GREP GP III, LLC → Granite Ridge Resources, Inc. GRNT

Business Combination Agreement Pursuant to that certain Business Combination Agreement, dated May 16, 2022 (the "Business Combination Agreement"), by and among the Company, Executive Network Partnering Corporation, a Delaware corporation ("ENPC"), GREP Holdings, GREP Merger Sub, and ENPC Merger Sub, Inc., a Delaware corporation, among other things, the Fund III Holdcos contributed certain oil and gas assets to GREP Holdings in exchange for membership interests therein. At the closing of the transactions contemplated by the Business Combination Agreement, among other things, the Fund III Holdcos were issued certain of the shares of Common Stock reported by this Schedule 13D. Registration Rights Agreement In connection with the Business Combination Agreement, the Company entered into a Registration Rights and Lock-Up Agreement (the "RRA") with certain former stockholders of ENPC and the Existing GREP Members (as defined below) with respect to the shares of Common Stock that were issued as consideration under the Business Combination Agreement. The RRA provides certain demand rights and piggyback rights to the parties, subject to certain specified underwriter cutbacks and issuer blackout periods. The Company will bear all costs and expenses incurred in connection with the resale shelf registration statement, any demand registration statement, any underwritten takedown, any block trade, any piggyback registration statement and all expenses incurred in performing or complying with its other obligations under the RRA, whether or not the registration statement becomes effective. Except as set forth in this Schedule 13D, the Filing Parties do not have any plan or proposal that would relate to, or result in, any of the following matters: (a) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer(greek question mark) (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries(greek question mark) (c) A sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries(greek question mark) (d) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board(greek question mark) (e) Any material change in the present capitalization or dividend policy of the Issuer(greek question mark) (f) Any other material change in the Issuer's business or corporate structure(greek question mark) (g) Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person(greek question mark) (h) Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association(greek question mark) (i) A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934(greek question mark) or (j) Any action similar to any of those enumerated above. Each of the Filing Parties reserve the right to propose or participate in future transactions which may result in one or more of the above listed actions, including but not limited to, an extraordinary corporate transaction, such as a merger, reorganization or liquidation, sale of a material amount of assets of the Issuer or its subsidiaries, or other transactions which might have the effect of causing the Common Stock to become eligible for termination of registration under Section 12(g) of the Act. The Filing Parties also retain the right to change their investment intent at any time, to acquire additional shares of Common Stock or other securities of the Issuer from time to time, or to sell or otherwise dispose of all or part of the Common Stock beneficially owned by them (or any shares of Common Stock into which such securities are converted) in any manner permitted by law. The Filing Parties may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein.