Contract

Exhibit 4.3

SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of September 9, 2024, by and among Crescent Energy Finance LLC, a Delaware limited liability company (the “Issuer”), the Guarantors party hereto (the “Guarantors”) and U.S. Bank Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
W I T N E S S E T H
WHEREAS, each of the Issuer and the Guarantors (as defined in the Indenture referred to below) has heretofore executed and delivered to the Trustee an indenture, dated as of June 14, 2024 (the “Base Indenture”), providing for the issuance of 7.375% Senior Notes due 2033 (the “Existing 2033 Notes”), as supplemented by the first supplemental indenture, dated as of September 3, 2024 (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”);
WHEREAS, Section 2.01(d) of the Indenture provides that Additional Notes ranking pari passu with the Existing 2033 Notes may be created and issued from time to time by the Issuer (subject to the Issuer’s compliance with Section 4.09 of the Indenture) without notice to or consent of the Holders and shall be consolidated with and form a single class with the Existing 2033 Notes and shall have the same terms as to status, redemption or otherwise as the Existing 2033 Notes; and
WHEREAS, the Issuer and the Guarantors desire to execute and deliver this Second Supplemental Indenture for the purpose of issuing $250,000,000 in aggregate principal amount of additional notes, having terms substantially identical in all material respects to the Existing 2033 Notes (the “Additional Notes” and, together with the Existing 2033 Notes, the “Notes”); and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Second Supplemental Indenture.
NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:
(1)    Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
(2)    Additional Notes. As of the date hereof, the Issuer will issue, and the Trustee is directed to authenticate and deliver, the Additional Notes under the Indenture having the same terms as the Existing 2033 Notes. The Existing 2033 Notes and the Additional Notes shall be treated as a single class for all purposes under the Indenture. Copies of the Global Notes representing the Additional Notes are attached hereto as Exhibit A.
(3)    Governing Law. THIS SECOND SUPPLEMENTAL INDENTURE WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
(4)    Counterparts. The parties may sign any number of copies of this Second Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. This Second Supplemental Indenture may be executed in multiple counterparts, which, when taken together, shall constitute one instrument. The exchange of copies of this Second Supplemental Indenture and of signature pages by facsimile or electronic (by ‘.pdf’ or other format) transmissions shall constitute effective execution and delivery of this Second Supplemental Indenture as to the parties hereto and may be used in lieu of the original Second Supplemental Indenture for all


purposes. Signatures of the parties hereto transmitted by facsimile or electronically (by ‘.pdf’ or other format) shall be deemed to be their original signatures for all purposes.
(5)    Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof.
(6)    The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Second Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Issuer and the Guarantors.
(7)    Continued Effect. Except as expressly supplemented and amended by this Second Supplemental Indenture, the Indenture shall continue in full force and effect in accordance with the provisions thereof, and the Indenture (as supplemented and amended by this Second Supplemental Indenture) is in all respects hereby ratified and confirmed. This Second Supplemental Indenture and all the terms and conditions of this Second Supplemental Indenture, with respect to the Notes, shall be and be deemed to be part of the terms and conditions of the Indenture for any and all purposes.
The remainder of this page is intentionally left blank.


IN WITNESS WHEREOF, the parties hereto have caused this Second Supplemental Indenture to be duly executed, all as of the date first above written.
CRESCENT ENERGY FINANCE LLC, as Company
By:Crescent Energy OpCo LLC, its sole member
By: Crescent Energy Company, its managing member
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer
INDEPENDENCE MINERALS HOLDINGS LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
INDEPENDENCE MINERALS GP LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
INDEPENDENCE MINERALS L.P., as Guarantor
By: Independence Minerals GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
[Second Supplemental Indenture Signature Page]

Title: Vice President
INDEPENDENCE UPSTREAM HOLDINGS GP LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
INDEPENDENCE UPSTREAM HOLDINGS L.P., as Guarantor
By: Independence Upstream Holdings GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
INDEPENDENCE UPSTREAM GP LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President
INDEPENDENCE UPSTREAM L.P., as Guarantor
By: Independence Upstream GP LLC, its general partner
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President
COLT ADMIRAL A HOLDING GP LLC, as Guarantor
[Second Supplemental Indenture Signature Page]

