Sec Form 13G Filing - Warburg Pincus Private Equity (E&P) XI-A L.P. filing for EARTHSTONE ENERGY INC (ESTE) - 2023-02-14

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

  Names of Reporting Persons

  Warburg Pincus Private Equity (E&P) XI-A, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,039,611

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,039,611

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,039,611

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.99%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock, $0.001 par value per share (“Class A Common Stock”) of Earthstone Energy, Inc., a Delaware corporation (the “Issuer), issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q, filed on November 2, 2022 (the “Form 10-Q”). This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock, $0.001 par value per share (“Class B Common Stock”) issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of Earthstone Energy Holdings, LLC, a Delaware limited liability company (“EEH), are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XI (E&P) Partners–A, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  79,937

  Sole Dispositive Power

  0

  Shared Dispositive Power

  79,937

   Aggregate Amount Beneficially Owned by Each Reporting Person

  79,937

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.08%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP IRH Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,012,822

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,012,822

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,012,822

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.96%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XI (E&P) Partners-B IRH, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  28,086

  Sole Dispositive Power

  0

  Shared Dispositive Power

  28,086

   Aggregate Amount Beneficially Owned by Each Reporting Person

  28,086

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.03%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XI (E&P) Partners-B, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  28,086

  Sole Dispositive Power

  0

  Shared Dispositive Power

  28,086

   Aggregate Amount Beneficially Owned by Each Reporting Person

  28,086

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.03%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) XI, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  2,132,370

  Sole Dispositive Power

  0

  Shared Dispositive Power

  2,132,370

   Aggregate Amount Beneficially Owned by Each Reporting Person

  2,132,370

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  2.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) XI LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  2,132,370

  Sole Dispositive Power

  0

  Shared Dispositive Power

  2,132,370

   Aggregate Amount Beneficially Owned by Each Reporting Person

  2,132,370

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  2.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Partners (E&P) XI LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  2,132,370

  Sole Dispositive Power

  0

  Shared Dispositive Power

  2,132,370

   Aggregate Amount Beneficially Owned by Each Reporting Person

  2,132,370

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  2.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO (Limited Liability Company)

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP Energy IRH Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,556,826

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,556,826

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,556,826

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  1.48%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP Energy Partners IRH Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  127,467

  Sole Dispositive Power

  0

  Shared Dispositive Power

  127,467

   Aggregate Amount Beneficially Owned by Each Reporting Person

  127,467

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.12%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Energy (E&P) Partners-B IRH, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  49,690

  Sole Dispositive Power

  0

  Shared Dispositive Power

  49,690

   Aggregate Amount Beneficially Owned by Each Reporting Person

  49,690

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.05%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Energy (E&P) Partners-B, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  86,502

  Sole Dispositive Power

  0

  Shared Dispositive Power

  86,502

   Aggregate Amount Beneficially Owned by Each Reporting Person

  86,502

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.08%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Energy (E&P) Partners–A, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  256,498

  Sole Dispositive Power

  0

  Shared Dispositive Power

  256,498

   Aggregate Amount Beneficially Owned by Each Reporting Person

  256,498

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.24%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Energy (E&P)–A, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  4,246,874

  Sole Dispositive Power

  0

  Shared Dispositive Power

  4,246,874

   Aggregate Amount Beneficially Owned by Each Reporting Person

  4,246,874

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  4.03%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Energy (E&P) Partners-B Chisholm, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

   Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  36,812

  Sole Dispositive Power

  0

  Shared Dispositive Power

  36,812

   Aggregate Amount Beneficially Owned by Each Reporting Person

  36,812

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.03%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reporte d in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP Energy Chisholm Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,153,322

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,153,322

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,153,322

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  1.09%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP Energy Partners Chisholm Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  94,429

  Sole Dispositive Power

  0

  Shared Dispositive Power

  94,429

   Aggregate Amount Beneficially Owned by Each Reporting Person

  94,429

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.09%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Private Equity (E&P) XII (A), L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,169,806

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,169,806

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,169,806

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  1.11%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP XII Chisholm Holdings, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  1,668,972

  Sole Dispositive Power

  0

  Shared Dispositive Power

  1,668,972

   Aggregate Amount Beneficially Owned by Each Reporting Person

  1,668,972

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  1.58%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XII (E&P) Partners-2 Chisholm, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  18,310

  Sole Dispositive Power

  0

  Shared Dispositive Power

  18,310

   Aggregate Amount Beneficially Owned by Each Reporting Person

  18,310

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Private Equity (E&P) XII-D (A), L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  28,073

  Sole Dispositive Power

  0

  Shared Dispositive Power

  28,073

   Aggregate Amount Beneficially Owned by Each Reporting Person

  28,073

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.03%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Private Equity (E&P) XII-E (A), L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  42,477

  Sole Dispositive Power

  0

  Shared Dispositive Power

  42,477

   Aggregate Amount Beneficially Owned by Each Reporting Person

  42,477

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.04%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XII (E&P) Partners-1, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  196,861

  Sole Dispositive Power

  0

  Shared Dispositive Power

  196,861

   Aggregate Amount Beneficially Owned by Each Reporting Person

  196,861

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.19%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  WP XII (E&P) Partners (A), L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐     &#x A0;  (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  76,504

  Sole Dispositive Power

  0

  Shared Dispositive Power

  76,504

   Aggregate Amount Beneficially Owned by Each Reporting Person

  76,504

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.07%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus XII (E&P) Partners-2, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  18,310

  Sole Dispositive Power

  0

  Shared Dispositive Power

  18,310

   Aggregate Amount Beneficially Owned by Each Reporting Person

  18,310

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  0.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) XII, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  3,182,693

  Sole Dispositive Power

  0

  Shared Dispositive Power

  3,182,693

   Aggregate Amount Beneficially Owned by Each Reporting Person

  3,182,693

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  3.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) XII LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  3,182,693

  Sole Dispositive Power

  0

  Shared Dispositive Power

  3,182,693

   Aggregate Amount Beneficially Owned by Each Reporting Person

  3,182,693

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  3.02%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) Energy GP, L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  7,521,918

  Sole Dispositive Power

  0

  Shared Dispositive Power

  7,521,918

   Aggregate Amount Beneficially Owned by Each Reporting Person

  7,521,918

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  7.14%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus (E&P) Energy LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  7,521,918

  Sole Dispositive Power

  0

  Shared Dispositive Power

  7,521,918

   Aggregate Amount Beneficially Owned by Each Reporting Person

  7,521,918

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  7.14%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus Partners II (US), L.P.

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  Delaware

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  12,883,377

  Sole Dispositive Power

  0

  Shared Dispositive Power

  12,883,377

   Aggregate Amount Beneficially Owned by Each Reporting Person

  12,883,377

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  12.22%⁽¹⁾

  Type of Reporting Person (See Instructions)

  PN

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus & Company US, LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  New York

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  12,883,377

  Sole Dispositive Power

  0

  Shared Dispositive Power

  12,883,377

   Aggregate Amount Beneficially Owned by Each Reporting Person

  12,883,377

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  12.22%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

  Names of Reporting Persons

  Warburg Pincus LLC

  Check The Appropriate Box if a Member of a Group (See Instructions)

  (a)  ☐        (b)  ☐

  SEC Use Only

  Citizenship or Place of Organization

  New York

Number of

Shares

 Beneficially 

Owned By

Each

Reporting

Person

With

  Sole Voting Power

  0

  Shared Voting Power

  12,883,377

  Sole Dispositive Power

  0

  Shared Dispositive Power

  12,883,377

   Aggregate Amount Beneficially Owned by Each Reporting Person

  12,883,377

  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)

  ☐

  Percent of Class Represented by Amount in Row (9)

  12.22%⁽¹⁾

  Type of Reporting Person (See Instructions)

  OO

This calculation is based on a total of 105,416,926 shares of Class A Common Stock of the Issuer, issued and outstanding as of October 27, 2022 as reported in the Issuer’s Form 10-Q. This calculation excludes 34,261,641 shares of the Issuer’s Class B Common Stock issued and outstanding as of October 27, 2022 as reported in the Form 10-Q, which outstanding shares of Class B Common Stock (none of which are held by the Reporting Persons), together with an equivalent number of membership units of EEH, are exchangeable by the holders thereof for shares of Class A Common Stock on a one-for-one basis.

