VNR / Vanguard Natural Resources, LLC - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

Vanguard Natural Resources, LLC
US ˙ NASDAQ
DENNA SYMBOL ÄR INTE LÄNGRE AKTIV

Grundläggande statistik
LEI 549300HXM1EYUIVHD197
CIK 1384072
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Vanguard Natural Resources, LLC
SEC Filings (Chronological Order)
Denna sida innehåller en komplett, kronologisk lista över SEC-arkiveringar, exklusive ägande-arkiveringar som vi tillhandahåller på andra ställen.
October 17, 2019 15-12G

VNR / Vanguard Natural Resources, LLC 15-12G - - 15-12G

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 000-55826 Grizzly Energy, LLC (Exact name of registrant as specified in its

October 9, 2019 8-K

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, 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 9, 2019 (October 3, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) Delaware 000-55826 80-0411494 (State or other jurisdiction of incorporatio

September 23, 2019 EX-10.1

Separation and Advisory Services Agreement, dated September 18, 2019, by and between R. Scott Sloan and Grizzly Energy, LLC.

Exhibit 10.1 SEPARATION AND ADVISORY SERVICES AGREEMENT This Separation and Advisory Services Agreement (the “Agreement”) is made by and between Richard Scott Sloan (“Executive”) and Grizzly Energy, LLC (the “Company”). Except as set forth in this Agreement, capitalized terms used but not defined herein shall have the meanings ascribed to them in the Employment Agreement (as defined below). WHEREA

September 23, 2019 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 23, 2019 (September 18, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) Delaware 000-55826 80-0411494 (State or other jurisdiction of incorp

September 23, 2019 EX-99.1

Grizzly Energy, LLC Announces Senior Leadership Changes

Exhibit 99.1 NEWS RELEASE Grizzly Energy, LLC Announces Senior Leadership Changes HOUSTON – September 23, 2019 - (PR NEWSWIRE) - Grizzly Energy, LLC (“Grizzly” or the “Company”) announced a transition of senior leadership of the Company. Effective September 30, 2019, R. Scott Sloan will step down as President and Chief Executive Officer of the Company, provided Mr. Sloan has agreed to provide limi

September 4, 2019 EX-99.1

Case 19-31786 Document 674 Filed in TXSB on 09/03/19 Page 1 of 13 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION CASE NAME: Vanguard Natural Resources, Inc. PETITION DATE: 3/31/2019 CASE NUMBER: 19-31786 DISTRICT OF TEXAS:

filedjulymor Case 19-31786 Document 674 Filed in TXSB on 09/03/19 Page 1 of 13 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION CASE NAME: Vanguard Natural Resources, Inc.

September 4, 2019 8-K

Regulation FD Disclosure, 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): September 4, 2019 (September 3, 2019) Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction

August 19, 2019 EX-99.1

Grizzly Energy, LLC Reports Second Quarter 2019 Results

Exhibit 99.1 NEWS RELEASE Grizzly Energy, LLC Reports Second Quarter 2019 Results HOUSTON - August 19, 2019 - (PR NEWSWIRE) - Grizzly Energy, LLC (“Grizzly” or the “Company”) today reported financial results for the quarter ended June 30, 2019, and other operational results. Key Highlights • Completed successful financial restructuring on July 16, 2019, eliminating more than $500.0 million in debt

August 19, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2019 (August 19, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) Delaware 000-55826 80-0411494 (State or other jurisdiction of incorporatio

August 19, 2019 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-55826 Grizzly En

August 16, 2019 EX-3.3

Limited Liability Company Agreement of Grizzly Energy, LLC.

Exhibit 3.3 Execution Version LIMITED LIABILITY COMPANY AGREEMENT OF GRIZZLY ENERGY, LLC TABLE OF CONTENTS Page Page Article I Definitions 2 Section 1.1 Definitions 2 Section 1.2 Construction 10 Article II Organization 10 Section 2.1 Formation 10 Section 2.2 Name 11 Section 2.3 Registered Office and Agent; Principal Office 11 Section 2.4 Foreign Qualification 11 Section 2.5 Purpose and Business 11

August 16, 2019 8-K/A

Financial Statements and Exhibits

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): August 16, 2019 (July 17, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) DELAWARE 000-55826 80-0411494 (State or other jurisdiction

August 14, 2019 NT 10-Q

VNR / Vanguard Natural Resources, LLC NT 10-Q - - NT 10-Q

SEC File Number: 000-55826 CUSIP Number: UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 1, 2019 8-K

Regulation FD Disclosure, 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): August 1, 2019 (July 31, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of in

August 1, 2019 EX-99.1

Case 19-31786 Document 615 Filed in TXSB on 07/31/19 Page 1 of 14 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION CASE NAME: Vanguard Natural Resources, Inc. PETITION DATE: 3/31/2019 CASE NUMBER: 19-31786 DISTRICT OF TEXAS:

a178043946191rep31071116 Case 19-31786 Document 615 Filed in TXSB on 07/31/19 Page 1 of 14 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION CASE NAME: Vanguard Natural Resources, Inc.

July 17, 2019 15-12G

VNR / Vanguard Natural Resources, LLC 15-12G - - 15-12G

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: 000-55826 Grizzly Energy, LLC (Exact Name of Registrant as Specified in Char

July 17, 2019 8-K

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

8-K 1 tv5251788k.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): July 17, 2019 (July 16, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) Delaware 000-55826 80-0411494 (State or other jurisdi

July 17, 2019 EX-10.1

Amended and Restated Employment Agreement with Richard Scott Sloan, dated July 16, 2019.

Exhibit 10.1 Execution Version AMENDED AND RESTATED EMPLOYMENT AGREEMENT RICHARD SCOTT SLOAN This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 16, 2019 (the “Effective Date”) is by and between Grizzly Energy, LLC (“Grizzly”, together with its subsidiaries, the “Company”) and Richard Scott Sloan (“Executive”). WHEREAS, the predecessor to Grizzly, Vanguard Natural Resources, Inc., and E

July 17, 2019 EX-10.2

Amended and Restated Employment Agreement with Ryan Midget, dated July 16, 2019.

Exhibit 10.2 Execution Version AMENDED AND RESTATED EMPLOYMENT AGREEMENT RYAN MIDGETT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 16, 2019 (the “Effective Date”), is by and between Grizzly Energy, LLC (“Grizzly”, together with its subsidiaries, the “Company”) and Ryan Midgett (“Executive”). WHEREAS, the predecessor to Grizzly, Vanguard Natural Resources, Inc., and Executive prev

July 17, 2019 EX-10.3

Amended and Restated Employment Agreement with Jonathan C. Curth, dated July 16, 2019.

Exhibit 10.3 Execution Version AMENDED AND RESTATED EMPLOYMENT AGREEMENT JONATHAN C. CURTH This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of July 16, 2019 (the “Effective Date”), is by and between Grizzly Energy, LLC (“Grizzly”, together with its subsidiaries, the “Company”) and Jonathan C. Curth (“Executive”). WHEREAS, the predecessor to Grizzly, Vanguard Natural Resources, Inc., and Exec

July 17, 2019 EX-3.1

Certificate of Conversion of Vanguard Natural Resources, Inc.

Exhibit 3.1 CERTIFICATE OF CONVERSION FROM A CORPORATION TO A LIMITED LIABILITY COMPANY Pursuant to Section 18-214 of the Delaware Limited Liability Company Act: 1. The name of the corporation immediately prior to filing this certificate is Vanguard Natural Resources, Inc. (hereinafter referred to as the "Corporation"). 2. The Corporation’s Certificate of Incorporation was originally filed with th

July 17, 2019 EX-99.2

Vanguard Natural Resources, Inc Successfully Completes Financial Restructuring Emerges from Chapter 11 as Grizzly Energy, LLC

Exhibit 99.2 NEWS RELEASE Vanguard Natural Resources, Inc Successfully Completes Financial Restructuring Emerges from Chapter 11 as Grizzly Energy, LLC Houston – July 16, 2019 – (PR NEWSWIRE) - Vanguard Natural Resources, Inc announces that it successfully completed its financial restructuring and emerged from Chapter 11 as a new limited liability company under the name of Grizzly Energy, LLC. (“G

July 17, 2019 EX-10.1

Fifth Amended and Restated Credit Agreement, dated as of July 16, 2019, among Grizzly Natural Gas, LLC, Grizzly Energy, LLC and Citibank, N.A., as Administrative Agent, Issuing Bank and Collateral Agent, and the Lenders Party Thereto.

Exhibit 10.1 Execution Version Fifth Amended And Restated Credit Agreement Dated as of July 16, 2019 Among Grizzly Natural Gas, LLC, As Borrower, Grizzly Energy, LLC, As Parent, Citibank, N.A., As Administrative Agent And An Issuing Bank, Citibank, N.A., as Collateral Agent, The Lenders Party Hereto From Time To Time And Citigroup Global Markets Inc., As Lead Arranger and Sole Bookrunner TABLE OF

July 17, 2019 EX-3.2

Certificate of Formation of Grizzly Energy, LLC.

Exhibit 3.2 CERTIFICATE OF FORMATION OF GRIZZLY ENERGY, LLC This Certificate of Formation of Grizzly Energy, LLC‎ (the “LLC”) has been duly executed as of July 16, 2019, and is being filed by the undersigned, as an authorized person, to form a limited liability company under the Delaware Limited Liability Act (6 Del. C., § 18-201, et. seq.). FIRST. The name of the limited liability company formed

July 17, 2019 EX-10.5

Second Amended and Restated Unconditional Guaranty, dated as of July 16, 2019, by Grizzly Energy, LLC in favor of Citibank, N.A., as Administrative Agent for the Secured Parties under the Credit Agreement.

Exhibit 10.5 Execution Version SECOND AMENDED AND RESTATED UNCONDITIONAL GUARANTY THIS SECOND AMENDED AND RESTATED UNCONDITIONAL GUARANTY (this “Guaranty”) dated as of July 16, 2019 is made by Grizzly Energy, LLC, a Delaware limited liability company (“Parent”), each of the undersigned Subsidiaries of the Parent, whether as an original signatory hereto or as an Additional Guarantor (together with

July 17, 2019 8-K

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, Termination of 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

8-K 1 tv5251778k.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): July 17, 2019 (July 16, 2019) Grizzly Energy, LLC (Exact name of registrant as specified in its charter) Delaware 000-55826 80-0411494 (State or other ju

July 17, 2019 EX-10.4

Unconditional Guaranty, dated as of July 16, 2019, by Grizzly Energy, LLC, in favor of Citibank, N.A., as Administrative Agent for the Secured Parties under the Credit Agreement.

Exhibit 10.4 Execution Version UNCONDITIONAL GUARANTY THIS UNCONDITIONAL GUARANTY (this “Guaranty”) dated as of July 16, 2019 is made by Grizzly Energy, LLC, a Delaware limited liability company (“Parent”), each of the undersigned Subsidiaries of the Parent, whether as an original signatory hereto or as an Additional Guarantor (together with each such Person’s respective heirs, executors, personal

July 17, 2019 EX-10.2

Term Loan Credit Agreement, dated as of July 16, 2019, among Grizzly Natural Gas, LLC, Grizzly Energy, LLC and Citibank, N.A., as Administrative Agent and Collateral Agent, and the Lenders Party Thereto.

Exhibit 10.2 Execution Version Term Loan Credit Agreement Dated as of July 16, 2019 Among Grizzly Natural Gas, LLC, As Borrower, Grizzly Energy, LLC, As Parent, Citibank, N.A., As Administrative Agent, Citibank, N.A., as Collateral Agent, The Lenders Party Hereto From Time To Time And Citigroup Global Markets Inc., As Lead Arranger and Sole Bookrunner TABLE OF CONTENTS Page ARTICLE I DEFINITIONS A

July 17, 2019 EX-10.6

Second Amended and Restated Pledge and Security Agreement, dated as of July 16, 2019, among Grizzly Natural Gas, LLC, Grizzly Energy, LLC, each of the Subsidiaries party thereto, in favor of Citibank, N.A., as collateral agent.

Exhibit 10.6 Execution Version SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT THIS SECOND AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of July 16, 2019, by Grizzly Natural Gas, LLC, a Kentucky limited liability company (“Borro

July 17, 2019 EX-3.3

Limited Liability Company Agreement of Grizzly Energy, LLC.

Exhibit 3.3 Execution Version LIMITED LIABILITY COMPANY AGREEMENT OF GRIZZLY ENERGY, LLC TABLE OF CONTENTS Page Article I Definitions 2 Section 1.1 Definitions 2 Section 1.2 Construction 10 Article II Organization 11 Section 2.1 Formation 11 Section 2.2 Name 11 Section 2.3 Registered Office and Agent; Principal Office 11 Section 2.4 Foreign Qualification 11 Section 2.5 Purpose and Business 11 Sect

July 17, 2019 EX-10.3

Collateral Agency Agreement, dated as of July 16, 2019, among Grizzly Natural Gas, LLC, Citibank, N.A., as the First-Out Representative, Term B Representative and Collateral Agent.

Exhibit 10.3 COLLATERAL AGENCY AGREEMENT dated as of July 16, 2019 among GRIZZLY NATURAL GAS, LLC, as the Company, the Grantors and Guarantors from time to time party hereto, CITIBANK, N.A., as the First-Out Representative, CITIBANK, N.A., as the Term B Representative, the other Priority Lien Representatives from time to time party hereto and CITIBANK, N.A., as Collateral Agent TABLE OF CONTENTS A

July 11, 2019 8-K

Regulation FD Disclosure, 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): July 11, 2019 (July 10, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of inc

July 11, 2019 EX-99.1

Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 1 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 2 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 3 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/1

EX-99.1 2 a2376june2019quaterlypos.htm EXHIBIT 99.1 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 1 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 2 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 3 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 4 of 5 Case 17-30560 Document 2376 Filed in TXSB on 07/10/19 Page 5 of 5

July 10, 2019 8-K

Financial Statements and Exhibits, Bankruptcy or Receivership

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2019 (July 9, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of inco

July 10, 2019 EX-2.1

Amended Joint Plan of Reorganization of Vanguard Natural Resources, Inc. and its Debtor Affiliates

Exhibit 2.1 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ) In re: ) Chapter 11 ) VANGUARD NATURAL RESOURCES, INC.,et al., ) ) Case No. 19-31786 (DRJ) ) Debtors. ) (Jointly Administered) ) AMENDED JOINT PLAN OF REORGANIZATION (AS MODIFIED) OF VANGUARD NATURAL RESOURCES, INC. AND ITS DEBTOR AFFILIATES BLANK ROME LLP KIRKLAND & ELLIS LLP James T. Grogan (TX Bar No. 24027

July 10, 2019 EX-99.1

Case 19-31786 Document 582 Filed in TXSB on 07/09/19 Page 1 of 145 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ENTERED 07/09/2019 ) In re: ) Chapter 11 ) VANGUARD NATURAL ) Case No. 19-31786 (DRJ) RESOURCES, INC., et al

exh991-vnr582confirmorde Case 19-31786 Document 582 Filed in TXSB on 07/09/19 Page 1 of 145 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ENTERED 07/09/2019 ) In re: ) Chapter 11 ) VANGUARD NATURAL ) Case No.

July 9, 2019 EX-10.1

Amended and Restated Plan Support Agreement, dated July 2, 2019, by and among the Debtors and the Second Lien Creditors signatory thereto.

Exhibit 10.1 Execution Version THIS PLAN SUPPORT AGREEMENT IS NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF ACCEPTANCES OF A CHAPTER 11 PLAN WITHIN THE MEANING OF SECTION 1125 OF THE BANKRUPTCY CODE. ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND/OR PROVISIONS OF THE BANKRUPTCY CODE. NOTHING CONTAINED IN THIS PLAN SUPPORT AGREEME

July 9, 2019 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2019 (July 2, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incor

July 9, 2019 EX-99.1

TERM SHEET OF SETTLEMENT OF DEBTORS AND THE PREPETITION FIRST LIEN AGENT WITH THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS

Exhibit 99.1 EXECUTION VERSION Confidential; Subject to FRE 408 TERM SHEET OF SETTLEMENT OF DEBTORS AND THE PREPETITION FIRST LIEN AGENT WITH THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS THIS TERM SHEET DOES NOT CONSTITUTE (NOR SHALL IT BE CONSTRUED AS) AN OFFER OR SOLICITATION OF VOTES FOR OR AGAINST ANY CHAPTER 11 PLAN. CAPITALIZED TERMS USED BUT NOT OTHERWISE DEFINED HEREIN HAVE THE MEANING GI

July 3, 2019 EX-1.1

Monthly Operating Report as of May 31, 2019 and for the period covering May 1, 2019 through May 31, 2019, as filed with the United States Bankruptcy Court for the Southern District of Texas, Houston Division on July 1, 2019.

EX-1.1 2 filedmay2019mor.htm EXHIBIT 99.1 Case 19-31786 Document 524 Filed in TXSB on 07/01/19 Page 1 of 14 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION CASE NAME: Vanguard Natural Resources, Inc. PETITION DATE: 3/31/2019 CASE NUMBER: 19-31786 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR MAY 2019 ($ in thousands) MONTH April 2019

July 3, 2019 8-K

Regulation FD Disclosure, 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): July 3, 2019 (July 1, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incor

June 5, 2019 8-K

Regulation FD Disclosure, 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): June 5, 2019 (May 31, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incor

June 5, 2019 EX-99.1

Case 19-31786 Document 420 Filed in TXSB on 05/31/19 Page 1 of 14 Case 19-31786 Document 420 Filed in TXSB on 05/31/19 Page 2 of 14 CASE NAME: Vanguard Natural Resources, Inc. CASE NUMBER: 19-31786 COMPARATIVE BALANCE SHEETS (1) ASSETS FILING DATE *

vnraprilmor Case 19-31786 Document 420 Filed in TXSB on 05/31/19 Page 1 of 14 Case 19-31786 Document 420 Filed in TXSB on 05/31/19 Page 2 of 14 CASE NAME: Vanguard Natural Resources, Inc.

May 15, 2019 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33756 Vanguard

May 13, 2019 EX-10.1

Plan Support Agreement, dated as of May 8, 2019, among the 2019 Debtors and the Plan Support Parties (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed May 13, 2019)

Exhibit 10.1 EXECUTION COPY THIS PLAN SUPPORT AGREEMENT IS NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF ACCEPTANCES OF A CHAPTER 11 PLAN WITHIN THE MEANING OF SECTION 1125 OF THE BANKRUPTCY CODE. ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND/OR PROVISIONS OF THE BANKRUPTCY CODE. NOTHING CONTAINED IN THIS PLAN SUPPORT AGREEMENT

May 13, 2019 8-K

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): May 13, 2019 (May 8, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorp

May 3, 2019 8-K

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): May 3, 2019 (April 29, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of inco

May 3, 2019 EX-10.1

First Amendment to Debtor-in-Possession Credit Agreement, dated as of April 29, 2019, among Vanguard Natural Gas, LLC, the Guarantors party thereto, the Administrative Agent, the Existing Lender and the New Lenders.

Exhibit 10.1 Execution Version FIRST AMENDMENT TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT THIS FIRST AMENDMENT TO DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Agreement”) is entered into effective as of April 29, 2019 (the “Effective Date”) among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (the “Borrower”), the undersigned Guarantors, CITIBANK, N.A., as the administrative agent (

April 15, 2019 AW

VNR / Vanguard Natural Resources, LLC AW

Vanguard Natural Resources, Inc. 5847 San Felipe, Suite 3000 Houston, TX 77057 VIA EDGAR April 15, 2019 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Kevin Dougherty Re: Vanguard Natural Resources, Inc. Request for Withdrawal of Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (File No. 333-225148),

April 15, 2019 EX-10.21

Vanguard Natural Resources, Inc. 2019 Short Term Incentive Plan

VANGUARD NATURAL RESOURCES 2019 SHORT TERM INCENTIVE PLAN 1.Purpose. This Vanguard Natural Resources Inc. (the “Company”) 2019 Short Term Incentive Plan (the “Plan”) is designed to align the interests of the Company and eligible key employees of the Company and its subsidiaries. 2. Adoption of the Plan. The Company, intending to be legally bound, hereby adopts the Plan effective as of January 1, 2

April 15, 2019 EX-99.1

Report of Miller and Lents, Ltd., Independent Petroleum Engineers and Geologists

ex991mlletter March 5, 2019 Vanguard Natural Resources, Inc. 5847 San Felipe, Suite 3000 Houston, Texas 77057 Re: Vanguard Natural Resources, Inc. Audit of Proved Developed Reserves As of December 31, 2018 SEC Reserves Case Ladies and Gentlemen: At your request, Miller and Lents, Ltd. (M&L) performed an audit of the estimates of proved developed reserves attributable to interests owned by Vanguard

April 15, 2019 EX-21.1

Subsidiaries of Vanguard Natural Resources, Inc.

EX-21.1 5 exhibit21-1x2018xq4x10k.htm EXHIBIT 21.1 EXHIBIT 21.1 Vanguard Natural Resources, Inc. SUBSIDIARIES OF THE REGISTRANT as of December 31, 2018 Place of Percentage Entity Name Incorporation Owner(s) Ownership Vanguard Natural Gas, LLC Kentucky Vanguard Natural Resources, Inc. 100 % VNR Holdings, LLC Delaware Vanguard Natural Gas, LLC 100 % Vanguard Operating, LLC Delaware Vanguard Natural

April 15, 2019 EX-10.23

Ratification and Fourth Amendment to Fourth Amended and Restated Credit Agreement, dated March 31, 2019, among Vanguard Natural Gas, LLC, Vanguard Natural Resources, Inc., Citibank N.A., as Administrative Agent and lenders party thereto

Execution Version RATIFICATION AND FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS RATIFICATION AND FOURTH AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Fourth Amendment to Credit Agreement,” or this “Amendment”) is dated as of March 31, 2019, among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (“Borrower”), VANGUARD NATURAL RESOURCES, INC.

April 15, 2019 10-K

VNR / Vanguard Natural Resources, LLC 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 Or p TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-33756 Vanguard Natu

April 15, 2019 EX-10.22

Vanguard Natural Resources, Inc. 2019 Incentive Plan

VANGUARD NATURAL RESOURCES 2019 INCENTIVE PLAN 1.Purpose. This Vanguard Natural Resources Inc. (the “Company”) 2019 Incentive Plan (the “Plan”) is designed to align the interests of the Company and eligible key employees of the Company and its subsidiaries. 2. Adoption of the Plan. The Company, intending to be legally bound, hereby adopts the Plan effective as of January 1, 2019 (the “Effective Da

April 11, 2019 EX-99.1

Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 1 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 2 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 3 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/1

EX-99.1 2 ex9911q19qor.htm EXHIBIT 99.1 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 1 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 2 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 3 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 4 of 5 Case 17-30560 Document 2337 Filed in TXSB on 04/10/19 Page 5 of 5

April 11, 2019 8-K

Regulation FD Disclosure, 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): April 11, 2019 (April 10, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of i

April 9, 2019 POS AM

VNR / Vanguard Natural Resources, LLC POS AM

As filed with the Securities and Exchange Commission on April 9, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 9, 2019 SC 13G/A

VNR / Vanguard Natural Resources, LLC / JP Morgan Chase & Co - NONE Passive Investment

SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* Vanguard Natural Resources, Inc. (Name of Issuer) Common stock, $0.001 par value (Title of Class of Securities) 91828V209 (CUSIP Number) March 29, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriat

April 8, 2019 S-8 POS

VNR / Vanguard Natural Resources, LLC S-8 POS

As filed with the Securities and Exchange Commission on April 8, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 8, 2019 S-3/A

VNR / Vanguard Natural Resources, LLC S-3/A

As filed with the Securities and Exchange Commission on April 8, 2019 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 5, 2019 EX-4.1

Final Order Approving Notification and Hearing Procedures for Certain Transfers of and Declarations of Worthlessness with Respect to Common Stock [Docket No. 64]

EX-4.1 2 ex41nolfinalorder.htm EXHIBIT 4.1 UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXASHOUSTON DIVISION ) In re: ) Chapter 11 ) VANGUARD NATURAL RESOURCES, INC.,et al., ) ) Case No. 19-31786 (DRJ) ) Debtors. ) (Jointly Administered) ) Re: Docket No. 12 FINAL ORDER (I) APPROVING NOTIFICATION AND HEARING PROCEDURES FOR CERTAIN TRANSFERS OF AND DECLARATIONS OF WORTHLESSNESS WITH RESPECT

April 5, 2019 8-K

Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Bankruptcy or Receivership

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 5, 2019 (April 1, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of inc

April 4, 2019 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

8-K 1 form8-kotcnotice040419.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): April 4, 2019 (April 1, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-041149

April 1, 2019 NT 10-K

VNR / Vanguard Natural Resources, LLC NT 10-K

SEC FILE NUMBER 000-55826 CUSIP NUMBER UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 1, 2019 EX-99.1

Vanguard Natural Resources, Inc. Files for Chapter 11 Protection

Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Files for Chapter 11 Protection Houston - April 1, 2019 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTC-QX: VNRR) (together with its wholly owned subsidiaries, collectively, “Vanguard” or the “Company”) today announced that the Company has voluntarily filed petitions for relief under chapter 11 of the U.S. Bankruptcy Code in the U.

April 1, 2019 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, Bankruptcy or Receivership

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 31, 2019 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Co

April 1, 2019 EX-99.4

- Subject to FRE 408 and Local Law Equivalents - - Prepared at the Request of Counsel - - For Discussion Purposes Only - Overview of Second Lien Proposal March 31, 2019 - Subject to FRE 408 and Local Law Equivalents - - Prepared at the Request of Cou

ex994secondlienproposal - Subject to FRE 408 and Local Law Equivalents - - Prepared at the Request of Counsel - - For Discussion Purposes Only - Overview of Second Lien Proposal March 31, 2019 - Subject to FRE 408 and Local Law Equivalents - - Prepared at the Request of Counsel - - For Discussion Purposes Only - Important Information These materials were prepared by Miller Buckfire & Co.

April 1, 2019 EX-99.2

DRAFT – CONFIDENTIAL VIDEO TUTORIALS PRELIMINARY & SUBJECT TO ONGOING REVIEW & MODIFICATION Check out EPG’s short videos about working with the Evercore template. How- to tutorials with step-by-step instructions on completing small tasks quickly. Cop

ex992presentationtosecon DRAFT – CONFIDENTIAL VIDEO TUTORIALS PRELIMINARY & SUBJECT TO ONGOING REVIEW & MODIFICATION Check out EPG’s short videos about working with the Evercore template.

April 1, 2019 EX-99.3

DRAFT – WORK IN PROGRESS VIDEO TUTORIALS SUBJECT TO CONFIDENTIALITY AGREEMENTS, FRE 408, AND STATE LAW EQUIVALENTS Check out EPG’s short videos about working with the Evercore template. How- to tutorials with step-by-step instructions on completing s

ex993vnrproposal DRAFT – WORK IN PROGRESS VIDEO TUTORIALS SUBJECT TO CONFIDENTIALITY AGREEMENTS, FRE 408, AND STATE LAW EQUIVALENTS Check out EPG’s short videos about working with the Evercore template.

February 19, 2019 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 19, 2019 (February 15, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdictio

February 14, 2019 SC 13G

VNR / Vanguard Natural Resources, LLC / Silver Point Capital L.P. Passive Investment

SC 13G 1 silverpointvanguard13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Vanguard Natural Resources, Inc. (Name of Issuer) Common stock, $0.001 par value (Title of Class of Securities) 91828V308 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check th

February 14, 2019 SC 13G

VNR / Vanguard Natural Resources, LLC / CONTRARIAN CAPITAL MANAGEMENT, L.L.C. - SC 13G Passive Investment

SC 13G 1 formsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 VANGUARD NATURAL RESOURCES INC. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 91828V209 (CUSIP Number) August 31, 2017 and December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the app

February 8, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

8-K 1 form8-knewdirector020819.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8, 2019 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or

February 5, 2019 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 5, 2019 (February 1, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction

February 1, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2019 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (

January 28, 2019 EX-10.1

Employment Agreement with Richard Scott Sloan, dated January 22, 2019 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed January 28, 2019)

EMPLOYMENT AGREEMENT RICHARD SCOTT SLOAN This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of January 22, 2019, is by and between Vanguard Natural Resources, Inc.

January 28, 2019 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2019 (January 22, 2019) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction

January 28, 2019 EX-10.2

Employment Agreement with Ryan Midgett, dated January 22, 2019 (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed January 28, 2019)

EMPLOYMENT AGREEMENT RYAN MIDGETT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of January 22, 2019, is by and between Vanguard Natural Resources, Inc.

January 28, 2019 EX-10.3

Employment Agreement of Jonathan C. Curth, dated January 22, 2019 (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed January 28, 2019)

EX-10.3 4 ex103-jcemploymentagreemen.htm EXHIBIT 10.3 EMPLOYMENT AGREEMENT JONATHAN C. CURTH This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of January 22, 2019, is by and between Vanguard Natural Resources, Inc. (“VNR”, together with its subsidiaries, the “Company”) and Jonathan C. Curth (“Executive”). WHEREAS, VNR and Executive previously entered into that certain Employment Agreement, ef

January 10, 2019 EX-99.1

Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 1 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 2 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 3 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/1

EX-99.1 2 ex9914q18qor.htm EXHIBIT 99.1 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 1 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 2 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 3 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 4 of 5 Case 17-30560 Document 2008 Filed in TXSB on 01/10/19 Page 5 of 5

January 10, 2019 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-k4q18qor.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): January 10, 2019 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jur

January 4, 2019 SC 13G/A

VNR / Vanguard Natural Resources, LLC / JP Morgan Chase & Co - NONE Passive Investment

SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Vanguard Natural Resources, Inc. (Name of Issuer) Common stock, $0.001 par value (Title of Class of Securities) 91828V209 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropri

December 31, 2018 8-K

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): December 31, 2018 (December 28, 2018) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdictio

December 21, 2018 8-K

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, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2018 (December 18, 2018) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdictio

December 10, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 form8-kcreditagreementamen.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): December 10, 2018 (December 6, 2018) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-3375

December 10, 2018 EX-10.1

Third Amendment to Fourth Amended and Restated Credit Agreement, dated December 6, 2018, to the Fourth Amended and Restated Credit Agreement, among Vanguard Natural Resources, Inc., Vanguard Natural Gas, LLC, Citibank N.A., as Administrative Agent and the lenders party thereto.

EX-10.1 2 ex101thirdamendmenttofourt.htm EXHIBIT 10.1 Exhibit 10.1 THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (the “Third Amendment to Credit Agreement,” or this “Amendment”) is dated as of December 6, 2018, among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (“Borrower”), VANGUARD NATURAL R

November 13, 2018 EX-99.1

Vanguard Natural Resources, Inc. Reports Third Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance

EX-99.1 2 a3q18earningspressrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Reports Third Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance HOUSTON - November 12, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today reported financial results for the quarter ended September 30

November 13, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2018 (November 12, 2018) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdictio

November 9, 2018 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q (Quarterly Report)

10-Q 1 vnr2018q310-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio

October 26, 2018 EX-99.1

Vanguard Natural Resources, Inc. to Report Q3 Earnings Results on November 12, 2018

EX-99.1 2 ex991q32018earningscallann.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. to Report Q3 Earnings Results on November 12, 2018 HOUSTON-October 26, 2018 - Today Vanguard Natural Resources, Inc. (OTC-QX: VNRR) (the “Company” or “Vanguard”) announced that the Company will release its earnings results for the third quarter 2018 before the market opens on Monday, No

October 26, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-k3q18earningscall.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 26, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or

October 4, 2018 8-K

Regulation FD Disclosure, 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): October 4, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (C

October 4, 2018 EX-99.1

Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 1 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 2 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 3 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/1

ex9913q18qor Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 1 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 2 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 3 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 4 of 5 Case 17-30560 Document 1933 Filed in TXSB on 10/03/18 Page 5 of 5

September 13, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-kdivestmentupdate091.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): September 13, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (Stat

September 13, 2018 EX-99.1

Vanguard Natural Resources, Inc. Announces Additional Asset Divestiture Updates

EX-99.1 2 ex991divestmentupdate091318.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Additional Asset Divestiture Updates HOUSTON – September 13, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today announced that it has executed a purchase and sale agreement for the sale of its ownership in natura

August 13, 2018 EX-99.1

247 / 247 / 247 176 / 176 / 181 36 / 31 / 85 0 / 155 / 199 Vanguard Natural Resources, Inc. 101 / 113 / 152 Investor Presentation—2Q 2018 0 / 85 / 140 Safe Harbor Language and Legal Disclosure Forward Looking Statements Statements made by representat

EX-99.1 2 vanguardpresentationaugu.htm EXHIBIT 99.1 247 / 247 / 247 176 / 176 / 181 36 / 31 / 85 0 / 155 / 199 Vanguard Natural Resources, Inc. 101 / 113 / 152 Investor Presentation—2Q 2018 0 / 85 / 140 Safe Harbor Language and Legal Disclosure Forward Looking Statements Statements made by representatives of Vanguard Natural Resources, Inc. (“Vanguard,” “VNRR,” or the “Company”) during the course

August 13, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-kforinvestorpresenta.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State o

August 13, 2018 EX-99.1

Vanguard Natural Resources, Inc. Reports Second Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance

Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Reports Second Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance HOUSTON - August 13, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today reported financial results for the quarter ended June 30, 2018, and other operational results. Key Highlights • Clo

August 13, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 form8-k63018results.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other

August 9, 2018 8-K

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2018 (August 6, 2018) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of i

August 9, 2018 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q (Quarterly Report)

10-Q 1 vnr2018q210-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission Fil

August 2, 2018 EX-99.1

Vanguard Natural Resources, Inc. Announces Additional Asset Divestiture Updates

EX-99.1 2 ex991divestmentupdatepress.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Additional Asset Divestiture Updates HOUSTON - August 2, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today announced that it has closed the sale of its ownership in natural gas properties and associated midstream

August 2, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Co

July 27, 2018 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Com

July 27, 2018 EX-99.1

Vanguard Natural Resources, Inc. to Report Q2 Earnings Results on August 13, 2018

EX-99.1 2 ex9912q2018earningscallann.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. to Report Q2 Earnings Results on August 13, 2018 HOUSTON-July 27, 2018 - Today Vanguard Natural Resources, Inc. (OTC-QX: VNRR) (the “Company” or “Vanguard”) announced that the Company will release its earnings results for the second quarter 2018 before the market opens on Monday, August

July 17, 2018 EX-99.1

Notice of Annual Meeting of Stockholders, dated July 11, 2018

ex991notice

July 17, 2018 EX-99.2

aNNual mEETiNG Of sTOcKhOldERs Of vaNGuaRd NaTuRal REsOuRcEs, iNc. august 6, 2018 GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while redu

EX-99.2 3 ex992formofproxy.htm EXHIBIT 99.2 aNNual mEETiNG Of sTOcKhOldERs Of vaNGuaRd NaTuRal REsOuRcEs, iNc. august 6, 2018 GO GREEN e-Consent makes it easy to go paperless. With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste. Enroll today via www.astfinancial.com to enjoy online access. NOTicE

July 17, 2018 8-K

Regulation FD Disclosure, 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): July 17, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Com

July 9, 2018 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 form8-k2ndamendmenttocredi.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): July 5, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or o

July 9, 2018 EX-10.2

Second Amendment to Credit Agreement, dated July 5, 2018, to the Fourth Amended and Restated Credit Agreement, among Vanguard Natural Resources, Inc., Vanguard Natural Gas, LLC, Citibank N.A., as Administrative Agent and the lenders party thereto.

Exhibit 10.2 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (the “Second Amendment to Credit Agreement,” or this “Amendment”) is dated as of July 5, 2018, among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (“Borrower”), VANGUARD NATURAL RESOURCES, INC., a Delaware corporation, as Parent, and CITIBANK, N.A., as Administrative Agent (the “Administra

July 9, 2018 EX-10.1

Limited Waiver and First Amendment, dated January 9, 2018, to the Fourth Amended and Restated Credit Agreement, among Vanguard Natural Resources, Inc., Vanguard Natural Gas, LLC, Vanguard Operating, LLC and the lenders party thereto.

EX-10.1 2 ex101firstamendment010918.htm EXHIBIT 10.1 Exhibit 10.1 LIMITED WAIVER AND FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT THIS LIMITED WAIVER AND FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of January 9, 2018 by and among VANGUARD NATURAL GAS, LLC, a Kentucky limited liability company (“Vanguard”), as the Borrower

July 9, 2018 EX-99.1

Vanguard Natural Resources, Inc. Announces Asset Divestiture Update, Amendment to Credit Facility and Borrowing Base Redetermination

Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Asset Divestiture Update, Amendment to Credit Facility and Borrowing Base Redetermination HOUSTON - July 9, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today announced that it has closed the previously announced divestitures in the Permian, Mississippi and Green Riv

July 5, 2018 EX-99.1

Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 1 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 2 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 3 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/1

EX-99.1 2 ex9912q18qor.htm EXHIBIT 99.1 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 1 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 2 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 3 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 4 of 5 Case 17-30560 Document 1874 Filed in TXSB on 07/03/18 Page 5 of 5

July 5, 2018 8-K

Regulation FD Disclosure, 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): July 5, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Comm

June 5, 2018 424B3

___________________________ Vanguard Natural Resources, Inc. 17,937,228 Shares of Common Stock 98,110 Shares of Common Stock Issuable Upon Exercise of the Warrants

424B3 1 tv495657424b3.htm 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-225148 PROSPECTUS Vanguard Natural Resources, Inc. 17,937,228 Shares of Common Stock 98,110 Shares of Common Stock Issuable Upon Exercise of the Warrants This prospectus relates to the offer and sale of: (i) 17,937,228 shares of common stock, par value $0.001 per share, of Vanguard Natural Resources, Inc. (the “C

May 23, 2018 S-3

VNR / Vanguard Natural Resources, LLC S-3

As filed with the Securities and Exchange Commission on May 23, 2018 Registration No.

May 9, 2018 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33756 Vanguard

May 9, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 form8-k033118results.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other ju

May 9, 2018 EX-99.1

Vanguard Natural Resources, Inc. Reports First Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance

EX-99.1 2 a1q18earningspressrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Reports First Quarter 2018 Results, Asset Divestiture Updates, and Updated 2018 Guidance HOUSTON - May 9, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or the “Company”) today reported financial results for the quarter ended March 31, 2018, an

May 3, 2018 EX-99.1

Vanguard Natural Resources, Inc. to Report Q1 Earnings Results on May 9, 2018

EX-99.1 2 ex991vanguard-earningspress.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. to Report Q1 Earnings Results on May 9, 2018 HOUSTON-May 2, 2018 - Today Vanguard Natural Resources, Inc. (the “Company” or “Vanguard”) announced that the Company will release its earnings results for the first quarter 2018 after the market closes on Wednesday, May 9, 2018. The Company

May 3, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 form8-kearningsreleaseanno.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or ot

April 13, 2018 EX-99.1

VANGUARD NATURAL RESOURCES, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

EXHIBIT 99.1 VANGUARD NATURAL RESOURCES, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Background When referring to Vanguard Natural Resources, Inc. (formerly known as VNR Finance Corp. and also referred to as “Successor,” “Vanguard” or the “Company”), the intent is to refer to Vanguard Natural Resources, Inc. and its consolidated subsidiaries as a whole or an individual ba

April 13, 2018 8-K

Financial Statements and Exhibits

8-K 1 a8-kproformaemergence12311.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): April 13, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant specified in its charter) Delaware 001-33756 80-0411494 (State or Ot

April 12, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-k1q18qor.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): April 12, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other juris

April 12, 2018 EX-99.1

Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 1 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 2 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 3 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/1

EX-99.1 2 a1q18vnrquarterlyoperati.htm EXHIBIT 99.1 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 1 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 2 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 3 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 4 of 5 Case 17-30560 Document 1844 Filed in TXSB on 04/11/18 Page 5 of 5

March 21, 2018 EX-99.1

Report of Miller and Lents, Ltd., Independent Petroleum Engineers and Geologists

EX-99.1 10 ex991mlreserveauditlette.htm EXHIBIT 99.1 January 31, 2018 Vanguard Natural Resources, Inc. 5847 San Felipe, Suite 3000 Houston, Texas 77057 Re: Audit of Reserves As of December 31, 2017 SEC Proved Case Ladies and Gentlemen: At your request, Miller and Lents, Ltd. (M&L) performed an audit of the estimates of proved reserves of oil, condensate, natural gas liquids (NGL), and gas that Van

March 21, 2018 EX-21.1

Subsidiaries of Vanguard Natural Resources, Inc.

EX-21.1 3 exhibit21-1x2017xq4x10k.htm EXHIBIT 21.1 EXHIBIT 21.1 Vanguard Natural Resources, Inc. SUBSIDIARIES OF THE REGISTRANT as of December 31, 2017 Place of Percentage Entity Name Incorporation Owner(s) Ownership Vanguard Natural Gas, LLC Kentucky Vanguard Natural Resources, Inc. 100 % VNR Holdings, LLC Delaware Vanguard Natural Gas, LLC 100 % Vanguard Operating, LLC Delaware Vanguard Natural

March 21, 2018 10-K

VNR / Vanguard Natural Resources, LLC 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 Or p TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001-33756 Vanguard Natu

March 21, 2018 EX-10.15

Form of Director Deferred Restricted Stock Unit Award Agreement

EX-10.15 2 exhibit10-15formofdirector.htm EXHIBIT 10.15 DIRECTOR DEFERRED RESTRICTED STOCK UNIT AWARD AGREEMENT VANGUARD NATURAL RESOURCES, INC. 2017 Management Incentive Plan This Director Deferred Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the [●] day of [●], 20[●] (the “Grant Date”) between Vanguard Natural Resources, Inc. (the “Company”), and [●] (“Participant”), an

March 21, 2018 EX-99.1

Vanguard Natural Resources, Inc. Reports Fourth Quarter 2017 Results

EX-99.1 2 a4q17earningspressrelease.htm EXHIBIT 99.1 Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Reports Fourth Quarter 2017 Results HOUSTON - March 21, 2018 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (“Vanguard,” “VNRR,” or “the Company”) today reported financial and operational results for the quarter ended December 31, 2017. Key Highlights • Initiated strate

March 21, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorporation) (Co

February 21, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

Document 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 21, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or Other Jurisdiction (Commissi

February 21, 2018 EX-99.1

Vanguard Natural Resources, Inc. Announces Election of a New Director

Exhibit Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Election of a New Director HOUSTON-February 21, 2018 - Today Vanguard Natural Resources, Inc. (the ?Company? or ?Vanguard?) announced changes to the board of directors (the ?Board?) of the Company. Election of New Director On February 21, 2018, Joseph Hurliman, Jr. was elected by the stockholders of the Company to join th

February 13, 2018 EX-99.2

Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 1 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 2 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 3 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/1

ex9924q17qor Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 1 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 2 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 3 of 4 Case 17-30560 Document 1760 Filed in TXSB on 02/13/18 Page 4 of 4

February 13, 2018 EX-99.1

Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 1 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 2 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 3 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/1

EX-99.1 2 ex9913q17qor.htm EXHIBIT 99.1 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 1 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 2 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 3 of 4 Case 17-30560 Document 1536 Filed in TXSB on 11/10/17 Page 4 of 4

February 13, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-k4q17qor.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2018 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other ju

January 18, 2018 EX-10.4

Form of Restricted Stock Unit Award Agreement (Performance Based) (incorporated by reference to Exhibit 10.4 to our Current Report on Form 8-K filed January 18, 2018)

EX-10.4 5 tv483543ex10-4.htm EXHIBIT 10.4 Exhibit 10.4 RESTRICTED STOCK UNIT AWARD AGREEMENT PERFORMANCE-BASED VANGUARD NATURAL RESOURCES, INC. 2017 Management Incentive Plan This Restricted Stock Unit Award Agreement (this “Agreement”) is made as of the [●] day of [●], 2018 (the “Grant Date”) between Vanguard Natural Resources, Inc. (the “Company”), and [●] (“Participant”), and is made pursuant t

January 18, 2018 EX-10.3

Form of Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed January 18, 2018)

Exhibit 10.3 RESTRICTED STOCK UNIT AWARD AGREEMENT VANGUARD NATURAL RESOURCES, INC. 2017 Management Incentive Plan This Restricted Stock Unit Award Agreement (this ?Agreement?) is made as of the [?] day of [?], 2018 (the ?Grant Date?) between Vanguard Natural Resources, Inc. (the ?Company?), and [?] (?Participant?), and is made pursuant to the terms of the Vanguard Natural Resources, Inc. 2017 Man

January 18, 2018 8-K

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: January 18, 2018 (Date of earliest event reported: January 15, 2018) Vanguard Natural Resources, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-33756 80-0411494 (State or Other Jurisdiction o

January 18, 2018 EX-99.1

Vanguard Natural Resources, Inc. Announces Senior Leadership Changes and Initial 2018 Guidance, and Provides 2018 General Corporate Update

Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Senior Leadership Changes and Initial 2018 Guidance, and Provides 2018 General Corporate Update HOUSTON-January 18, 2018 - Today Vanguard Natural Resources, Inc. (the ?Company? or ?Vanguard?) announced changes to its leadership team. It also announced its initial 2018 capital expenditure budget and provided its initial guidance f

January 18, 2018 EX-10.2

Employment Agreement with Ryan Midgett, dated January 17, 2018

Exhibit 10.2 EXECUTION VERSION EMPLOYMENT AGREEMENT RYAN MIDGETT This EMPLOYMENT AGREEMENT (this ?Agreement?), effective as of January 17, 2018 (the ?Effective Date?), is by and between Vanguard Natural Resources, Inc. (?VNR?, together with its subsidiaries, the ?Company?) and Ryan Midgett (?Executive?). WHEREAS, VNR desires to continue to employ Executive, and Executive desires to continue to be

January 18, 2018 EX-10.1

Employment Agreement with Richard Scott Sloan, dated January 17, 2018

EX-10.1 2 tv483543ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXECUTION VERSION EMPLOYMENT AGREEMENT RICHARD SCOTT SLOAN This EMPLOYMENT AGREEMENT, effective as of January 17, 2018 (the “Effective Date”), is by and between Vanguard Natural Resources, Inc. (“VNR”, together with its subsidiaries, the “Company”) and Richard Scott Sloan (“Executive”). WHEREAS, VNR and Executive previously entered into that c

January 5, 2018 SC 13G

VNR / Vanguard Natural Resources, LLC / JP Morgan Chase & Co - NONE Passive Investment

SC 13G 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Vanguard Natural Resources, Inc. (Name of Issuer) Common stock, $0.001 par value (Title of Class of Securities) 91828V209 (CUSIP Number) December 29, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropr

December 8, 2017 424B3

Vanguard Natural Resources, Inc. 17,820,383 Shares of Common Stock 98,110 Shares of Common Stock Issuable Upon Exercise of the Warrants

424B3 1 tv480646424b3.htm 424B3 Filed Pursuant to Rule 424(b)(3) Registration No. 333-221223 PROSPECTUS Vanguard Natural Resources, Inc. 17,820,383 Shares of Common Stock 98,110 Shares of Common Stock Issuable Upon Exercise of the Warrants This prospectus relates to the offer and sale of: (i) 17,820,383 shares of common stock, par value $0.001 per share, of Vanguard Natural Resources, Inc. (the “C

December 4, 2017 EX-10.1

Employment Agreement of Jonathan C. Curth, effective as December 4, 2017.

EX-10.1 2 ex101jccemploymentagreemen.htm EXHIBIT 10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT JONATHAN C. CURTH This EMPLOYMENT AGREEMENT, effective as of December 4, 2017 (the “Effective Date”), is by and between Vanguard Natural Resources, Inc. (“VNR”, together with its subsidiaries, the “Company”) and Jonathan C. Curth (“Executive”). WHEREAS, VNR desires to employ Executive, and Executive desires to

December 4, 2017 EX-99.1

Vanguard Natural Resources, Inc. Announces Appointment of General Counsel, Corporate Secretary and Vice President of Land

Exhibit Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Appointment of General Counsel, Corporate Secretary and Vice President of Land Houston ? December 4, 2017 ? (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (the ?Company? or ?Vanguard?) today announced the appointment of Jonathan C. Curth as General Counsel, Corporate Secretary and Vice President of Land, effective Decem

December 4, 2017 8-K

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 form8-kjccemploymentagmt11.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): December 4, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State

December 4, 2017 CORRESP

VNR / Vanguard Natural Resources, LLC ESP

December 4, 2017 VIA EDGAR H. Roger Schwall Assistant Director United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Vanguard Natural Resources, Inc. Registration Statement on Form S-1 File No. 333-221223 Dear Mr. Schwall: On behalf of Vanguard Natural Resources, Inc., a Delaware corporation (the ?Company?), and pursuant to R

December 1, 2017 S-1/A

VNR / Vanguard Natural Resources, LLC S-1/A

As filed with the Securities and Exchange Commission on December 1, 2017 Registration No.

November 21, 2017 8-K

Financial Statements and Exhibits

8-K 1 a8-kproformaemergence.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 21, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant specified in its charter) Delaware 001-33756 61-1521161 (State or Othe

November 21, 2017 EX-99.1

VANGUARD NATURAL RESOURCES, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

EX-99.1 2 exhibit991proformasemergen.htm EXHIBIT 99.1 EXHIBIT 99.1 VANGUARD NATURAL RESOURCES, INC. UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Background When referring to Vanguard Natural Resources, Inc. (formerly known as VNR Finance Corp. and also referred to as “Successor,” “Vanguard” or the “Company”), the intent is to refer to Vanguard Natural Resources, Inc. and its co

November 13, 2017 NT 10-Q

VNR / Vanguard Natural Resources, LLC NT 10-Q

Document SEC File Number: 001-33756 CUSIP Number: 91828V308 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 13, 2017 EX-10.13

Vanguard Natural Resources, Inc. Management Incentive Plan

EX-10.13 2 ex1013-mip.htm EXHIBIT 10.13 Exhibit 10.13 Vanguard Natural Resources, Inc. 2017 Management Incentive Plan 1.Purpose. The purpose of the Vanguard Natural Resources, Inc. 2017 Management Incentive Plan is to further align the interests of participants with those of the shareholders by providing incentive compensation opportunities tied to the performance of the Common Stock (as defined b

November 13, 2017 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q (Quarterly Report)

10-Q 1 vnr2017q310-q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio

November 9, 2017 EX-99.1

Vanguard Natural Resources, Inc. Reports Third Quarter 2017 Results

Exhibit Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Reports Third Quarter 2017 Results HOUSTON - November 9, 2017 - (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (OTCQX: VNRR) (?Vanguard,? ?VNRR,? or ?the Company?) today reported financial and operational results for the quarter ended September 30, 2017 . Key Highlights ? Completed successful financial restructuring on August 1,

November 9, 2017 8-K

VNR / Vanguard Natural Resources, LLC 8-K (Current Report)

Document 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 9, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorpo

November 3, 2017 8-K

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

Document 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 3, 2017 (October 31, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other juri

November 3, 2017 EX-10.1

Employment Agreement of Richard Scott Sloan, effective as of October 31, 2017.

Exhibit Exhibit 10.1 EMPLOYMENT AGREEMENT RICHARD SCOTT SLOAN This EMPLOYMENT AGREEMENT , effective as of October 31, 2017 (the ? Effective Date ?), is by and between Vanguard Natural Resources, Inc. (? VNR ?, together with its subsidiaries, the ? Company ?) and Richard Scott Sloan (? Executive ?). WHEREAS , VNR and Executive are party to a non-executive director letter agreement, dated September

October 30, 2017 EX-21.1

Subsidiaries of Vanguard Natural Resources, Inc.

EX-21.1 3 tv477924ex21-1.htm EXHIBIT 21.1 EXHIBIT 21.1 SUBSIDIARIES OF VANGUARD NATURAL RESOURCES, INC. Name Jurisdiction Vanguard Natural Gas, LLC Kentucky VNR Holdings, LLC Delaware Vanguard Operating, LLC Delaware Escambia Operating Co. LLC Delaware Escambia Asset Co. LLC Delaware Eagle Rock Energy Acquisition Co., Inc. Delaware Eagle Rock Energy Acquisition Co. II, Inc. Delaware Eagle Rock Ups

October 30, 2017 S-1

Vanguard Natural Resources S-1

As filed with the Securities and Exchange Commission on October 30, 2017 Registration No.

October 27, 2017 EX-10.2

Form of Indemnification Agreement (Directors and EVP and Chief Financial Officer)

Exhibit 10.2 INDEMNIFICATION AGREEMENT This Indemnification Agreement (?Agreement?), dated as of [?], 2017 is by and among Vanguard Natural Resources, Inc., a Delaware corporation (the ?Company?), and [NAME OF DIRECTOR] (the ?Indemnitee?). WHEREAS, Indemnitee is a director of the Company; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being ass

October 27, 2017 EX-10.3

Form of Indemnification Agreement (executive officers)

Exhibit 10.3 INDEMNITY AGREEMENT This Indemnity Agreement (this “Agreement”), dated as of August 7, 2008, is made by and between Vanguard Natural Resources, LLC, a Delaware limited liability company (the “Company”), and (the “Indemnitee”), an “Agent” (as hereinafter defined) of the Company. RECITALS A. The Company recognizes that competent and experienced persons are increasingly reluctant to serv

October 27, 2017 S-8

Vanguard Natural Resources S-8

S-8 1 tv477822s8.htm S-8 As filed with the Securities and Exchange Commission on October 27, 2017 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 80-0411494 (State or other jurisdiction of incorporation or

October 18, 2017 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2017 (October 17, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction

October 13, 2017 8-K/A

Financial Statements and Exhibits

8-K/A 1 form8-kajune2017xunredact.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756

October 13, 2017 EX-10.1

Amended and Restated Backstop Commitment Agreement, dated May 23, 2017, among Vanguard Natural Resources, LLC, the Restructuring Support Parties, and the Commitment Parties thereto.

EX-10.1 2 exh101amendedandrestated.htm EXHIBIT 10.1 AMENDED AND RESTATED BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT AMONG VANGUARD NATURAL RESOURCES, LLC AND THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017 As Amended and Restated May 23, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS .....................................................................................

October 13, 2017 8-K/A

Financial Statements and Exhibits

8-K/A 1 form8-kamarch2017xunredac.htm 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2017 (February 24, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charte

October 13, 2017 EX-10.1

Backstop Commitment Agreement, dated as of February 24, 2017, among Vanguard Natural Resources, LLC and the commitment parties thereto.

EX-10.1 2 exh101bcamarch8ka.htm EXHIBIT 10.1 Execution Version #4842-7987-2321 BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT AMONG VANGUARD NATURAL RESOURCES, LLC AND THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017 TABLE OF CONTENTS Page i #4842-7987-2321 ARTICLE I DEFINITIONS ..................................................................................................

September 29, 2017 8-K

Vanguard Natural Resources 8-K (Current Report/Significant Event)

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2017 (September 26, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other

September 29, 2017 EX-99.1

Vanguard Natural Resources, Inc. Announces Engagement of Jefferies LLC, Effectiveness of OTCQX Listing, and Management and Board Changes

Exhibit Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, Inc. Announces Engagement of Jefferies LLC, Effectiveness of OTCQX Listing, and Management and Board Changes Houston – September 29, 2017 – (PR NEWSWIRE) - Vanguard Natural Resources, Inc. (the “Company”) today announced a number of steps in its ongoing plan to maximize shareholder value and position the Company for long-term success. T

September 29, 2017 EX-3.1

Certificate of Amendment as filed with the Delaware Secretary of State (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed September 29, 2017)

Exhibit Exhibit 3.1 CERTIFICATE OF AMENDMENT OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VANGUARD NATURAL RESOURCES, INC. I, Scott W. Smith, being an authorized officer of Vanguard Natural Resources, Inc., a corporation organized and existing under the laws of the State of Delaware (the “ Corporation ”), do hereby certify as follows: FIRST: The original Certificate of Incorporation of

September 29, 2017 EX-10.1

Letter to Richard Scott Sloan, dated September 29, 2017 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed September 29, 2017)

EX-10.1 3 ex101letteragreement.htm EXHIBIT 10.1 Exhibit 10.1 September 27, 2017 Dear Scott, This letter confirms our understanding regarding the terms of your offer to join Vanguard Natural Resources, Inc. (the “Company”) as EVP and Chief Financial Officer. Your initial base salary will be $510,000 per annum. For 2017 you will be guaranteed a minimum bonus of $127,500 (representing 25% of your bas

September 7, 2017 EX-99.1

MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR JULY 2017 ($ in thousands) MONTH

vnrjulymor9617final MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al .

September 7, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2017 (September 6, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other ju

August 25, 2017 8-K

Vanguard Natural Resources 8-K (Current Report/Significant Event)

Document 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 25, 2017 (August 22, 2017) Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisd

August 25, 2017 EX-10.1

Vanguard Natural Resources, Inc. 2017 Management Incentive Plan (incorporated by reference to the Company’s Current Report on Form 8-K, filed on August 25, 2017)

Exhibit Exhibit 10.1 Vanguard Natural Resources, Inc. 2017 Management Incentive Plan 1. Purpose . The purpose of the Vanguard Natural Resources, Inc. 2017 Management Incentive Plan is to further align the interests of participants with those of the shareholders by providing incentive compensation opportunities tied to the performance of the Common Stock (as defined below) and by promoting increase

August 21, 2017 EX-99.1

Joint Filer Information and Signatures

EX-99.1 2 m081517.htm JOINT FILER INFORMATION AND SIGNATURES Joint Filer Information and Signatures Joint Filers: 1. Name: MDRA GP LP Address: c/o Monarch Alternative Capital LP, 535 Madison Avenue, New York, New York 10022 MDRA GP LP By: Monarch GP LLC, its general partner By: /s/ Michael Weinstock August 21, 2017 Name: Michael Weinstock Date Title: Member 3. Name: Monarch GP LLC Address: c/o Mon

August 18, 2017 15-12G

Vanguard Natural Resources 15-12G

15-12G 1 form15-12g.htm 15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33756 Vanguard Natural Resources, Inc. (E

August 15, 2017 8-K12G3

Vanguard Natural Resources 8-K12G3

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 9, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or other jurisdiction of incorpora

August 9, 2017 EX-10.4

PURCHASE AND SALE AGREEMENT VANGUARD OPERATING, LLC as Seller, OXY USA INC., as Buyer Dated March 20, 2017

EX-10.4 2 ex104oxy-vanguardleasehold.htm EXHIBIT 10.4 PURCHASE AND SALE AGREEMENT between VANGUARD OPERATING, LLC as Seller, and OXY USA INC., as Buyer Dated March 20, 2017 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINED TERMS PAGE ARTICLE 1 DEFINED TERMS 1.1 General Definitions 1 1.2 Amendment of Defined Instruments 11 ARTICLE 2 PURCHASE AND SALE; BANKRUPTCY MATTERS 2.1 Purchase and Sale 11 2.2 Assets 1

August 9, 2017 10-Q

VNR / Vanguard Natural Resources, LLC 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33756 Vanguard N

August 3, 2017 POS AM

Vanguard Natural Resources POS AM

POS AM 1 v472155posam.htm POS AM As filed with the Securities and Exchange Commission on August 2, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 3 TO FORM S-3 REGISTRATION STATEMENT NO. 333-202064 UNDER THE SECURITIES ACT OF 1933 VANGUARD NATURAL RESOURCES, LLC VANGUARD NATURAL RESOURCES, INC. and Other Registrants* (Exact Name of Registr

August 2, 2017 POS AM

Vanguard Natural Resources POS AM

POS AM 1 v472156posam.htm POS AM As filed with the Securities and Exchange Commission on August 2, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 4 TO FORM S-3 REGISTRATION STATEMENT NO. 333-210329 UNDER THE SECURITIES ACT OF 1933 VANGUARD NATURAL RESOURCES, LLC VANGUARD NATURAL RESOURCES, INC. and Other Registrants* (Exact Name of Registr

August 2, 2017 POS AM

Vanguard Natural Resources POS AM

As filed with the Securities and Exchange Commission on August 2, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 2, 2017 S-8 POS

Vanguard Natural Resources S-8 POS

As filed with the Securities and Exchange Commission on August 2, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 2, 2017 EX-10.8

Warrant Agreement, dated as of August 1, 2017, between Vanguard Natural Resources, Inc., as Issuer, and American Stock Transfer & Trust Company, LLC, as warrant agent (incorporated by reference to Exhibit 10.8 to our Current Report on Form 8-K15D5 filed August 2, 2017)

EX-10.8 12 v472039ex10-8.htm EXHIBIT 10.8 Exhibit 10.8 WARRANT AGREEMENT between VANGUARD NATURAL RESOURCES, INC., AS ISSUER and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS WARRANT AGENT August 1, 2017 Table of Contents Page Section 1. Certain Defined Terms 1 Section 2. Appointment of Warrant Agent 5 Section 3. Issuance of Warrants; Form, Execution and Delivery 5 Section 4. Transfer or Exchan

August 2, 2017 EX-10.5

Amended and Restated Intercreditor Agreement, dated as of August 1, 2017, by and among Citibank, N.A., as priority lien agent, and Delaware Trust Company, as second lien collateral trustee, and acknowledged and agreed to by Vanguard Natural Gas, LLC, Vanguard Natural Resources, Inc. and the other grantors party thereto (incorporated by reference to Exhibit 10.5 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.5 AMENDED AND RESTATED INTERCREDITOR AGREEMENT dated as of August 1, 2017 between Citibank, N.A., as Priority Lien Agent, and Delaware Trust Company, as Second Lien Collateral Trustee And acknowledged and agreed to by the Parent Company, Vanguard and the Grantors on the signature pages hereto THIS IS THE AMENDED AND RESTATED INTERCREDITOR AGREEMENT REFERRED TO IN (A) THE AMENDED AND RES

August 2, 2017 EX-10.10

Second Amended and Restated Employment Agreement of Richard A. Robert, dated August 1, 2017 (incorporated by reference to Exhibit 10.9 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.10 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT RICHARD A. ROBERT This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of August 1, 2017 (the ?Effective Date?), is by and between Vanguard Natural Resources, Inc. (?VNR?, together with its subsidiaries, the ?Company?) and Richard A. Robert (?Executive?). WHEREAS, VNR Holdings, LLC (?Holdings?), Vanguard Natural Resource

August 2, 2017 EX-10.1

Fourth Amended and Restated Credit Agreement, dated as of August 1, 2017, by and among Vanguard Natural Gas, LLC, Citibank N.A., as Administrative Agent and the financial institutions thereto (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.1 POSTING VERSION Fourth Amended And Restated Credit Agreement Dated as of August 1, 2017 Among Vanguard Natural Gas, LLC, As Borrower, Citibank, N.A., As Administrative Agent And An Issuing Bank, The Lenders Party Hereto From Time To Time And Citigroup Global Markets Inc., As Lead Arranger and Sole Bookrunner TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND ACCOUNTING MATTERS 1 Section

August 2, 2017 EX-10.4

Amended and Restated Second Lien Pledge and Security Agreement, dated as of August 1, 2017, by and among certain subsidiaries and affiliates of Vanguard Natural Resources, Inc. and Delaware Trust Company, as collateral agent (incorporated by reference to Exhibit 10.4 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.4 Reference is made to the Amended and Restated Intercreditor Agreement, dated as of August 1, 2017, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and DELAWARE TRUST COMPANY, as Second Lien Collateral Agent (as defined therein) (the ?Intercreditor Agreement?). Each Person that is secured hereunder, by accepting the benefits of the security provided hereby, (i) con

August 2, 2017 EX-10.2

Amended and Restated First Lien Pledge and Security Agreement, dated as of August 1, 2017, by and among Vanguard Natural Resources, Inc., Vanguard Natural Gas, LLC and Citibank, N.A., as administrative agent (incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.2 Execution Version AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as same may be amended, restated, amended and restated, supplemented or otherwise modified from time to time, this ?Security Agreement?) is entered into as of August 1, 2017, by Vanguard Natural Gas, LLC, a Kentucky limited liability company (?Borrower?), Vangu

August 2, 2017 EX-4.1

Amended and Restated Indenture, dated as of August 1, 2017, among Vanguard Natural Resources, Inc., the guarantors named therein and Delaware Trust Company, as trustee and collateral trustee (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 4.1 EXECUTION VERSION VANGUARD NATURAL RESOURCES, INC. (formerly known as VNR FINANCE CORP.) AND EACH OF THE GUARANTORS PARTY HERETO 9.0% SENIOR SECURED SECOND LIEN NOTES DUE 2024 Delaware trust company Trustee and Collateral Trustee AMENDED AND RESTATED INDENTURE Dated as of August 1, 2017 TABLE OF CONTENTS Page Article I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.01 Definiti

August 2, 2017 EX-10.3

Amended and Restated Second Lien Pledge and Security Agreement, dated as of August 1, 2017, by and among Vanguard Natural Resources, Inc. and Delaware Trust Company, as collateral agent (incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K15D5 filed August 2, 2017)

EX-10.3 7 v472039ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 Reference is made to the Amended and Restated Intercreditor Agreement, dated as of August 1, 2017, between CITIBANK, N.A., as Priority Lien Agent (as defined therein), and DELAWARE TRUST COMPANY, as Second Lien Collateral Agent (as defined therein) (the “Intercreditor Agreement”). Each Person that is secured hereunder, by accepting the benefits

