Swift Energy Operating, LLC entered into a nonbinding proposal to acquire Substantially All of the Assets of Sundance Energy, Inc. for approximately $400 million on August 6, 2020. Swift Energy Operating, LLC entered into a definitive agreement to acquire Substantially All of the Assets of Sundance Energy, Inc. for approximately $400 million on April 13, 2022. The aggregate purchase price of approximately $354 million consists of $225 million in cash, subject to customary closing adjustments, and 4.1 million shares of SilverBow common stock valued at $129 million based on its 30-day volume weighted average price as of April 8, 2022. Up to an additional $15 million dollars of contingent payments may be payable to Sundance based upon future commodity prices. In addition to customary closing adjustments, SilverBow will benefit from a $16.5 million downward adjustment to cash consideration at close related to the assumption of Sundance's existing hedge book. SilverBow intends to fund the cash portion of the consideration, fees and expenses with cash on hand and borrowings under its revolving credit facility. SilverBow plan to finance the Transaction by upsizing its second lien notes purchase agreement by $100 million and upsizing its RBL credit facility to approximately $600 million in connection with the upcoming borrowing base redetermination. On March 11, 2021, Sundance filed for bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code. The Sundance transaction has been unanimously approved by the Boards of Directors of both companies. The closing of the transaction is subject to SilverBow shareholder approval and satisfaction or waiver of customary closing conditions. Sellers and Buyer Parties must first obtain the necessary approvals and the completion of the Transaction is subject to approval for listing of the shares of Common Stock to be issued in the Transaction on the NYSE, subject to official notice of issuance. The transaction is expected to close in the third quarter of 2022. As of April, 27, 2022, it is anticipated that the transaction will be completed in June or July of 2022. Barclays Capital Inc. acted as financial advisor to SilverBow Resources, Inc. Piper Sandler & Co. and TD Securities (USA) LLC acted as financial advisors to Sundance Energy Inc. Anthony Speier of Kirkland & Ellis LLP acted as legal advisor Sundance Energy Inc. SilverBow has retained Alliance Advisors, LLC to act as a proxy solicitor in conjunction with the Special Meeting and to perform proxy watch services which includes monitoring and reporting on voting for the Special Meeting. SilverBow has agreed to pay this firm between $7,500 to $9,500, plus reasonable out-of-pocket expenses, for such proxy solicitation and watch services. Barclays Capital Inc. acted as financial advisor to SilverBow. Stephen Olson of Gibson, Dunn & Crutcher LLP serve as counsel to SilverBow in connection with the Transaction. Sullivan & Cromwell LLP acted as legal advisor to Sundance Energy Inc.

As on May 9, 2022, SilverBow scheduled a Special Meeting which will be held on June 21, 2022, the purpose of the Special Meeting is to consider and vote on the Share Issuance Proposal. Upon closing of the transaction, the SilverBow Board and executive management will remain unchanged. Both buyer and seller have 1% termination fee of the total purchase price.

Swift Energy Operating, LLC completed the acquisition of Substantially All of the Assets of Sundance Energy, Inc. on July 5, 2022.