1400 Woodloch Forest Drive, Suite 300

The Woodlands, Texas 77380

This Schedule 13G is filed by the entities and persons listed below, all of whom together are referred to herein as the “Reporting Persons”:

1.  Warburg Pincus Private Equity (E&P) XI – A, L.P. (“WP E&P XI A”)

2.  Warburg Pincus XI (E&P) Partners – A, L.P. (“WP XI E&P Partners A”)

3.  WP IRH Holdings, L.P. (“WP IRH Holdings”)

4.  Warburg Pincus XI (E&P) Partners-B IRH, LLC (“WP XI E&P Partners B IRH”)

5.  Warburg Pincus XI (E&P) Partners – B, L.P. (“WP XI E&P Partners B”)

6.  Warburg Pincus (E&P) XI, L.P. (“WP XI E&P GP”)

7.  Warburg Pincus (E&P) XI LLC (“WP XI E&P GP LLC”)

8.  Warburg Pincus Partners (E&P) XI LLC (“WPP E&P XI”)

9.  WP Energy IRH Holdings, L.P. (“WPE IRH Holdings”)

10.  WP Energy Partners IRH Holdings, L.P. (“WPE Partners IRH Holdings”)

11.  Warburg Pincus Energy (E&P) Partners-B IRH, LLC (“WPE E&P Partners B IRH”)

12.  Warburg Pincus Energy (E&P) Partners-B, L.P. (“WPE E&P Partners B”)

13.  Warburg Pincus Energy (E&P) Partners-A, L.P. (“WPE E&P Partners A”)

14.  Warburg Pincus Energy (E&P)-A, L.P. (“WPE E&P A”)

15.  Warburg Pincus Energy (E&P) Partners-B Chisholm, LLC (“WPE E&P Partners B Chisholm”)

16.  WP Energy Chisholm Holdings, L.P. (“WPE Chisholm Holdings”)

17.  WP Energy Partners Chisholm Holdings, L.P. (“WPEP Chisholm Holdings”)

18.  Warburg Pincus Private Equity (E&P) XII (A), L.P. (“WP PE E&P XII”)

19.  WP XII Chisholm Holdings, L.P. (“WP XII Chisholm Holdings”)

20.  Warburg Pincus XII (E&P) Partners-2 Chisholm, LLC (“WP XII E&P Partners 2 Chisholm”)

21.  Warburg Pincus Private Equity (E&P) XII-D (A), L.P. (“WP PE E&P XII D”)

22.  Warburg Pincus Private Equity (E&P) XII-E (A), L.P. (“WP PE E&P XII E”)

23.  Warburg Pincus XII (E&P) Partners-1, L.P. (“WP XII E&P Partners 1”)

24.  WP XII (E&P) Partners (A), L.P. (“WP XII E&P Partners A”)

25.  Warburg Pincus XII (E&P) Partners-2, L.P. (“WP XII E&P Partners 2”)

26.  Warburg Pincus (E&P) XII, L.P. (“WP E&P XII”)

27.  Warburg Pincus (E&P) XII LLC (“WP E&P XII LLC”)

28.  Warburg Pincus (E&P) Energy GP, L.P. (“WPE E&P GP”)

29.  Warburg Pincus (E&P) Energy LLC (“WPE E&P GP LLC”)

30.  Warburg Pincus Partners II (US), L.P. (“WPP II US”)

31.  Warburg Pincus & Company US, LLC (“WP & Co. US LLC”)

32.  Warburg Pincus LLC (“WP LLC”)

Each of the Reporting Persons, except for WP & Co. US LLC and WP LLC, is organized under the laws of the state of Delaware. WP & Co. US LLC and WP LLC are organized under the laws of the state of New York.