August 2, 2017 EX-10.6

Amended and Restated Collateral Trust Agreement, dated as of August 1, 2017, by and among Vanguard Natural Resources, Inc., the grantors and guarantors named therein and Delaware Trust Company as trustee and as collateral trustee (incorporated by reference to Exhibit 10.6 to our Current Report on Form 8-K15D5 filed August 2, 2017)

EX-10.6 10 v472039ex10-6.htm EXHIBIT 10.6 Exhibit 10.6 Execution Version AMENDED AND RESTATED COLLATERAL TRUST AGREEMENT dated as of August 1, 2017 among VANGUARD NATURAL RESOURCES, INC. as the Company, the Grantors and Guarantors from time to time party hereto, DELAWARE TRUST COMPANY, as Trustee under the Indenture, the other Parity Lien Representatives from time to time party hereto and DELAWARE

August 2, 2017 EX-3.2

Amended and Restated Bylaws of Vanguard Natural Resources, Inc. (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K15D5 filed August 2, 2017)

EX-3.2 3 v472039ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF VANGUARD NATURAL RESOURCES, INC. (a Delaware corporation, hereinafter called the “Corporation”) Effective as of August 1, 2017 ARTICLE I OFFICES AND RECORDS Section 1.1 Registered Office. The registered office of the Corporation, and the registered agent of the Corporation at such address, shall be as fixed in the Cor

August 2, 2017 EX-10.9

Second Amended and Restated Employment Agreement of Scott W. Smith, dated August 1, 2017 (incorporated by reference to Exhibit 10.9 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.9 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT SCOTT W. SMITH This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of August 1, 2017 (the ?Effective Date?), is by and between Vanguard Natural Resources, Inc. (?VNR?, together with its subsidiaries, the ?Company?) and Scott W. Smith (?Executive?). WHEREAS, VNR Holdings, LLC (?Holdings?), Vanguard Natural Resources, LLC

August 2, 2017 8-K15D5

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 1, 2017 Vanguard Natural R

8-K15D5 1 v4720398k15d5.htm 8-K15D5 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 1, 2017 Vanguard Natural Resources, Inc. (Exact name of registrant as specified in its charter) Delaware 001-33756 80-0411494 (State or othe

August 2, 2017 EX-10.11

Second Amended and Restated Employment Agreement of Britt Pence, dated August 1, 2017 (incorporated by reference to Exhibit 10.11 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.11 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT BRITT PENCE This SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT, effective as of August 1, 2017 (the ?Effective Date?), is by and between Vanguard Natural Resources, Inc. (?VNR?, together with its subsidiaries, the ?Company?) and Britt Pence (?Executive?). WHEREAS, VNR Holdings, LLC (?Holdings?), Vanguard Natural Resources, LLC (?Par

August 2, 2017 EX-99.2

Vanguard Natural Resources, LLC Successfully Completes Financial Restructuring Emerges from Chapter 11 as Vanguard Natural Resources, Inc.

Exhibit 99.2 NEWS RELEASE Vanguard Natural Resources, LLC Successfully Completes Financial Restructuring Emerges from Chapter 11 as Vanguard Natural Resources, Inc. Houston ? August 1, 2017 ? (PR NEWSWIRE) - Vanguard Natural Resources, LLC announces that it successfully completed its financial restructuring and emerged from Chapter 11 as a new corporation under the name of Vanguard Natural Resourc

August 2, 2017 EX-10.7

Registration Rights Agreement, dated as of August 1, 2017, between Vanguard Natural Resources, Inc. and certain parties thereto (incorporated by reference to Exhibit 10.7 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 10.7 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (including all exhibits hereto and as may be amended, supplemented or amended and restated from time to time in accordance with the terms hereof, this ?Agreement?) is made and entered into as of August 1, 2017, by and among Vanguard Natural Resources, Inc., a Delaware corporation (the ?Company?), and the other parties si

August 2, 2017 EX-3.1

Amended and Restated Certificate of Incorporation of Vanguard Natural Resources, Inc. (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K15D5 filed August 2, 2017)

Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF VANGUARD NATURAL RESOURCES, INC. I, Scott Smith, being an authorized officer of Vanguard Natural Resources, Inc., a corporation organized and existing under the laws of Delaware (together with its predecessor-in- interest, the “Corporation”), do hereby certify as follows: FIRST: The original Certificate of Incorporation of the Corpor

July 31, 2017 EX-99.1

MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR JUNE 2017 ($ in thousands) MONTH

vnrjunemorfinal MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al .

July 31, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 form8-kjunemor.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): July 31, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdi

July 19, 2017 EX-99.4

Exhibit 99.4 DISCLAIMER: The table below provides, in summary form and for illustrative purposes only, additional information regarding a range of estimated taxable income or loss, as applicable, that may be recognized by holders of common units (the

Exhibit 99.4 DISCLAIMER: The table below provides, in summary form and for illustrative purposes only, additional information regarding a range of estimated taxable income or loss, as applicable, that may be recognized by holders of common units (the ?VNR Common Units?) of Vanguard Natural Resources, LLC (together with certain subsidiaries, the ?Debtors?) in 2017 who are holders of record on the c

July 19, 2017 EX-99.3

Preliminary Unaudited Consolidated Financial Information for the Three Months and Six Months Ended June 30, 2017 of Vanguard Natural Resources, LLC

Exhibit 99.3 Preliminary Unaudited Consolidated Financial Information for the Three Months and Six Months Ended June 30, 2017 of Vanguard Natural Resources, LLC Vanguard Natural Resources, LLC has prepared this summary (this ?Update?) of certain preliminary unaudited consolidated financial information for the three months and six months ended June 30, 2017. The information in this Update contains

July 19, 2017 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): July 18, 2017 Vanguard Natural Re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdiction of incorporation) (Comm

July 19, 2017 EX-99.2

Vanguard Natural Resources, LLC Announces Confirmation of Plan of Reorganization

Exhibit 99.2 NEWS RELEASE Vanguard Natural Resources, LLC Announces Confirmation of Plan of Reorganization Houston ? July 19, 2017 ? (PR NEWSWIRE) - Vanguard Natural Resources, LLC (OTC: VNRSQ) (?Vanguard? or ?the Company?) announces that the United States Bankruptcy Court for the Southern District of Texas (the ?Bankruptcy Court?) has entered an order (the ?Confirmation Order?) confirming the Deb

July 19, 2017 EX-2.1

Modified Second Amended Joint Plan of Reorganization under Chapter 11 of Bankruptcy Code of Vanguard Natural Resources, LLC (incorporated by reference to Exhibit 2.1 to our Predecessor’s Current Report on Form 8-K filed July 19, 2017)

EXHIBIT 2.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION § In re: § Chapter 11 § VANGUARD NATURAL RESOURCES, § Case No. 17-30560 (MI) LLC, et al., § § (Jointly Administered) Debtors. § § DEBTORS’ MODIFIED SECOND AMENDED JOINT PLAN OF REORGANIZATION UNDER CHAPTER 11 OF THE BANKRUPTCY CODE Chris L. Dickerson, Esq. (admitted pro hac vice) Todd M. Schwartz,

July 19, 2017 EX-99.1

ENTERED 07/18/2017 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 1 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 2 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 3 of 80 Case 17-30560 Document 1109 Fi

exh991confirmationorder ENTERED 07/18/2017 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 1 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 2 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 3 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 4 of 80 Case 17-30560 Document 1109 Filed in TXSB on 07/18/17 Page 5 of 80 Case 17-30560 Document

June 30, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdiction of incorporation) (Comm

June 30, 2017 EX-99.1

MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR MAY 2017 ($ in thousands) MONTH

EX-99.1 2 vnrmaymor.htm EXHIBIT 99.1 MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR MAY 2017 ($ in thousands) MONTH February March April May June July REVENUES (MOR-6) 44,497.16$ 41,466.31$ 42,392.76$ 42,013.12$ 0.00 0.00 INCOME

June 8, 2017 EX-10.2

AMENDED AND RESTATED BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT VANGUARD NATURAL RESOURCES, LLC THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017 As Amended and Restated May 23, 2017

Exhibit 10.2 AMENDED AND RESTATED BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT AMONG VANGUARD NATURAL RESOURCES, LLC AND THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017 As Amended and Restated May 23, 2017 TABLE OF CONTENTS Page Article I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Construction 18 Article II BACKSTOP COMMITMENT 19 Section 2.1 The Transactions; Subs

June 8, 2017 EX-10.1

Vanguard Natural Resources, LLC

Exhibit 10.1 THIS RESTRUCTURING SUPPORT AGREEMENT IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTRINES PROTECTING THE USE OR DISCLOSURE OF CONFIDENTIAL SETTLEMENT DISCUSSIONS. THIS RESTRUCTURING SUPPORT AGREEMENT IS NOT AN OFFER WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF VOTES WITH RESPECT TO A PLAN OF REORGANIZATION. ANY SUCH OFFER OR S

June 8, 2017 EX-10.3

AMENDED AND RESTATED EQUITY COMMITMENT AGREEMENT

Exhibit 10.3 Execution Version AMENDED AND RESTATED EQUITY COMMITMENT AGREEMENT This AMENDED AND RESTATED EQUITY COMMITMENT AGREEMENT (this ?Agreement?), originally dated as of February 24, 2017, as amended and restated on May 24, 2017, is made and entered into by and among Vanguard Natural Resources, LLC, a Delaware limited liability company (the ?Company?), Fir Tree, Inc., on behalf of certain i

June 8, 2017 EX-2.1

IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION

Exhibit 2.1 Solicitation Version IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION § In re: § Chapter 11 § VANGUARD NATURAL RESOURCES, § Case No. 17-30560 (MI) LLC, et al., § § (Jointly Administered) Debtors. § § SECOND AMENDED JOINT PLAN OF REORGANIZATION OF VANGUARD NATURAL RESOURCES, LLC, ET AL., PURSUANT TO CHAPTER 11 OF THE BANKRUPTCY CODE Chris L. Dick

June 8, 2017 EX-99.1

FOR DISTRIBUTION TO HOLDERS OF VNR PREFERRED UNITS AND VNR COMMON UNITS IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION § In re: § Chapter 11 § VANGUARD NATURAL RESOURCES, § Case No. 17-30560 LLC, et al.,1 §

FOR DISTRIBUTION TO HOLDERS OF VNR PREFERRED UNITS AND VNR COMMON UNITS IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ? In re: ? Chapter 11 ? VANGUARD NATURAL RESOURCES, ? Case No.

June 8, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events, Bankruptcy or Receivership

8-K 1 form8-kdsapproval.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other juris

June 2, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 form8-kdisclosureforcodi.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or othe

June 2, 2017 EX-99.1

Vanguard Natural Resources, LLC 2017 Estimated Taxable Income/(Loss) per Common Unit by Partner Group

EX-99.1 2 exhibit9911.htm EXHIBIT 99.1 Exhibit 99.1 DISCLAIMER: The table below provides, in summary form and for illustrative purposes only, additional information regarding a range of estimated taxable income or loss, as applicable, that may be recognized by holders of common units (the “VNR Common Units”) of Vanguard Natural Resources, LLC (together with certain subsidiaries, the “Debtors”) in

May 31, 2017 EX-99.1

MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR APRIL 2017 ($ in thousands) MONT

vnraprilmor MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al .

