy Partners L.P. ("NSLP" or the "Partnership"), adjusted on a pro forma basis to give effect to the disposition of Erick Flowback Services LLC ("EFS") and Rod's Produc

PROMISSORY NOTE

Exhibit Ex 10.1 US 3951459v.7 PROMISSORY NOTE $8,000,000 Oklahoma City, Oklahoma December 15, 2015 FOR VALUE RECEIVED, the undersigned, ERICK?S HOLDINGS, LLC, a Delaware limited liability company (? Maker ?), unconditionally promises to pay to the order of MIDCENTRAL ENERGY PARTNERS L.P., a Delaware limited partnership (? Payee ?), at 914 N. Broadway Avenue, Suite 230, Oklahoma City, Oklahoma 7310

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K 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): December 11, 2015 (December 7, 2015) NEW SOURCE ENERGY PARTNERS L.

515 Congress Avenue, Suite 2600 Austin, TX 78701

Exhibit Tel: 512-477-7900 Fax: 512-391-3500 www.bdo.com 515 Congress Avenue, Suite 2600 Austin, TX 78701 December 11, 2015 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 We have been furnished with a copy of the response to Item 4.01 of Form 8-K for the event that occurred on December 7, 2015, to be filed by our former client, New Source Energy Partners L.P.. We agree

Three Months Ended

Exhibit Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS THIRD QUARTER 2015 RESULTS OKLAHOMA CITY, OKLAHOMA, November 9, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (OTC: NSLP) (the ?Partnership? or ?New Source?), today announced financial and operating results for the quarter ended September 30, 2015 . Third Quarter and Year to Date 2015 Results Sum

New Source Energy Partners 10-Q (Quarterly Report)

10-Q 1 nslp20150930-10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10-Q (MARK ONE) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Comm

New Source Energy Partners 8-K ER 09302015 (Current Report/Significant Event)

8-K 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): November 9, 2015 NEW SOURCE ENERGY PARTNERS L.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 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 26, 2015 (October 21, 2015) NEW SOURCE ENERGY PARTNERS L.

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

8-K 1 nslp8koct2015redetermination.htm 8-K NSLP BORROWING BASE DECREASE 102015 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 13, 2015 (October 9, 2015) NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): September 30, 2015 NEW SOURCE ENERGY PARTNERS L.

Regulation FD Disclosure, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, 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): September 4, 2015 NEW SOURCE ENERGY PARTNERS L.

NEW SOURCE ENERGY PARTNERS ANNOUNCES RECEIPT OF NOTICE FROM NYSE REGARDING CONTINUED LISTING STANDARDS

Exhibit Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS ANNOUNCES RECEIPT OF NOTICE FROM NYSE REGARDING CONTINUED LISTING STANDARDS OKLAHOMA CITY, September 9, 2015 - New Source Energy Partners L.P. (NYSE: NSLP) (the ?Partnership? or ?New Source?) announced today that, on September 9, 2015, the New York Stock Exchange (?NYSE?) notified the Partnership that the NYSE has determined to

New Source Energy Partners NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): q Form 10-K q Form 20-F q Form 11-K x Form 10-Q q Form 10-D q Form N-SAR q Form N-CSR For Period Ended: June 30, 2015 q Transition Report on Form 10-K q Transition Report on Form 20-F q Transition Report on Form 11-K q Transition Report on Form 10-Q q Transition Report on Form N-SAR For Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Current Report

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 10, 2015 NEW SOURCE ENERGY PARTNERS L.

Three Months Ended

Ex. 99.1 Earnings Release for quarter ended 06302015 Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS SECOND QUARTER 2015 RESULTS; REVISES GUIDANCE OKLAHOMA CITY, OKLAHOMA, August 10, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the ?Partnership? or ?New Source?), today announced financial and operating results for the quarter ended June

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a8k-june2015bod.htm 8-K 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, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdic

New Source Energy Partners S-8

S-8 1 d949787ds8.htm S-8 As filed with the Securities and Exchange Commission on June 29, 2015 Registration No. - UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 38-3888132 (State or other jurisdiction of incorporat

New Source Energy Partners 8-A12B

8-A12B 1 d927139d8a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 38-3888132 (State of incorporation or organization) (IRS Employer

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

8-K 1 d926682d8k.htm 8-K 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 8, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of

SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I Section 1.1 Definitions 1 Section 1.2 Construction 29 ARTICLE II ORGANIZATION Section 2.1 Formation 29 Section 2.2 Name 30 Sectio

EX-3.1 Exhibit 3.1 Execution Version SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 29 ARTICLE II ORGANIZATION Section 2.1 Formation 29 Section 2.2 Name 30 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 30 Section 2.4 Purpose

Three Months Ended March 31,

Ex. 99.1 Earnings Release for quarter ended 03312015 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS FIRST QUARTER 2015 RESULTS OKLAHOMA CITY, OKLAHOMA, MAY 11, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the ?Partnership? or ?New Source?), today announced financial and operating results for the quarter ended March 31, 2015 . First Quarter 2015 Hig

Current Report

8-K 1 a8-kx3x31x2015earningsrele.htm 8-K 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 11, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or othe

NSLP / New Source Energy Partners L.p. / New Source Energy Partners L.p. - SC 13D/A Activist Investment

SC 13D/A 1 a13dacorrection.htm SC 13D/A Regarding submission accession number: 0001560443-15-000037, the document filed under this same file name was erroneously filed for the wrong CIK. It has been properly filed under the appropriate CIK. The previous corresponding document with this filename should be disregarded.

NSLP / New Source Energy Partners L.p. / Kos Kristian B - SC 13D/A Activist Investment

SC 13D/A 1 kos13daq22015.htm SC 13D/A CUSIP No. 64881E 109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2) Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) Kristian B. Kos 914 North Broadway,

NEW SOURCE ENERGY PARTNERS L.P. 1,760,000 11.00% Series A Preferred Units UNDERWRITING AGREEMENT May 5, 2015 UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 Execution Version NEW SOURCE ENERGY PARTNERS L.P. 1,760,000 11.00% Series A Preferred Units UNDERWRITING AGREEMENT May 5, 2015 UNDERWRITING AGREEMENT May 5, 2015 STIFEL, NICOLAUS & COMPANY, INCORPORATED One South Street Baltimore, Maryland 21202 As Representative of the Several Underwriters Identified in Schedule I Hereto Ladies and Gentlemen: NEW SOURCE ENERGY PARTNERS L.P., a

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 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 5, 2015 NEW SOURCE ENERGY PARTNERS L.

New Source Energy Partners L.P. 11.00% Series A Cumulative Convertible Preferred Units (Liquidation Preference $25.00 per unit)

424B5 1 d919821d424b5.htm 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-195129 PROSPECTUS SUPPLEMENT (To Prospectus dated April 21, 2014) New Source Energy Partners L.P. 1,760,000 11.00% Series A Cumulative Convertible Preferred Units (Liquidation Preference $25.00 per unit) We are offering 1,760,000 11.00% Series A Cumulative Convertible Preferred Units (“Series A

PRICING TERM SHEET

FWP 1 d919821dfwp.htm FWP PRICING TERM SHEET Dated as of May 5, 2015 Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration Statement No. 333-195129 Relating to the Preliminary Prospectus Supplement dated May 4, 2015 NEW SOURCE ENERGY PARTNERS L.P. 11.00% Series A Cumulative Convertible Preferred Units The information in this pricing term sheet relates only to the offering (the “Of

Subject to Completion, dated May 4, 2015

424B3 1 d919821d424b3.htm 424B3 Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-195129 Subject to Completion, dated May 4, 2015 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and accompanying base prospectus are not an offer to sell these securities and are not soliciting an offer to buy t

Oilfield Services Exploration & Production FY2015 FY2015 Revenue ($ in millions) $100 - $120 Production (Boe/d) 3,500 - 3,800 Adj. EBITDA (as a % of revenue) 17% - 21% Production Taxes (% of Revenue) 4.5% - 5.5% Maint. Capex ($ in millions) $1.0 - $1

Ex 99.1 NSLPPressRelease05012015 Ex. 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REVISES 2015 GUIDANCE BASED ON CURRENT MARKET CONDITIONS OKLAHOMA CITY, OKLAHOMA, MAY 1, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (“NSLP” or the “Partnership”), today announces revised guidance for 2015 for both its Oilfield Services (“OFS”) division and Exploration and Producti

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a8k-guidanceapril2015.htm 8-K NSLP GUIDANCE 04302015 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 1, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-38881

EIGHTH AMENDMENT CREDIT AGREEMENT Dated as of May 1, 2015 NEW SOURCE ENERGY PARTNERS L.P., as Borrower, BANK OF MONTREAL, as Administrative Agent, ASSOCIATED BANK, N.A., as Syndication Agent, THE LENDERS PARTY HERETO

May 2015 Amendment EX 10.1 EIGHTH AMENDMENT TO CREDIT AGREEMENT Dated as of May 1, 2015 among NEW SOURCE ENERGY PARTNERS L.P., as Borrower, BANK OF MONTREAL, as Administrative Agent, ASSOCIATED BANK, N.A., as Syndication Agent, and THE LENDERS PARTY HERETO EX 10.1 EIGHTH AMENDMENT TO CREDIT AGREEMENT THIS EIGHTH amendment to Credit Agreement (this ? Eighth Amendment ?) dated as of May 1, 2015, is

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 a8k-cfamendment515.htm 8-K 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 4, 2015 (May 1, 2015) NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or

PURCHASE AGREEMENT DATED AS OF APRIL 27, 2015 DEYLAU, LLC, 2100 ENERGY LLC NEW SOURCE ENERGY PARTNERS L.P.

Ex10.1-PurchaseAgreementLL4-27-15 Ex. 10.1 PURCHASE AGREEMENT DATED AS OF APRIL 27, 2015 AMONG DEYLAU, LLC, 2100 ENERGY LLC AND NEW SOURCE ENERGY PARTNERS L.P. Ex. 10.1 TABLE OF CONTENTS PAGE ARTICLE 1 PURCHASE AND SALE OF THE LLC INTEREST 1 SECTION 1.1. PURCHASE AND SALE OF THE INITIAL LLC INTEREST 1 SECTION 1.2. INITIAL CLOSING 2 SECTION 1.3. TRANSACTIONS TO BE EFFECTED AND ACTIONS TO BE TAKEN A

SEVENTH AMENDMENT CREDIT AGREEMENT DATED AS OF APRIL 27, 2015 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, THE LENDERS PARTY HERETO

Ex10.2 7thAmendmenttoCreditAgreementdtd42715 Ex 10.2 Execution Version SEVENTH AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 27, 2015 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO LEGALUSW # 80646551.3 Ex. 10.2 SEVENTH AMENDMENT TO CREDIT AGREEMENT THIS SEVENTH AMENDMENT TO

NSLP / New Source Energy Partners L.p. / New Source Energy Partners L.p. - SC 13D/A Activist Investment

CUSIP No. 64881E 109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2) Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) Kristian B. Kos 914 North Broadway, Suite 230 Oklahoma City, Oklahoma 7310

Regulation FD Disclosure, Changes in Control of Registrant, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8KLLMinInt 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): April 29, 2015 (April 27, 2015) NEW SOURCE ENERGY PARTNERS L.

AMENDMENT NO. 2 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC

Ex3.2 NSGP-AmendmentNo2toAALLCAgmt4-27-15 Ex. 3.2 Execution version AMENDMENT NO. 2 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC This Amendment No. 2 (? Amendment ?) to the Amended and Restated Limited Liability Company Agreement dated February 13, 2013, as amended by the First Amendment thereto, dated March 15, 2013 (as amended, the ? Agreement ?), of N

EXCHANGE AGREEMENT

Ex10.3 NSLP-ExchangeAgreement4-27-15 Ex. 10.3 Execution Version EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (this ? Agreement ?) is made and entered into to be effective for all purposes as of April 27, 2015 (the ? Effective Date ?), by and between New Source Energy Partners L.P., a Delaware limited partnership (the ? Partnership ?), and New Source Energy GP, LLC, a Delaware limited liability compa

1

Ex99.1 NSLPPressRelease04272015 Ex 99.1 FOR IMMEDIATE RELEASE LARRY LEE CONTROLLED ENTITY ACQUIRES INTEREST IN NEW SOURCE ENERGY GP, LLC OKLAHOMA CITY, OKLAHOMA, APRIL 27, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (?NSLP? or the ?Partnership?), today announced that 2100 Energy LLC (?2100 Energy?), an entity owned by Larry Lee, whose entities under control and affiliate

AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. APRIL 27, 2015

EX-3.1 2 ex31nslp-partnershipagreem.htm EXHIBIT 3.1 AMEND NO.2 NSLP PARTNERSHIP AGREEMENT Ex. 3.1 Execution Version AMENDMENT NO. 2 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. APRIL 27, 2015 This Amendment No. 2 (this “Amendment”) to the First Amended and Restated Agreement of Limited Partnership of New Source Energy Partners L.P. (the “Partner

NEW SOURCE ENERGY PARTNERS ANNOUNCES CHANGE TO BORROWING BASE

Ex. 99.1 Press Release 4.15 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS ANNOUNCES CHANGE TO BORROWING BASE OKLAHOMA CITY, OKLAHOMA, April 10, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the ?Partnership? or ?New Source?), today announced that it has entered into an agreement with the Bank of Montreal, as administrative agent, and the other lenders that

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8K - April 2015 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): April 8, 2015 NEW SOURCE ENERGY PARTNERS L.

April 8, 2015

Letter Agreement Execution Version April 8, 2015 New Source Energy Partners L.P. 914 North Broadway Ave., Suite 230 Oklahoma City, Oklahoma 73102 Attention: Kristian Kos, President and Chief Executive Officer Re: Credit Agreement, dated as of February 13, 2013, among New Source Energy Partners, L.P. (the ? Borrower ?), Bank of Montreal, as administrative agent (in such capacity, the ? Administrati

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): March 26, 2015 NEW SOURCE ENERGY PARTNERS L.

NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Q4 2014 Pro Forma Financial Statements Exhibit 99.1 NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed financial information reflects the historical financial statement of New Source Energy Partners L.P. ("NSLP" or the "Partnership") adjusted on a pro forma basis to give effect to the acquisition of Erick Flowbac

Current Report

8-K 1 a8-kx12x31x2014earningsrel.htm 8-K 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): March 19, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or ot

FIRST LOAN MODIFICATION AGREEMENT

EX-10.1 2 exhibit-loanagreement.htm EXHIBIT 10.1 FIRST LOAN MODIFICATION AGREEMENT This First Loan Modification Agreement to that certain First Amended and Restated Loan Agreement dated June 26, 2014, is made and entered into this 13th day of March, 2015, to be effective as of the 13th day of March, 2015, by and between ERICK FLOWBACK SERVICES, LLC, an Oklahoma limited liability company (“EFS”), a

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): March 13, 2015 NEW SOURCE ENERGY PARTNERS L.

Three Months Ended December 31,

Ex. 99.1 Earnings Release for quarter ended December 31, 2014 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS FOURTH QUARTER AND YEAR END 2014 RESULTS OKLAHOMA CITY, OKLAHOMA, March 19, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the ?Partnership? or ?New Source?), today announced financial and operating results for the quarter and year ended Decem

New Source Energy Partners NT 10-K

12B-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K q Form 20-F q Form 11-K q Form 10-Q q Form 10-D q Form N-SAR q Form N-CSR For Period Ended: December 31, 2014 q Transition Report on Form 10-K q Transition Report on Form 20-F q Transition Report on Form 11-K q Transition Report on Form 10-Q q Transition Report on Form N-SAR For Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

New Source Energy Partners L.P. Names New Vice President Accounting and Principal Accounting Officer

EX-99.1 2 exhibit991.htm PRESS RELEASE FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Names New Vice President Accounting and Principal Accounting Officer OKLAHOMA CITY, February 9, 2015 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today named Amber Bonney, age 40, as Vice President Accounting and Principal Accounting Of

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 officerannouncement022015.htm 8-K 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 6, 2015 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or o

NSLP / New Source Energy Partners L.p. / Tourian Dikran - SC 13D/A Activist Investment

CUSIP 64881E 109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) James W. Larimore, Esq. 324 North Robinson Avenue, Suite 100 Oklahoma City, Ok

NSLP / New Source Energy Partners L.p. / Kos Kristian B - SC 13D/A Activist Investment

SC 13D/A 1 kos13da1.htm SC 13D/A CUSIP No. 64881E 109 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) Kristian B. Kos 914 North Broadway, Suite

NSLP / New Source Energy Partners L.p. CORRESP - -

CORRESP 1 filename1.htm January 6, 2015 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Form 10-K for Fiscal Year Ended December 31, 2013 Filed April 4, 2014 File No. 001-35809 Ladies and Gentlemen: Set forth below are the responses of New Source E

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a8kdir.htm 8-K 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): December 19, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction

Financial Statements and Exhibits, Other Events

8-K 1 a8-kxq32014efstransaction.htm 8-K 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): November 14, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or

NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

EX-99.1 2 q32014proformafinancialsta.htm EXHIBIT Exhibit 99.1 NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed financial information reflects the historical financial statements of New Source Energy Partners L.P. ("NSLP" or the "Partnership") adjusted on a pro forma basis to give effect to the acquisition of Er

Current Report

8-K 1 a8-kx9x30x2014earningsrele.htm 8-K 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): November 6, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or

Three Months Ended

EX-99.1 2 ex991earningsreleaseforqua.htm EXHIBIT FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS THIRD QUARTER 2014 RESULTS OKLAHOMA CITY, OKLAHOMA, November 6, 2014 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended September 30, 2014 and updates guidance

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, 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 28, 2014 NEW SOURCE ENERGY PARTNERS L.

New Source Energy Partners L.P. Announces Board Appointment and Management Promotions

Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Board Appointment and Management Promotions OKLAHOMA CITY, October 30, 2014 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership”), today announced the appointment of Kristian B. Kos as Chairman of the Board of Directors of New Source Energy GP, LLC, the Partnership’s general pa

NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests EQUITY DISTRIBUTION AGREEMENT

EX-1.1 2 d800044dex11.htm EX-1.1 Exhibit 1.1 Execution Version NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests EQUITY DISTRIBUTION AGREEMENT October 3, 2014 BMO Capital Markets Corp. 3 Times Square New York, New York 10036 Ladies and Gentlemen: New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), confirms its agreement (this “Agre

Current Report

8-K 1 d800044d8k.htm 8-K 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, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdictio

New Source Energy Partners L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $50,000,000

424B5 1 d799194d424b5.htm 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-195129 PROSPECTUS SUPPLEMENT (To Prospectus dated April 21, 2014) New Source Energy Partners L.P. Common Units Representing Limited Partner Interests Having an Aggregate Offering Price of Up to $50,000,000 This prospectus supplement and the accompanying prospectus relate to the issuance and sale

New Source Energy Partners L.P. Announces Board of Director Change

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Board of Director Change OKLAHOMA CITY, August 29, 2014 – New Source Energy Partners L.P. (NYSE:NSLP) (the “Partnership” or “New Source”) announced that David J. Chernicky, director and Chairman of the Board of the Partnership’s general partner (the “Board”), has resigned from the Board and from his executive posi

Current Report

8-K 1 d780323d8k.htm 8-K 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 29, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdictio

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A 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 14, 2014 NEW SOURCE ENERGY PARTNERS L.

INDEPENDENT AUDITORS’ REPORT

INDEPENDENT AUDITORS’ REPORT To the Members of Rod’s Production Services, LLC Joshua, Texas We have audited the accompanying financial statements of Rod’s Production Services, LLC, which comprise the balance sheets as of December 31, 2012 and 2011, and the related statements of income, changes in members’ equity, and cash flows for the years then ended, and the related notes to the financial statements.

NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.7 NEW SOURCE ENERGY PARTNERS L.P. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION The following unaudited pro forma condensed financial information reflects the historical financial statements of New Source Energy Partners L.P. ("NSLP" or the "Partnership") adjusted on a pro forma basis to give effect to the acquisition of Erick Flowback Services, LLC ("EFS") and Rod's Prod

Erick Flowback Services, LLC and Controlled Entity

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Members Erick Flowback Services, LLC We have audited the accompanying consolidated financial statements of Erick Flowback Services, LLC (an Oklahoma limited liability company) and its controlled entity, which comprise the consolidated balance sheets as of December 31, 2013 and 2012, and the related consolidated statements of income, members’ equity, and cash flows for the years then ended, and the related notes to the financial statements.

INDEPENDENT AUDITORS’ REPORT

INDEPENDENT AUDITORS’ REPORT To the Members of Erick Flowback Services LLC Erick, Oklahoma We have audited the accompanying balance sheet of Erick Flowback Services LLC (the “Company”) as of December 31, 2011, and the related statements of income, members’ equity, and cash flows for the year then ended.

Rod’s Production Services, LLC

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Members Rod’s Production Services, LLC We have audited the accompanying financial statements of Rod’s Production Services, LLC (an Oklahoma limited liability company), which comprise the balance sheet as of December 31, 2013, and the related statements of income, members’ equity, and cash flows for the year then ended, and the related notes to the financial statements.

Rod’s Production Services, LLC

Rod’s Production Services, LLC CONDENSED BALANCE SHEETS (Unaudited) March 31 December 31, 2014 2013 ASSETS Current assets Cash and cash equivalents $ 3,656,141 $ 790,715 Accounts receivable, net 7,285,465 5,289,711 Prepaid expenses and other assets 139,239 51,160 Total current assets 11,080,845 6,131,586 Property and equipment, net 6,451,613 6,654,642 TOTAL ASSETS $ 17,532,458 $ 12,786,228 LIABILI

Erick Flowback Services, LLC and Controlled Entity

Erick Flowback Services, LLC and Controlled Entity CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) March 31, December 31, 2014 2013 ASSETS Current assets Cash and cash equivalents $ 4,887,745 $ 2,279,829 Restricted cash 675,000 350,000 Accounts receivable, net of allowance of $59,577 and $59,577 14,095,571 12,891,950 Employee advances 187,342 182,734 Accounts receivable - related party 28,500 —

Current Report

8-K 1 a8-kx6x30x2014earningsrele.htm 8-K 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 11, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or o

Three Months Ended

EX-99.1 2 ex991earningsreleaseforqua.htm EXHIBIT FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS SECOND QUARTER 2014 RESULTS AND INCREASES DISTRIBUTION OKLAHOMA CITY, OKLAHOMA, August 11, 2014 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended June 30, 201

NSLP / New Source Energy Partners L.p. S-8 - - S-8

As filed with the Securities and Exchange Commission on July 15, 2014 Registration No.

New Source Energy Partners L.P. Announces Services Acquisitions and Confirms Second Quarter Guidance

EX-99.1 5 pressrelease.htm PRESS RELEASE FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Services Acquisitions and Confirms Second Quarter Guidance OKLAHOMA CITY, June 26, 2014 – New Source Energy Partners L.P. (NYSE: NSLP) (the “Partnership” or “New Source”) announced today that it has acquired all of the outstanding membership interests in Erick Flowback Services, LLC, an Oklahom

FIRST AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT

FIRST AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS FIRST AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (“Agreement”) is made this 26th day of June, 2014, by and between ERICK FLOWBACK SERVICES, LLC, an Oklahoma limited liability company (“EFS”), and ROD’S PRODUCTION SERVICES, L.

CONTRIBUTION AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. J. MARK SNODGRASS BRIAN N. AUSTIN ROD’S HOLDINGS, LLC ERICK’S HOLDINGS, LLC dated as of June 26, 2014 TABLE OF CONTENTS ARTICLE I DEFINITIONS; INTERPRETATION

CONTRIBUTION AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. (“ACQUIRER”) AND J. MARK SNODGRASS BRIAN N. AUSTIN ROD’S HOLDINGS, LLC ERICK’S HOLDINGS, LLC (“CONTRIBUTORS”) dated as of June 26, 2014 TABLE OF CONTENTS ARTICLE I DEFINITIONS; INTERPRETATION Section 1.01 Definitions 2 Section 1.02 Interpretation 2 ARTICLE II CONTRIBUTION Section 2.01 Acquired Interests 2 Section 2.02 Consideratio

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 a8-kxefsannouncement.htm 8-K 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 26, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jur

P R O S P E C T U S NEW SOURCE ENERGY PARTNERS L.P. FAIR MARKET VALUE PURCHASE PLAN 432,038 COMMON UNITS

P R O S P E C T U S NEW SOURCE ENERGY PARTNERS L.P. FAIR MARKET VALUE PURCHASE PLAN 432,038 COMMON UNITS This Prospectus relates to common units (“Common Units”) of New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), that may be acquired by employees, directors and other service providers, pursuant to the New Source Energy Partners L.P. Fair Market Value Purchase P

Results of Operations and Financial Condition

8-K 1 a8-kx3x31x2014earningsrele.htm 8-K 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 14, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or othe

New Source Energy Partners L.P. Condensed Consolidated Statements of Operations (Unaudited, in thousands, except per unit amounts)

EX-99.1 2 ex991earningsreleaseforqua.htm EXHIBIT- EARNINGS RELEASE FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS FIRST QUARTER 2014 RESULTS OKLAHOMA CITY, May 14, 2014 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended March 31, 2014. First Quarter 2014

New Source Energy Partners L.P. 465,000 Common Units

424B1 1 d722784d424b1.htm 424B1 Table of Contents Filed pursuant to Rule 424(b)(1) Registration No. 333-195138 Prospectus New Source Energy Partners L.P. 465,000 Common Units The securities to be offered and sold using this prospectus are currently issued and outstanding common units representing limited partner interests in New Source Energy Partners LP. The selling unitholder named in this prosp

3,000,000 Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 Execution Version 3,000,000 Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT April 23, 2014 April 23, 2014 ROBERT W. BAIRD & CO. INCORPORATED STIFEL, NICOLAUS & COMPANY, INCORPORATED As Representatives of the Several Underwriters Identified in Schedule I Hereto c/o Robert W. Baird & Co. Incorporated 777 East

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2014 New Source Energy Partners L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of incorporation)

Joint Book-Running Managers Baird Stifel Oppenheimer & Co. BMO Capital Markets Janney Montgomery Scott Wunderlich Securities Sterne Agee

424B5 1 d715283d424b5.htm DEFINITIVE PROSPECTUS SUPPLEMENT Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-195129 PROSPECTUS SUPPLEMENT (To Prospectus dated April 21, 2014) NEW SOURCE ENERGY PARTNERS L.P. 3,000,000 COMMON UNITS REPRESENTING LIMITED PARTNER INTERESTS We are offering 3,000,000 common units representing limited partner interests. Our common units trade on the

Joint Book-Running Managers Baird Stifel Oppenheimer & Co. BMO Capital Markets Janney Montgomery Scott Wunderlich Securities Sterne Agee

424B3 1 d715283d424b3.htm 424B3 Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-195129 The information in this preliminary prospectus supplement and accompanying base prospectus is not complete and may be changed. This preliminary prospectus supplement and accompanying base prospectus are not an offer to sell these securities and are not soliciting an offer to buy these sec

Financial Statements and Exhibits, Other Events - 8-K/A

8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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, 2014 New Source Energy Partners L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of incorpora

EX-21.1

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OF NEW SOURCE ENERGY PARTNERS L.P. Name Jurisdiction MidCentral Energy Services, LLC Oklahoma MCE, LP Delaware MCE GP, LLC Delaware

- FORM S-3

S-3 1 d705320ds3.htm FORM S-3 Table of Contents As filed with the Securities and Exchange Commission on April 8, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 1311 38-3888132 (State or o

- FORM S-3

S-3 1 d705326ds3.htm FORM S-3 Table of Contents As filed with the Securities and Exchange Commission on April 8, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 1311 38-3888132 (State or o

LIST OF SUBSIDIARIES OF NEW SOURCE ENERGY PARTNERS L.P. Name Jurisdiction MidCentral Energy Services, LLC Oklahoma MCE, LP Delaware MCE GP, LLC Delaware

EX-21.1 Exhibit 21.1 LIST OF SUBSIDIARIES OF NEW SOURCE ENERGY PARTNERS L.P. Name Jurisdiction MidCentral Energy Services, LLC Oklahoma MCE, LP Delaware MCE GP, LLC Delaware

RATIO OF EARNINGS TO FIXED CHARGES For the Years Ended December 31, (Dollars in Thousands) 2010 2011 2012 2013 EARNINGS: Net income (loss) before taxes $ 11,167 $ 9,425 $ 4,905 $ 14,496 Fixed charges 2,648 3,735 3,202 4,078 Capitalized interest — — —

EX-12.1 Exhibit 12.1 RATIO OF EARNINGS TO FIXED CHARGES For the Years Ended December 31, (Dollars in Thousands) 2010 2011 2012 2013 EARNINGS: Net income (loss) before taxes $ 11,167 $ 9,425 $ 4,905 $ 14,496 Fixed charges 2,648 3,735 3,202 4,078 Capitalized interest — — — — Earnings (Loss) $ 13,815 $ 13,160 $ 8,107 $ 18,574 FIXED CHARGES: Interest expense $ 2,648 $ 3,735 $ 3,202 $ 4,078 Fixed Charg

Financial Statements and Exhibits, Other Events - FORM 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 29, 2013 NEW SOURCE ENERGY PARTNERS L.

NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

Exhibit 99.1 NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS The accompanying unaudited pro forma condensed consolidated statement of operations illustrates the effects on New Source Energy Partners L.P.’s (“NSLP” or the “Partnership”) results of operations of the Partnership’s March 29, 2013 acquisition of oil and natural gas properties (the “Ma

- NT 10-K

NT 10-K 1 d705173dnt10k.htm NT 10-K OMB APPROVAL OMB Number: 3235-0058 Expires: April 30, 2012 Estimated average burden hours per response 2.50 SEC FILE NUMBER 001-35010 CUSIP NUMBER 74734R108 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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-SAR ¨ Form N-

Results of Operations and Financial Condition

8-K 1 a8-kx12x31x2013earningsrel.htm FORM 8-K 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): March 27, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State

New Source Energy Partners L.P. Consolidated Balance Sheets (in thousands)

FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS L.P. REPORTS YEAR-END 2013 RESULTS OKLAHOMA CITY, March 27, 2014 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the year ended December 31, 2013. Fourth Quarter and Full Year 2013 Highlights • Average net daily production during t

New Source Energy Partners L.P. Announces Addition of Charles Lee Reynolds III and Dikran Tourian to Board of Directors

Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Addition of Charles Lee Reynolds III and Dikran Tourian to Board of Directors OKLAHOMA CITY, February 13, 2014 - New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced the appointment of Messrs. Charles Lee Reynolds III and Dikran Tourian to the Bo

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 directorappointment8-k.htm FORM 8-K 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 13, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State o

NSLP / New Source Energy Partners L.p. / CEU Paradigm, LLC - SC 13G Passive Investment

SC 13G 1 d673538dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NEW SOURCE ENERGY PARTNERS L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) January 31, 2014 (Date of Event Which Requires Filing of this Sta

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 31, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State

CORRECTING and REPLACING New Source Energy Partners L.P. Announces Second Acquisition in Southern Dome Field

EX-99.1 2 d672573dex991.htm EX-99.1 EXHIBIT 99.1 CORRECTING and REPLACING New Source Energy Partners L.P. Announces Second Acquisition in Southern Dome Field CORRECTION...by New Source Energy Partners L.P. OKLAHOMA CITY—(BUSINESS WIRE)—First graph, first sentence of release should end with: ...CEU Paradigm, LLC, an affiliate of Exelon Corporation (sted an affiliate of Constellation Energy Partners

New Source Energy Partners L.P. Announces Second Acquisition in Southern Dome Field

EX-99.1 3 d671219dex991.htm EX-99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Second Acquisition in Southern Dome Field OKLAHOMA CITY, February 5, 2014 – New Source Energy Partners L.P. (NYSE: NSLP) (the “Partnership”) announced today that it has acquired working interests in 23 producing wells and related undeveloped leasehold rights from an affiliate of Constel

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 d671219d8k.htm FORM 8-K 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 31, 2014 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other juris

CONTRIBUTION AGREEMENT CEU PARADIGM, LLC NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 9 ARTICLE 2 CONTRIBUTION 10 2.1 Contribution of Assets 10 2.2 The Assets 1

EX-2.1 EXHIBIT 2.1 CONTRIBUTION AGREEMENT BETWEEN CEU PARADIGM, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 9 ARTICLE 2 CONTRIBUTION 10 2.1 Contribution of Assets 10 2.2 The Assets 10 2.3 Excluded Assets 11 2.4 Effective Time 12 2.5 Maintenance of Records 13 ARTICLE 3 CONSIDERATION 14 3.1 Considerati

Financial Statements and Exhibits

8-K/A 1 form8-kaxmceacquisition.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 12, 2013 New Source Energy Partners L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132

MidCentral Energy Services, LLC and Affiliate Combined and Consolidated Financial Statements As of September 30, 2013 and December 31, 2012 and for the Nine Months ended September 30, 2013 and the Year Ended December 31, 2012

Exhibit 99.1 MidCentral Energy Services, LLC and Affiliate Combined and Consolidated Financial Statements As of September 30, 2013 and December 31, 2012 and for the Nine Months ended September 30, 2013 and the Year Ended December 31, 2012 1 MidCentral Energy Services, LLC and Affiliate Contents Page Independent Auditor's Report 3 Combined and Consolidated Financial Statements Balance Sheets 5 Stat

NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Exhibit 99.2 NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On November 12, 2013, New Source Energy Partners L.P., a Delaware limited partnership (“NSLP” or the “Partnership”), entered into a contribution agreement (the “MCE Contribution Agreement”) with MCE, LLC, a Delaware limited liability company (“MCE”), and its members and certain related ben

Entry into a Material Definitive Agreement - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of incorpo

COMMON UNIT PURCHASE AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND December 17, 2013 COMMON UNIT PURCHASE AGREEMENT

EX-10.1 Exhibit 10.1 Execution Version COMMON UNIT PURCHASE AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. and GOLDMAN SACHS MLP INCOME OPPORTUNITIES FUND December 17, 2013 COMMON UNIT PURCHASE AGREEMENT COMMON UNIT PURCHASE AGREEMENT, dated as of December 17, 2013 (this “Agreement”), by and among New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), and Gold

REGISTRATION RIGHTS AGREEMENT

EX-4.1 2 d648546dex41.htm EX-4.1 Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2013, by and among New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), and Goldman Sachs MLP Income Opportunities Fund (“Purchaser”). WHEREAS, this Agreement is made in connect

NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA FINANCIAL STATEMENTS

EX-99 4 ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA FINANCIAL STATEMENTS On October 4, 2013, the Partnership acquired oil and natural gas properties (the “Acquisition Properties”) pursuant to a contribution agreement dated October 4, 2013 (the “Contribution Agreement”) with Scintilla, LLC, an Oklahoma limited liability company (“Scintilla”). As conside

Report of Independent Registered Public Accounting Firm

EX-99 3 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Report of Independent Registered Public Accounting Firm Board of Directors and Unitholders New Source Energy Partners L.P. Oklahoma City, Oklahoma We have audited the accompanying statements of revenues and direct operating expenses of the oil and natural gas properties (the “Acquisition Properties”), as defined in Note 1, acquired on October 4, 2013 by

Financial Statements and Exhibits

8-K/A 1 nslp201312188ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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, 2013 New Source Energy Partners L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or

NSLP / New Source Energy Partners L.p. / Kos Kristian B - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) Kristian B. Kos 914 North Broadway, Suite 230 Oklahoma City, Oklahoma 73102 (405) 272-3028 (Name, Address an

NSLP / New Source Energy Partners L.p. / Tourian Dikran - NEW SOURCE ENERGY PARTNERS L.P. Activist Investment

SC 13D 1 tourian-sch13d17590.htm NEW SOURCE ENERGY PARTNERS L.P. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) James W. Larimore, Esq. 20 North Broadway, Suite 1

Joint Filing Agreement

EX-99.A CUSIP No. 64881E 109 Exhibit A Joint Filing Agreement The undersigned parties hereby express our agreement that the attached Schedule 13D is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934. This joint filing agreement may

REGISTRATION RIGHTS AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. KRISTIAN B. KOS DIKRAN TOURIAN DANIEL R. PICKELSIMER ANTRANIK ARMOUDIAN DEYLAU, LLC SIGNATURE INVESTMENTS LLC November 12, 2013 TABLE OF CONTENTS ARTICLE I DEFINITIONS Section

EX-4.1 Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. (“REGISTRANT”) AND KRISTIAN B. KOS DIKRAN TOURIAN DANIEL R. PICKELSIMER ANTRANIK ARMOUDIAN DEYLAU, LLC SIGNATURE INVESTMENTS LLC (“UNITHOLDERS”) November 12, 2013 TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.01 Definitions 2 Section 1.02 Registrable Securities 5 Section 1.03 Rules o

CONTRIBUTION AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. KRISTIAN B. KOS DIKRAN TOURIAN DANNY R. PICKELSIMER ANTRANIK ARMOUDIAN DEYLAU, LLC SIGNATURE INVESTMENTS, LLC MCE, LLC (“MCE PARTIES”) dated as of November 12, 2013 TABLE OF CONTENTS

EX-2.1 Exhibit 2.1 CONTRIBUTION AGREEMENT by and among NEW SOURCE ENERGY PARTNERS L.P. (“ACQUIRER”) AND KRISTIAN B. KOS DIKRAN TOURIAN DANNY R. PICKELSIMER ANTRANIK ARMOUDIAN DEYLAU, LLC SIGNATURE INVESTMENTS, LLC MCE, LLC (“MCE PARTIES”) dated as of November 12, 2013 TABLE OF CONTENTS ARTICLE I DEFINITIONS; INTERPRETATION Section 1.01 Definitions 2 Section 1.02 Interpretation 2 ARTICLE II CONTRIB

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP MCE, LP TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 19 ARTICLE II ORGANIZATION Section 2.1 Formation 19 Section 2.2 Name 19 Section 2.3 Registe

EX-10.2 Exhibit 10.2 Execution Version FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF MCE, LP TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 19 ARTICLE II ORGANIZATION Section 2.1 Formation 19 Section 2.2 Name 19 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 20 Section 2.4 Purpose and Business 20 Section

OPTION AGREEMENT BY AND AMONG NEW SOURCE ENERGY PARTNERS L.P. KRISTIAN B. KOS DIKRAN TOURIAN SIGNATURE INVESTMENTS, LLC TORUS ENERGY SERVICES, LLC (“TORUS PARTIES”) November 12, 2013 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INTERPRETATIONS 1.1 Def

EX-10.1 Exhibit 10.1 Execution Version OPTION AGREEMENT BY AND AMONG NEW SOURCE ENERGY PARTNERS L.P. (“HOLDER”) AND KRISTIAN B. KOS DIKRAN TOURIAN SIGNATURE INVESTMENTS, LLC TORUS ENERGY SERVICES, LLC (“TORUS PARTIES”) November 12, 2013 TABLE OF CONTENTS ARTICLE I DEFINITIONS AND INTERPRETATIONS 1.1 Definitions 2 1.2 Interpretations 2 ARTICLE II THE OPTION 2.1 The Option 2 2.2 Option Exercise; Ter

Entry into a Material Definitive Agreement

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 12, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 ( State or other jurisdiction of incorporation o

DIRECTOR DESIGNATION AGREEMENT

EX-10.3 7 d629751dex103.htm EX-10.3 Exhibit 10.3 Execution Version DIRECTOR DESIGNATION AGREEMENT This DIRECTOR DESIGNATION AGREEMENT, dated as of November 12, 2013 (this “Agreement”), is entered into by and among NEW SOURCE ENERGY PARTNERS L.P., a Delaware limited partnership (the “Partnership”), NEW SOURCE ENERGY GP, LLC, a Delaware limited liability company and the general partner of the Partne

AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. NOVEMBER 12, 2013

EX-3.1 Exhibit 3.1 Execution Version AMENDMENT NO. 1 TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. NOVEMBER 12, 2013 This Amendment No. 1 (this “Amendment”) to the First Amended and Restated Agreement of Limited Partnership of New Source Energy Partners L.P. (the “Partnership”), dated as of February 13, 2013 (the “Partnership Agreement”), is here

FOURTH AMENDMENT CREDIT AGREEMENT Dated as of November 12, 2013 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, THE LENDERS PARTY HERETO FOURTH AMENDMENT TO CREDIT

EX-10.4 8 d629751dex104.htm EX-10.4 Exhibit 10.4 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT Dated as of November 12, 2013 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amen

NEW SOURCE ENERGY PARTNERS

EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS ACQUIRES MCE, LP OKLAHOMA CITY, November 14, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced that it acquired MCE, LP, and its general partner, MCE GP, LLC (together referred to as “MCE”). The transaction closed on November 12, 2013 with an

New Source Energy Partners L.P. Condensed Statements of Operations (Unaudited, in thousands, except per unit amounts) Three months ended Nine months ended September 30, September 30, 2013 2012 2013 2012 REVENUES Oil sales 2,044 1,390 4,879 4,371 Natu

EX-99.1 2 d628751dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS THIRD QUARTER 2013 RESULTS OKLAHOMA CITY, November 14, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended September 30, 2013. Third Quarter 2013 Highlight

Regulation FD Disclosure, Results of Operations and Financial Condition

8-K 1 d628751d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other ju

Entry into a Material Definitive Agreement

8-K 1 d622470d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 29, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdic

THIRD AMENDMENT CREDIT AGREEMENT Dated as of October 29, 2013 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, THE LENDERS PARTY HERETO THIRD AMENDMENT TO CREDIT AGR

EX-10.1 Exhibit 10.1 Execution Version THIRD AMENDMENT TO CREDIT AGREEMENT Dated as of October 29, 2013 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Third Amendment”) dated as of October 29, 2

NSLP / New Source Energy Partners L.p. / New Source Energy Corp - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 4, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisdiction of incorporation

New Source Energy Partners Acquires Working Interest in Oil and Natural Gas Properties

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners Acquires Working Interest in Oil and Natural Gas Properties New Source Energy Partners L.P. (NYSE: NSLP) (the “Partnership” or “New Source”), today announced that it has acquired working interests in 25 producing wells and related undeveloped leasehold rights from Scintilla, LLC. The properties are located in the Southern Dome f

CONTRIBUTION AGREEMENT SCINTILLA, LLC NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 9 ARTICLE 2 CONTRIBUTION 10 2.1 Contribution of Assets 10 2.2 The Assets 10 2

EX-2.1 2 d610473dex21.htm EX-2.1 Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AGREEMENT BETWEEN SCINTILLA, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 9 ARTICLE 2 CONTRIBUTION 10 2.1 Contribution of Assets 10 2.2 The Assets 10 2.3 Excluded Assets 11 2.4 Effective Time 12 2.5 Maintenance of Records 13 A

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of incorporation or o

New Source Energy Partners L.P. Condensed Statements of Operations (unaudited, in thousands, except per unit amounts) Three months ended June 30, Six months ended June 30, 2013 2012 2013 2012 REVENUES Oil sales 1,636 1,522 2,834 2,981 Natural gas sal

Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS SECOND QUARTER 2013 RESULTS OKLAHOMA CITY, August 14, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended June 30, 2013. Second Quarter 2013 Highlights • Average net daily production for the

Entry into a Material Definitive Agreement, 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): July 23, 2013 NEW SOURCE ENERGY PARTNERS L.

New Source Energy Partners Acquires Oil and Natural Gas Properties From Scintilla, LLC

ex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners Acquires Oil and Natural Gas Properties From Scintilla, LLC OKLAHOMA CITY, July 29, 2013 - New Source Energy Partners L.P. (NSLP) today announced that it has acquired an additional 10% working interest from Scintilla, LLC, an entity controlled by David Chernicky, NSLP’s chairman, in fourteen recently drilled wells in the Gold

PURCHASE AND SALE AGREEMENT BETWEEN SCINTILLA, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS

ex10-1.htm Exhibit 10.1 EXECUTION VERSION PURCHASE AND SALE AGREEMENT BETWEEN SCINTILLA, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page Article 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 7 Article 2 PURCHASE AND SALE 8 2.1 Purchase and Sale of Assets 8 2.2 The Assets 8 2.3 Excluded Assets 10 2.4 Effective Time 11 2.5 Maintenance of Records 12 Article 3

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - FORM 8-K

nslp201306278k.htm 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 25, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of inc

SECOND AMENDMENT CREDIT AGREEMENT Dated as of June 25, 2013 NEW SOURCE ENERGY PARTNERS L.P., as Borrower, BANK OF MONTERAL as Administrative Agent, ASSOCIATED BANK, N.A., as Syndication Agent, THE LENDERS PARTY HERETO SECOND AMENDMENT TO CREDIT AGREE

nslp201306278kex10-1.htm Exhibit 10.1 Execution Version SECOND AMENDMENT TO CREDIT AGREEMENT Dated as of June 25, 2013 among NEW SOURCE ENERGY PARTNERS L.P., as Borrower, BANK OF MONTERAL as Administrative Agent, ASSOCIATED BANK, N.A., as Syndication Agent, and THE LENDERS PARTY HERETO SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND Amendment to Credit Agreement (this “Second Amendment”) dated as

New Source Energy Partners L.P. Announces Increased Borrowing Base

nslp201306278kex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Increased Borrowing Base OKLAHOMA CITY, June 26, 2013 – New Source Energy Partners L.P. (NYSE: NSLP) (the “Partnership” or “New Source”) announced today that it entered into an amendment that increases the borrowing base under its revolving credit facility to $75 million from the prior level of $6

Financial Statements and Exhibits

8-K/A 1 nslp201306128ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2013 New Source Energy Partners L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or

Report of Independent Registered Public Accounting Firm

nslp201306128kaex99-1.htm Exhibit 99.1 Report of Independent Registered Public Accounting Firm Board of Directors and Unitholders New Source Energy Partners L.P. Oklahoma City, Oklahoma We have audited the accompanying statements of revenues and direct operating expenses of the oil and natural gas properties (the “Acquisition Properties”), as defined in Note 1, acquired on March 29, 2013 by New So

NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA FINANCIAL STATEMENTS

nslp201306128kaex99-2.htm Exhibit 99.2 NEW SOURCE ENERGY PARTNERS, L.P. UNAUDITED PRO FORMA FINANCIAL STATEMENTS On March 29, 2013, the Partnership acquired oil and natural gas properties (the “Acquisition Properties”) pursuant to contribution agreements dated March 29, 2013 (the “Contribution Agreements”) involving New Source Energy Corporation, a Delaware corporation (“NSEC”), Scintilla, LLC, an

New Source Energy Partners L.P. Completes Eight East Acquisition, Completes 2013 Maintenance Capital Spending Program

nslp201306048kex99-1.htm Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Completes Eight East Acquisition, Completes 2013 Maintenance Capital Spending Program OKLAHOMA CITY, June 4, 2013 – New Source Energy Partners L.P. (NYSE: NSLP) (the “Partnership” or “New Source”) today announced that it has acquired additional oil and natural gas properties from New Source Energy Corporati

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 nslp201306048k.htm FORM 8-K 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 31, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other juris

New Source Energy Partners L.P. Consolidated Statement of Operations (Unaudited in thousands) Period from January 1, 2013 through February 12, 2013 Period from February 13, 2013 through March 31, 2013 Three months ended March 31, 2013 REVENUES AND OT

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE NEW SOURCE ENERGY PARTNERS REPORTS FIRST QUARTER 2013 RESULTS OKLAHOMA CITY, May 15, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the quarter ended March 31, 2013. Results of operations for the three-month period ending March 31,

Results of Operations and Financial Condition

8-K 1 d539547d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdi

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, 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, 2013 NEW SOURCE ENERGY PARTNERS L.

New Source Energy Partners L.P. Announces Addition of John A. Raber to Board of Directors

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Addition of John A. Raber to Board of Directors OKLAHOMA CITY, May 8, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced the appointment of Mr. John A. Raber to the Board of Directors (the “Board”) of New Source Energy GP, LLC, N

Properties Contributed to New Source Energy Partners, L.P. Results of Operations (in thousands) Year Ended December 31, 2011 2012 Statement of Operations Oil sales $ 4,489 $ 5,570 Natural gas sales 8,713 6,030 Natural gas liquids sales 33,058 23,996

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners Reports Year-End 2012 Results, Reiterates 2013 Guidance OKLAHOMA CITY, April 17, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership” or “New Source”), today announced financial and operating results for the year ended December 31, 2012. New Source closed its initial public offer

Results of Operations and Financial Condition

8-K/A 1 d523322d8ka.htm FORM 8-K AMENDMENT NO. 1 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): April 17, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other jurisdiction of incorporation or or

Properties Contributed to New Source Energy Partners, L.P. Results of Operations (in thousands) Year Ended December 31, 2011 2012 Statement of Operations Oil sales $ 4,489 $ 5,570 Natural gas sales 8,713 6,030 Natural gas liquids sales 33,058 23,996

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CORRECTING and REPLACING New Source Energy Partners Reports Year-End 2012 Results, Reiterates 2013 Guidance OKLAHOMA CITY, April 17, 2013 —(BUSINESS WIRE)— Third graph, first sentence following the 2012 Results heading had a typographical error. The sentence should read: Total crude oil production was 61,010 Bbls during the year ended December 31, 2012, a

CONTRIBUTION AGREEMENT SCINTILLA, LLC NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2.2 The Assets 9

EX-2.2 3 d515942dex22.htm EX-2.2 Exhibit 2.2 EXECUTION VERSION CONTRIBUTION AGREEMENT BETWEEN SCINTILLA, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2.2 The Assets 9 2.3 Excluded Assets 11 2.4 Effective Time 12 2.5 Maintenance of Records 13

NSLP / New Source Energy Partners L.p. / New Source Energy Corp - SC 13D/A Activist Investment

SC 13D/A 1 d515392dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) New Source Energy Partners L.P. (Name of Issuer) Common Units Representing Limited Partner Interests (Title of Class of Securities) 64881E 109 (CUSIP Number) Kristian B. Kos 914 North Broadway, Suite 230 Oklahoma City, Oklahoma 7310

New Source Energy Partners Completes First Acquisition; Raises 2013 Production Guidance; and Recommends Increased Distribution to its Board of Directors

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners Completes First Acquisition; Raises 2013 Production Guidance; and Recommends Increased Distribution to its Board of Directors OKLAHOMA CITY, April 2, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership”), announced today that it has acquired oil and natural gas properties from Ne

CONTRIBUTION AGREEMENT NEW SOURCE ENERGY CORPORATION NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2

EX-2.1 Exhibit 2.1 EXECUTION VERSION CONTRIBUTION AGREEMENT BETWEEN NEW SOURCE ENERGY CORPORATION AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2.2 The Assets 9 2.3 Excluded Assets 11 2.4 Effective Time 12 2.5 Maintenance of Records 13 ARTICLE 3

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 29, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisdiction of incorporation)

CONTRIBUTION AGREEMENT W. K. CHERNICKY, LLC NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2.2 The As

EX-2.3 Exhibit 2.3 EXECUTION VERSION CONTRIBUTION AGREEMENT BETWEEN W. K. CHERNICKY, LLC AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS Page ARTICLE 1 DEFINED TERMS 1 1.1 Definitions 1 1.2 Interpretation and Construction 8 ARTICLE 2 CONTRIBUTION AND ACCEPTANCE 9 2.1 Contribution 9 2.2 The Assets 9 2.3 Excluded Assets 11 2.4 Effective Time 12 2.5 Maintenance of Records 13 ARTICLE 3 CONSIDERA

AMENDMENT NO. 1 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT NEW SOURCE ENERGY GP, LLC

EX-3.1 Exhibit 3.1 Execution Version AMENDMENT NO. 1 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC This Amendment No. 1 (“Amendment”) to the Amended and Restated Limited Liability Company Agreement dated February 13, 2013 (the “Agreement”) of New Source Energy GP, LLC, a Delaware limited liability company (the “Company”) is made and entered into as of Mar

New Source Energy Partners L.P. Announces Restructuring of Ownership Interests in its General Partner

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Announces Restructuring of Ownership Interests in its General Partner OKLAHOMA CITY, March 20, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (NYSE: NSLP) (the “Partnership”), announced today that the existing members of New Source Energy GP, LLC, the general partner of the Partnership (“General Part

Regulation FD Disclosure, Changes in Control of Registrant, 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): March 15, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisdiction of incorporation) (Commiss

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisdiction of incorporation) (Comm

FIRST AMENDMENT CREDIT AGREEMENT Dated as of February 28, 2013 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTERAL AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, THE LENDERS PARTY HERETO FIRST AMENDMENT TO CREDIT AGR

EX-10.1 Exhibit 10.1 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT Dated as of February 28, 2013 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTERAL AS ADMINISTRATIVE AGENT, ASSOCIATED BANK, N.A., AS SYNDICATION AGENT, AND THE LENDERS PARTY HERETO FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “First Amendment”) dated as of February 28,

NSLP / New Source Energy Partners L.p. / New Source Energy Corp - SCHEDULE 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 New Source Energy Partners L.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

8-K 1 d486684d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 13, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisd

SUBORDINATED PROMISSORY NOTE $25,000,000.00 February 13, 2013 Oklahoma City, Oklahoma

EX-10.6 Exhibit 10.6 SUBORDINATED PROMISSORY NOTE $25,000,000.00 February 13, 2013 Oklahoma City, Oklahoma FOR VALUE RECEIVED, New Source Energy Partners L.P., a Delaware limited partnership (the “Borrower”), hereby promises to pay to the order of New Source Energy Corporation, a Delaware corporation (the “Lender”), at the Lender’s principal offices in Tulsa, Oklahoma, in lawful money of the Unite

FORM OF DIRECTOR INDEMNIFICATION AGREEMENT

EX-10.5 8 d486684dex105.htm EX-10.5 Exhibit 10.5 FORM OF DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into as of this day of , 2013, by and among New Source Energy GP, LLC, a Delaware limited liability company (the “General Partner”); New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership,” and together with the

DEVELOPMENT AGREEMENT

EX-10.4 7 d486684dex104.htm EX-10.4 Exhibit 10.4 DEVELOPMENT AGREEMENT This Development Agreement is entered into on, and effective as of, February 13, 2013 (the “Closing Date”), and is by and among New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), New Source Energy GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “Gen

CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT

EX-10.7 Exhibit 10.7 CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 ARTICLE II CONTRIBUTIONS, ACKNOWLEDGMENTS AND DISTRIBUTIONS 3 2.01 Contribution of the Partnership Properties by New Source Energy. 3 2.02 Public Cash Contribution. 4 2.03 Distribution by

CREDIT AGREEMENT DATED AS OF FEBRUARY 13, 2013 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, THE LENDERS PARTY HERETO LEAD ARRANGER AND SOLE BOOKRUNNER BMO CAPITAL MARKETS TABLE OF CONTENTS Page ARTICLE I DE

EX-10.2 Exhibit 10.2 Execution Version CREDIT AGREEMENT DATED AS OF FEBRUARY 13, 2013 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, AND THE LENDERS PARTY HERETO LEAD ARRANGER AND SOLE BOOKRUNNER BMO CAPITAL MARKETS TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING MATTERS 1 Section 1.01 Terms Defined Above 1 Section 1.02 Certain Defined Te

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 23 ARTICLE II ORGANIZATION Section 2.1 Formation 24 Section 2.2 Nam

EX-3.1 Exhibit 3.1 FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Construction 23 ARTICLE II ORGANIZATION Section 2.1 Formation 24 Section 2.2 Name 24 Section 2.3 Registered Office; Registered Agent; Principal Office; Other Offices 24 Section 2.4 Purpose and Business 24 Sec

OMNIBUS AGREEMENT BY AND AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, NEW SOURCE ENERGY PARTNERS L.P. OMNIBUS AGREEMENT

EX-10.1 Exhibit 10.1 OMNIBUS AGREEMENT BY AND AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, AND NEW SOURCE ENERGY PARTNERS L.P. OMNIBUS AGREEMENT This Omnibus Agreement is entered into on, and effective as of, February 13, 2013 (the “Closing Date”), and is by and among New Source Energy Partners L.P., a Delaware limited partnership (the “MLP”), New Source Energy GP, LLC, a Delawa

ASSIGNMENT AND ASSUMPTION AGREEMENT

EX-10.3 6 d486684dex103.htm EX-10.3 Exhibit 10.3 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Assignment and Assumption Agreement”) is made and entered into effective on February 13, 2013 (“Effective Date”), by and between New Source Energy Partners L.P., a Delaware limited partnership (“Assignee”) and New Source Energy Corporation, a Delaware corporation (“Assign

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT NEW SOURCE ENERGY GP, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF FEBRUARY 13, 2013 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 10 Article 2 ORGAN

EX-3.2 3 d486684dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF FEBRUARY 13, 2013 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 10 Article 2 ORGANIZATION 10 2.1 Formation 10 2.2 Name 11 2.3 Registered Office; Registered Agent; Principal Office; Oth

- S-8

As filed with the Securities and Exchange Commission on February 13, 2013 Registration No.

NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN

Exhibit 4.3 NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN Section 1. Purpose of the Plan. The New Source Energy Partners L.P. Long Term Incentive Plan (the “Plan”) has been adopted on January 30, 2013 (the “Effective Date”) by New Source Energy GP, LLC, a Delaware limited liability company, the general partner (“General Partner”) of New Source Energy Partners L.P., a Delaware limited pa

NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT (Time-Based Vesting) Employee: Date of Grant: Number of Restricted Units:

EX-10.2 Exhibit 10.2 Form Agreement NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT (Time-Based Vesting) Employee: Date of Grant: Number of Restricted Units: This Restricted Unit Agreement (this “Agreement”) is made as of [Date] between New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), and (the “Employee”) pursuant to the terms

NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT (Subordination Period Vesting) Employee: Date of Grant: Number of Restricted Units:

EX-10.1 2 d485049dex101.htm EX-10.1 Exhibit 10.1 Form Agreement NEW SOURCE ENERGY PARTNERS L.P. LONG TERM INCENTIVE PLAN RESTRICTED UNIT AGREEMENT (Subordination Period Vesting) Employee: Date of Grant: Number of Restricted Units: This Restricted Unit Agreement (this “Agreement”) is made as of [Date] between New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), and (

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 d483507d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 7, 2013 New Source Energy Partners L.P. (Exact name of Registrant as Specified in Charter) Delaware 001-35809 38-3888132 (State or Other Jurisdi

Current Report

8-K 1 d485049d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2013 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 001-35809 38-3888132 (State or other ju

New Source Energy Partners L.P. Prices Initial Public Offering

EX-99.1 3 d483507dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE New Source Energy Partners L.P. Prices Initial Public Offering OKLAHOMA CITY, Feb. 7, 2013 – New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), announced today that it has priced its initial public offering of 4,000,000 common units representing limited partner interests in the Partnership at $

4,000,000 Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 Execution Version 4,000,000 Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT February 7, 2013 February 7, 2013 ROBERT W. BAIRD & CO. INCORPORATED STIFEL, NICOLAUS & COMPANY, INCORPORATED BMO CAPITAL MARKETS CORP. OPPENHEIMER & CO. INC. As Representatives of the Several Underwriters Identified in Schedule I He

New Source Energy Partners L.P. 4,000,000 Common Units Representing Limited Partner Interests

Table of Contents Filed Pursuant to Rule 424(b)(1) Registration No. 333-185754 PROSPECTUS New Source Energy Partners L.P. 4,000,000 Common Units Representing Limited Partner Interests This is the initial public offering of our common units. No public market currently exists for our common units. We have been approved to list our common units on the New York Stock Exchange, subject to official noti

- FORM 8-A12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 NEW SOURCE ENERGY PARTNERS L.P. (Exact name of registrant as specified in its charter) Delaware 38-3888132 (State of incorporation or organization) (IRS Employer Identification No.) 914 North Bro

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February 5, 2013 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Registration Statement on Form S-1 (as amended) File No. 333-185754 Dear Mr. Schwall: On behalf of New Source Energy Partners L.P. (the “Partnership”), and pursuant to Rule 461 promul

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CORRESP 1 filename1.htm February 5, 2013 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Registration Statement on Form S-1 (as amended) File No. 333-185754 Dear Mr. Schwall: As representative of the several underwriters in connection with the prop

SUBORDINATED PROMISSORY NOTE $25,000,000.00 , 2013 Oklahoma City, Oklahoma

EX-10.11 7 d425210dex1011.htm FORM OF SUBORDINATED PROMISSORY NOTE Exhibit 10.11 SUBORDINATED PROMISSORY NOTE $25,000,000.00 , 2013 Oklahoma City, Oklahoma FOR VALUE RECEIVED, New Source Energy Partners L.P., a Delaware limited partnership (the “Borrower”), hereby promises to pay to the order of New Source Energy Corporation, a Delaware corporation (the “Lender”), at the Lender’s principal offices

FORM OF DEVELOPMENT AGREEMENT

Form of Development Agreement Exhibit 10.3 FORM OF DEVELOPMENT AGREEMENT This Development Agreement is entered into on, and effective as of, , 2013 (the “Closing Date”), and is by and among New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership”), New Source Energy GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Part

- AMENDMENT NO. 3 TO FORM S-1

Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on January 30, 2013 Registration No.

CREDIT AGREEMENT DATED AS OF FEBRUARY , 2013 NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, THE LENDERS PARTY HERETO LEAD ARRANGER AND SOLE BOOKRUNNER BMO CAPITAL MARKETS TABLE OF CONTENTS Page ARTICLE I DEFI

Form of Credit Agreement Exhibit 10.1 CREDIT AGREEMENT DATED AS OF FEBRUARY , 2013 AMONG NEW SOURCE ENERGY PARTNERS L.P., AS BORROWER, BANK OF MONTREAL, AS ADMINISTRATIVE AGENT, AND THE LENDERS PARTY HERETO LEAD ARRANGER AND SOLE BOOKRUNNER BMO CAPITAL MARKETS TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING MATTERS 1 Section 1.01 Terms Defined Above 1 Section 1.02 Certain Defined Terms

[•] Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT

Form of Underwriting Agreement Exhibit 1.1 [•] Common Units NEW SOURCE ENERGY PARTNERS L.P. Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT [•], 2013 [•], 2013 ROBERT W. BAIRD & CO. INCORPORATED STIFEL, NICOLAUS & COMPANY, INCORPORATED BMO CAPITAL MARKETS CORP. OPPENHEIMER & CO. INC. As Representatives of the Several Underwriters Identified in Schedule I Hereto c/o Rober

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CORRESP 1 filename1.htm January 30, 2013 Via Secure E-mail H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Amendment No. 2 to Registration Statement on Form S-1 Submitted January 25, 2013 File No.: 333-185754 Ladies and Gentlemen: Set forth below a

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CORRESP 1 filename1.htm Via EDGAR and Federal Express January 28, 2013 H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: New Source Energy Partners L.P. Registration Statement on Form S-1 File No.: 333-185754 Ladies and Gentlemen: Pursuant to discussions with the staff of the Division of

FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT

Form of Contribution, Conveyance and Assumption Agreement Exhibit 10.2 FORM OF CONTRIBUTION, CONVEYANCE AND ASSUMPTION AGREEMENT AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, AND NEW SOURCE ENERGY PARTNERS L.P. TABLE OF CONTENTS ARTICLE I DEFINITIONS 2 ARTICLE II CONTRIBUTIONS, ACKNOWLEDGMENTS AND DISTRIBUTIONS 3 2.01 Contribution of the Partnership Properties by New Source Energ

ASSIGNMENT AND ASSUMPTION AGREEMENT

Assignment and Assumption Agreement Exhibit 10.8 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Assignment and Assumption Agreement”) is made and entered into effective on August 12, 2011 (“Effective Date”), by and between New Source Energy Corporation, a Delaware corporation (“Assignee”), and Scintilla, LLC, an Oklahoma limited liability company (“Assignor”). The A

FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT

Form of Assignment and Assumption Agreement Exhibit 10.9 FORM OF ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (“Assignment and Assumption Agreement”) is made and entered into effective on January [—], 2013 (“Effective Date”), by and between New Source Energy Partners L.P., a Delaware limited partnership (“Assignee”) and New Source Energy Corporation, a Delaware corp

GOLDEN LANE PARTICIPATION AGREEMENT

Golden Lane Participation Agreement Exhibit 10.6 GOLDEN LANE PARTICIPATION AGREEMENT This Golden Lane Participation Agreement (the “Participation Agreement”) is entered into effective as of the 10th day of January, 2007 (the “Effective Date”), by and between New Dominion, L.L.C., an Oklahoma limited liability company (“NDL”), Scintilla, L.L.C., an Oklahoma limited liability company (“Scintilla”),

FIRST AMENDMENT TO GOLDEN LANE PARTICIPATION AGREEMENT

First Amendment to Golden Lane Participation Agreement Exhibit 10.7 FIRST AMENDMENT TO GOLDEN LANE PARTICIPATION AGREEMENT This First Amendment to Golden Lane Participation Agreement (this “First Amendment”) is dated as of the day of October, 2007 by and between New Dominion, L.L.C., an Oklahoma limited liability company (“NDL”), Scintilla, L.L.C., an Oklahoma limited liability company (“Scintilla

- AMENDMENT NO. 2 TO FORM S-1

S-1/A 1 d425210ds1a.htm AMENDMENT NO. 2 TO FORM S-1 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on January 25, 2013 Registration No. 333-185754 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 New Source Energy Partners L.P. (Exact name

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CORRESP 1 filename1.htm January 25, 2013 Via Secure E-mail H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Amendment No. 1 to Registration Statement on Form S-1 Submitted January 11, 2013 File No.: 333-185754 Ladies and Gentlemen: Set forth below a

FORM OF DIRECTOR INDEMNIFICATION AGREEMENT

Form of Indemnification Agreement Exhibit 10.10 FORM OF DIRECTOR INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into as of this day of , 2013, by and among New Source Energy GP, LLC, a Delaware limited liability company (the “General Partner”); New Source Energy Partners L.P., a Delaware limited partnership (the “Partnership,” and together with the

NEW SOURCE ENERGY PARTNERS L.P. FORM OF LONG TERM INCENTIVE PLAN

Form of Long-Term Incentive Agreement Exhibit 10.4 NEW SOURCE ENERGY PARTNERS L.P. FORM OF LONG TERM INCENTIVE PLAN Section 1. Purpose of the Plan. The New Source Energy Partners L.P. Long-Term Incentive Plan (the “Plan”) has been adopted on , 2013 (the “Effective Date”) by New Source Energy GP, LLC, a Delaware limited liability company, the general partner (“General Partner”) of New Source Energy

FORM OF OMNIBUS AGREEMENT BY AND AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, NEW SOURCE ENERGY PARTNERS L.P. OMNIBUS AGREEMENT

Form of Omnibus Agreement Exhibit 10.5 FORM OF OMNIBUS AGREEMENT BY AND AMONG NEW SOURCE ENERGY CORPORATION, NEW SOURCE ENERGY GP, LLC, AND NEW SOURCE ENERGY PARTNERS L.P. OMNIBUS AGREEMENT This Omnibus Agreement is entered into on, and effective as of, [—], 2013 (the “Closing Date”), and is by and among New Source Energy Partners L.P., a Delaware limited partnership (the “MLP”), New Source Energy

FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT NEW SOURCE ENERGY GP, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF [—], 2013 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 10 Article 2 ORGAN

Form of Amended and Restated Limited Liability Company Agreement Exhibit 3.6 FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF [—], 2013 TABLE OF CONTENTS Page Article 1 DEFINITIONS 1 1.1 Definitions 1 1.2 Construction 10 Article 2 ORGANIZATION 10 2.1 Formation 10 2.2 Name 11 2.3 Registered Office; Registe

AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. a Delaware limited partnership

Agreement of Limited Partnership of New Source Energy Partners L.P. Exhibit 3.2 AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. a Delaware limited partnership THIS AGREEMENT OF LIMITED PARTNERSHIP, dated as of August 14, 2012 (this “Agreement”), is adopted, executed and agreed to by New Source Energy GP, LLC, a Delaware limited liability company, as general partner, and New Sou

LIMITED LIABILITY COMPANY AGREEMENT NEW SOURCE ENERGY GP, LLC a Delaware limited liability company

Limited Liability Company Agreement of New Source Energy GP, LLC Exhibit 3.5 LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC a Delaware limited liability company THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of August 9, 2012 (this “Agreement”), is adopted, executed and agreed to by New Source Energy Corporation, a Delaware corporation (the “Sole Member”). 1. Formation. New S

CERTIFICATE OF FORMATION NEW SOURCE ENERGY GP, LLC

Certificate of Formation of New Source Energy GP, LLC Exhibit 3.4 CERTIFICATE OF FORMATION OF NEW SOURCE ENERGY GP, LLC This Certificate of Formation, dated August 14, 2012, has been duly executed and is filed pursuant to Sections 18-201 and 18-204 of the Delaware Limited Liability Company Act (the “Act”) to form a limited liability company (the “Company”) under the Act. 1. Name. The name of the C

- AMENDMENT NO. 1 TO FORM S-1

Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on January 11, 2013 Registration No.

CERTIFICATE OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P.

Certificate of Limited Partnership of New Source Energy Partners L.P. Exhibit 3.1 CERTIFICATE OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. This Certificate of Limited Partnership, dated August 14, 2012, has been duly executed and is filed pursuant to Sections 17-201 and 17-204 of the Delaware Revised Uniform Limited Partnership Act (the “Act”) to form a limited partnership (the “Partn

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[New Source Letterhead] January 11, 2013 Via Secure E-mail H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Registration Statement on Form S-1 Submitted December 31, 2012 File No.: 333-185754 Ladies and Gentlemen: Set forth below are the responses o

Registration Statement - FORM S-1

Form S-1 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on December 31, 2012 Registration No.

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DRS Cover Letter [New Source Letterhead] December 7, 2012 Via Secure E-mail H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Re: New Source Energy Partners L.P. Submission No. 2 to Confidential Draft Registration Statement on Form S-1 Submitted December 7, 2012 CIK No. 0001560443 Ladi

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DRS #2 Table of Contents Index to Financial Statements As confidentially submitted with the Securities and Exchange Commission on December 7, 2012 Registration No.

LIMITED LIABILITY COMPANY AGREEMENT NEW SOURCE ENERGY GP, LLC a Delaware limited liability company

EX-3.5 Exhibit 3.5 LIMITED LIABILITY COMPANY AGREEMENT OF NEW SOURCE ENERGY GP, LLC a Delaware limited liability company THIS LIMITED LIABILITY COMPANY AGREEMENT, dated as of August 9, 2012 (this “Agreement”), is adopted, executed and agreed to by New Source Energy Corporation, a Delaware corporation (the “Sole Member”). 1. Formation. New Source Energy GP, LLC (the “Company”) has been formed as a

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DRS 1 filename1.htm Table of Contents As confidentially submitted with the Securities and Exchange Commission on October 18, 2012 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Confidential Draft Submission No. 1 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 New Source Energy Partners L.P. (Exact name of registrant as specified in i

CERTIFICATE OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P.

EX-3.1 2 filename2.htm Exhibit 3.1 CERTIFICATE OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. This Certificate of Limited Partnership, dated August 14, 2012, has been duly executed and is filed pursuant to Sections 17-201 and 17-204 of the Delaware Revised Uniform Limited Partnership Act (the “Act”) to form a limited partnership (the “Partnership”) under the Act. 1. Name. The name of th

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October 18, 2012 CONFIDENTIAL SUBMISSION Pursuant to Title 1 Section 106 under the Jumpstart Our Business Startups Act BY ELECTRONIC MAIL Draft Registration Statement U.

AGREEMENT OF LIMITED PARTNERSHIP NEW SOURCE ENERGY PARTNERS L.P. a Delaware limited partnership

EX-3.2 Exhibit 3.2 AGREEMENT OF LIMITED PARTNERSHIP OF NEW SOURCE ENERGY PARTNERS L.P. a Delaware limited partnership THIS AGREEMENT OF LIMITED PARTNERSHIP, dated as of August 14, 2012 (this “Agreement”), is adopted, executed and agreed to by New Source Energy GP, LLC, a Delaware limited liability company, as general partner, and New Source Energy Corporation, a Delaware corporation, as organizati

CERTIFICATE OF FORMATION NEW SOURCE ENERGY GP, LLC

EX-3.4 4 filename4.htm Exhibit 3.4 CERTIFICATE OF FORMATION OF NEW SOURCE ENERGY GP, LLC This Certificate of Formation, dated August 14, 2012, has been duly executed and is filed pursuant to Sections 18-201 and 18-204 of the Delaware Limited Liability Company Act (the “Act”) to form a limited liability company (the “Company”) under the Act. 1. Name. The name of the Company is “New Source Energy GP