WPE E&P Partners B is the managing member of WPE E&P Partners B Chisholm and the general partner of WPE E&P Partners B IRH. WP E&P GP is the general partner of WPE E&P A, WPE E&P Partners A, WPE E&P Partners B, WPE IRH Holdings, WPE Partners IRH Holdings, WPE Chisholm Holdings and WPEP Chisholm Holdings. WPE E&P GP LLC is the general partner of WPE E&P GP. WP XI E&P Partners B is the general partner of WP XI E&P Partners B IRH. WP XI E&P GP is the general partner of WP E&P XI A, WP XI

Ownership.

(a)   Amount beneficially owned:

See response to Item 9 on each cover page.

(b)  Percent of Class:

See response to Item 11 on each cover page.

(c)   Number of shares as to which the Reporting Person has:

(i) Sole power to vote or to direct the vote:

See responses to Item 5 on each cover page.

(ii)  Shared power to vote or to direct the vote:

See responses to Item 6 on each cover page.

(iii)  Sole power to dispose or to direct the disposition of:

See responses to Item 7 on each cover page.

(iv) Shared power to dispose or to direct the disposition of:

See responses to Item 8 on each cover page.

The reported securities are held as follows:

•  1,039,611 shares held of record by, or for the benefit of, WP E&P XI A,

•  79,937 shares held of record by, or for the benefit of, WP XI E&P Partners A,

•  1,012,822 shares held of record by, or for the benefit of, WP IRH Holdings,

•  28,086 shares held of record by, or for the benefit of, WP XI E&P Partners B IRH,

•  1,556,826 shares held of record by, or for the benefit of, WPE IRH Holdings,

•  127,467 shares held of record by, or for the benefit of, WPE Partners IRH Holdings

•  49,690 shares held of record by, or for the benefit of, WPE E&P Partners B IRH,

•  256,498 shares held of record by, or for the benefit of, WPE E&P Partners A,

•  4,246,874 shares held of record by, or for the benefit of, WPE E&P A,

•  1,153,322 shares held of record by, or for the benefit of, WPE Chisholm Holdings,

•  94,429 shares held of record by, or for the benefit of, WPEP Chisholm Holdings,

•  36,812 shares held of record by, or for the benefit of, WPE E&P Partners B Chisholm,

•  1,169,806 shares held of record by, or for the benefit of, WP PE E&P XII,

•  1,668,972 shares held of record by, or for the benefit of, WP XII Chisholm Holdings,

•  18,310 shares held of record by, or for the benefit of, WP XII E&P Partners 2 Chisholm,

•  28,073 shares held of record by, or for the benefit of, WP PE E&P XII D,

•  42,477 shares held of record by, or for the benefit of, WP PE E&P XII E,

•  76,504 shares held of record by, or for the benefit of, WP XII E&P Partners A

•  196,861 shares held of record by, or for the benefit of, WP XII E&P Partners 1

Because of the relationships among and control with respect to the Reporting Persons as described in Item 2(a) hereof, each such Reporting Person may be deemed to have voting or dispositive power over Shares beneficially owned directly or indirectly by entities for which such Reporting Person serves as a managing member, general partner or registered investment adviser.

The filing of this Statement shall not be construed as an admission that the Reporting Persons or any of the aforementioned entities is, for the purpose of Section 13(d) or 13(g) of the Exchange Act, the beneficial owner of any securities covered by this Statement.

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

Title:

Authorized Signatory

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

WP ENERGY PARTNERS CHISHOLM

HOLDINGS, L.P.

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

WARBURG PINCUS XII (E&P) PARTNERS-2

CHISHOLM, LLC

/s/ Robert B. Knauss

/s/ Robert B. Knauss

WARBURG PINCUS PRIVATE EQUITY (E&P)

XII-E (A), L.P.

/s/ Robert B. Knauss

/s/ Robert B. Knauss

WARBURG PINCUS XII (E&P) PARTNERS-1,

L.P.

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss

/s/ Robert B. Knauss