May 31, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 form8-kaprilmor.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdi

May 24, 2017 EX-99.2

Ad Hoc Discussion Materials March 7, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTR

a030717adhocpresentation Ad Hoc Discussion Materials March 7, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTRINES PROTECTING THE USE OR DISCLOSURE OF CONFIDENTIAL SETTLEMENT DISCUSSIONS These materials have been prepared by Evercore Group L.

May 24, 2017 EX-99.4

Reserve Summary and Adjustments April 19, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR

EX-99.4 5 ex994041917presentation.htm EXHIBIT 99.4 Reserve Summary and Adjustments April 19, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTRINES PROTECTING THE USE OR DISCLOSURE OF CONFIDENTIAL SETTLEMENT DISCUSSIONS These materials h

May 24, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 form8-k031717.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdict

May 24, 2017 EX-99.1

VANGUARD NATURAL GAS, LLC SUMMARY OF PROPOSED TERMS AND CONDITIONS OF REVOLVING CREDIT FACILITY AND TERM FACILITY

Exhibit Exhibit 99.1 VANGUARD NATURAL GAS, LLC SUMMARY OF PROPOSED TERMS AND CONDITIONS OF REVOLVING CREDIT FACILITY AND TERM FACILITY This Summary of Proposed Terms and Conditions (the “ Term Sheet ”) outlines certain key terms of a proposed Amended and Restated Revolving Credit Facility and Term Loan Facility to be effective on the effective date of the Plan (as defined below). This Term Sheet i

May 24, 2017 EX-99.3

Reserve Summary and Adjustments April 7, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR D

EX-99.3 4 ex993040717presentation.htm EXHIBIT 99.3 Reserve Summary and Adjustments April 7, 2017 Prepared at the Request of Counsel Preliminary & Subject to Ongoing Review & Modification THIS PRESENTATION IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTRINES PROTECTING THE USE OR DISCLOSURE OF CONFIDENTIAL SETTLEMENT DISCUSSIONS These materials ha

May 24, 2017 8-K/A

Vanguard Natural Resources 8-K/A (Current Report/Significant Event)

Document 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 20, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdiction of incorpor

May 8, 2017 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR o TRANSITION REPOR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-33756 Vanguard

May 8, 2017 EX-10.4

PURCHASE AND SALE AGREEMENT VANGUARD OPERATING, LLC as Seller, OXY USA INC., as Buyer Dated March 20, 2017

EX-10.4 2 exhibit104psa.htm EXHIBIT 10.4 CONFIDENTIAL TREATMENT HAS BEEN REQUESTED Exhibit 10.4 Execution Version PURCHASE AND SALE AGREEMENT between VANGUARD OPERATING, LLC as Seller, and OXY USA INC., as Buyer Dated March 20, 2017 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINED TERMS 1.1 General Definitions 1 1.2 Amendment of Defined Instruments 11 ARTICLE 2 PURCHASE AND SALE; BANKRUPTCY MATTERS 2.1 Pu

May 1, 2017 EX-99.1

1 MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al . PETITION DATE: 2/1/2017 CASE NUMBER: 17-30560 DISTRICT OF TEXAS: Southern DIVISION: Houston MONTHLY OPERATING REPORT SUMMARY FOR MARCH 2017 ($ in thousands) MO

vnrmarchmorfinal 1 MOR-1 UNITED STATES BANKRUPTCY COURT CASE NAME: Vanguard Natural Resources, LLC, et al .

May 1, 2017 8-K

Vanguard Natural Resources 8-K (Current Report/Significant Event)

Document 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 1, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdiction of incorporation

April 25, 2017 10-K/A

Vanguard Natural Resources 10-K/A (Annual Report)

10-K/A 1 a201610-kaproxyinfo.htm 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Or p TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition perio

March 31, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 form8-k0217mor033017.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other

March 31, 2017 EX-99.1

Case 17-30560 Document 484 Filed in TXSB on 03/30/17 Page 1 of 1 4 /s/ Richard Robert CASE NAME: Vanguard Natural Resources, LLC, et al . CASE NUMBER: 17-30560 COMPARATIVE BALANCE SHEETS ASSETS ($ in thousands) FILING DATE MONTH MONTH MONTH MONTH MON

EX-99.1 2 ex9910217mor.htm EXHIBIT 99.1 Case 17-30560 Document 484 Filed in TXSB on 03/30/17 Page 1 of 1 4 /s/ Richard Robert CASE NAME: Vanguard Natural Resources, LLC, et al . CASE NUMBER: 17-30560 COMPARATIVE BALANCE SHEETS ASSETS ($ in thousands) FILING DATE MONTH MONTH MONTH MONTH MONTH MONTH 1-Feb-17 February-17 March-17 April-17 May-17 June-17 July-17 CURRENT ASSETS Cash 32,197.47 51,154.24

March 24, 2017 8-K

Entry into a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2017 Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other jurisdiction of incorporation) (Com

March 15, 2017 EX-99.1

EX-99.1

March 15, 2017 EX-12.1

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED UNIT DISTRIBUTIONS (in thousands, except ratios)

Exhibit 12.1 COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED UNIT DISTRIBUTIONS (in thousands, except ratios) The following table sets forth our historical consolidated ratio of earnings to fixed charges for the periods indicated: Year Ended December 31, 2016 2015 2014 2013 2012 Net income (loss) attributable to Vanguard unitholders $

March 15, 2017 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

10-K 1 vnr-20161231x10k.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 Or p TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission Fi

March 15, 2017 EX-21.1

Vanguard Natural Resources, LLC SUBSIDIARIES OF THE REGISTRANT as of December 31, 2016 Place of Percentage Entity Name Incorporation Owner(s) Ownership Vanguard Natural Gas, LLC Kentucky Vanguard Natural Resources, LLC 100 % VNR Holdings, LLC Delawar

EX-21.1 3 exhibit21-1x2016xq4x10k.htm EXHIBIT 21.1 EXHIBIT 21.1 Vanguard Natural Resources, LLC SUBSIDIARIES OF THE REGISTRANT as of December 31, 2016 Place of Percentage Entity Name Incorporation Owner(s) Ownership Vanguard Natural Gas, LLC Kentucky Vanguard Natural Resources, LLC 100 % VNR Holdings, LLC Delaware Vanguard Natural Gas, LLC 100 % Vanguard Operating, LLC Delaware Vanguard Natural Ga

March 2, 2017 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

8-K 1 form8-kbcaandeca.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 2, 2017 (February 24, 2017) Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (

March 2, 2017 EX-10.2

EQUITY COMMITMENT AGREEMENT

EXHIBIT 10.2 EQUITY COMMITMENT AGREEMENT This EQUITY COMMITMENT AGREEMENT (this ?Agreement?), dated as of February 24, 2017 is made and entered into by and among Vanguard Natural Resources, LLC, a Delaware limited liability company (the ?Company?), Fir Tree, Inc., on behalf of certain investment funds it manages (collectively, ?Fir Tree?), Wexford Capital LP, on behalf of certain investment funds

March 2, 2017 EX-10.1

BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT VANGUARD NATURAL RESOURCES, LLC THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017

EX-10.1 2 ex101-backstopcommitmentag.htm EXHIBIT 10.1 EXHIBIT 10.1 Execution Version BACKSTOP COMMITMENT AND EQUITY INVESTMENT AGREEMENT AMONG VANGUARD NATURAL RESOURCES, LLC AND THE COMMITMENT PARTIES PARTY HERETO Dated as of February 24, 2017 TABLE OF CONTENTS Page Article I DEFINITIONS 2 Section 1.1 Definitions 2 Section 1.2 Construction 16 Article II BACKSTOP COMMITMENT 17 Section 2.1 The Tran

February 9, 2017 8-K

Regulation FD Disclosure

Document 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 9, 2017 (February 8, 2017) Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other juris

February 3, 2017 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

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 3, 2017 (February 2, 2017) Vanguard Natural Resources, LLC (Exact name of registrant specified in its charter) Delaware 001-33756 61-1521161 (State or Other Jurisdiction (Com

February 2, 2017 EX-10.1

Vanguard Natural Resources, LLC

Exhibit EXHIBIT 10.1 EXECUTION VERSION THIS RESTRUCTURING SUPPORT AGREEMENT IS PROTECTED BY RULE 408 OF THE FEDERAL RULES OF EVIDENCE AND ANY OTHER APPLICABLE STATUTES OR DOCTRINES PROTECTING THE USE OR DISCLOSURE OF CONFIDENTIAL SETTLEMENT DISCUSSIONS. THIS RESTRUCTURING SUPPORT AGREEMENT IS NOT AN OFFER WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF VOTES WITH RESPECT TO A PLAN OF REORGANIZ

February 2, 2017 EX-99.2

Management Presentation January 2017 Confidential – Prepared in connection with settlement discussions Subject to FRE 408 and similar provisions 36 32 87 89 89 89 83 141 213 168 177 182 Statements made by representatives of Vanguard Natural Resources

ex992mgmtpresentation Management Presentation January 2017 Confidential – Prepared in connection with settlement discussions Subject to FRE 408 and similar provisions 36 32 87 89 89 89 83 141 213 168 177 182 Statements made by representatives of Vanguard Natural Resources, LLC during the course of this presentation that are not historical facts are forward looking statements.

February 2, 2017 EX-99.1

Vanguard Natural Resources, LLC Files for Chapter 11 Protection

Exhibit Exhibit 99.1 NEWS RELEASE Vanguard Natural Resources, LLC Files for Chapter 11 Protection Houston ? February 2, 2017 - (PR NEWSWIRE) ? Vanguard Natural Resources, LLC (NASDAQ: VNR) (together with its wholly owned subsidiaries, collectively, ?Vanguard? or the ?Company?) today announced that the Company has voluntarily filed petitions for relief under chapter 11 of the U.S. Bankruptcy Code i

February 2, 2017 EX-99.3

Exhibit 99.3 I. Pricing Sensitivity The natural gas prices and oil prices used in the management presentation were derived from the 5-year NYMEX forward strip price at December 9, 2016 (the “Base Strip Curve”). Strip as of 12/9/2016 2017 2018 2019 20

ex993cleansing8k Exhibit 99.3 I. Pricing Sensitivity The natural gas prices and oil prices used in the management presentation were derived from the 5-year NYMEX forward strip price at December 9, 2016 (the “Base Strip Curve”). Strip as of 12/9/2016 2017 2018 2019 2020 2021 Thereafter WTI $54.19 $54.94 $54.88 $55.22 $55.76 $56.44 HHUB $3.52 $3.08 $2.89 $2.90 $2.94 $2.99 To illustrate the impact of

February 2, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events, Bankruptcy or Receivership

Document 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 2, 2017 (February 1, 2017) Vanguard Natural Resources, LLC (Exact name of registrant as specified in its charter) Delaware 001-33756 61-1521161 (State or other juris

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