By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
COLT ADMIRAL A HOLDING L.P., as Guarantor
By: Colt Admiral A Holding GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
TITAN ENERGY HOLDINGS L.P., as Guarantor
By: Colt Admiral A Holding GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
EIGF MINERALS GP LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
EIGF MINERALS L.P., as Guarantor
By: EIGF MINERALS GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
[Second Supplemental Indenture Signature Page]

IE BUFFALO HOLDINGS LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
JAVELIN EF GP LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN EF L.P., as Guarantor
By: Javelin EF GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN PALO VERDE GP LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN PALO VERDE L.P., as Guarantor
By: Javelin Palo Verde GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN PALO VERDE AGGREGATOR L.P., as Guarantor
By: Javelin EFA GP LLC, its general partner
[Second Supplemental Indenture Signature Page]

By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN EFA GP LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN EF AGGREGATOR L.P., as Guarantor
By: Javelin EFA GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN OIL & GAS LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN EFA HOLDINGS LLC, as Guarantor
By: Javelin Oil & Gas LLC, its sole member
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
JAVELIN MARKETING, LLC, as Guarantor
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
[Second Supplemental Indenture Signature Page]

Title: Authorized Person
SPRINGFIELD GS HOLDINGS LLC, as Guarantor
By: Javelin EF L.P., its sole member
By: Javelin EF GP LLC, its general partner
By:/s/▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Authorized Person
VINE ROYALTY GP LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
VINE ROYALTY L.P., as Guarantor
By: Vine Royalty GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
CONTANGO CRESCENT ▇▇▇▇▇ LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
▇▇▇▇▇ ACQUISITION LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
[Second Supplemental Indenture Signature Page]

CMP LEGACY CO. LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President, Finance
DMA ROYALTY INVESTMENTS L.P., as Guarantor
By: Independence Minerals GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
FALCON HOLDING L.P., as Guarantor
By: Independence Minerals GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
MINERAL ACQUISITION COMPANY I, L.P., as Guarantor
By: Independence Minerals GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
[Second Supplemental Indenture Signature Page]

NEWARK HOLDING AGENT CORP, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Authorized Person
IE L MERGER SUB LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
CONTANGO RESOURCES, LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
CONTANGO MIDSTREAM COMPANY, LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
CONTARO COMPANY, LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
CONTARO ALTA INVESTMENTS, LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
[Second Supplemental Indenture Signature Page]

Name: ▇▇▇▇ ▇▇▇▇
CONTARO ALTA INVESTMENTS, LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
CONTANGO AGENTCO ONSHORE, INC., as Guarantor
By:/s/▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, III
Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, III
Title: General Counsel
FOURPASS ENERGY LLC, as Guarantor
By: Crescent Energy Finance LLC, its sole member
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Chief Accounting Officer
CMP VENTURECO. LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President, Finance
CONTANGO CRESCENT VENTURECO I LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
[Second Supplemental Indenture Signature Page]

Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
IE BUFFALO MINERALS LLC, as Guarantor
By: IE Buffalo Holdings, LLC, its managing member
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Senior Vice President
NEWARK C-I HOLDING L.P., as Guarantor
By: Javelin EFA GP LLC
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
NEWARK ACQUISITION GP I LLC, as Guarantor
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
NEWARK ACQUISITION I L.P., as Guarantor
By: Newark Acquisition GP I LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
▇▇▇▇▇ HOLDING GP LLC, as Guarantor
[Second Supplemental Indenture Signature Page]

By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
▇▇▇▇▇ C-1 HOLDING L.P., as Guarantor
By: ▇▇▇▇▇ Holding GP LLC, its general partner
By:/s/▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇
Title: Vice President
BRIDGE ENERGY HOLDINGS LLC, as Guarantor
By:/s/▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
Title: President
BRIDGE ENERGY LLC, as Guarantor
By: Bridge Energy Holdings LLC, its sole member
By:/s/▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇
Title: President
▇▇▇▇▇ C-1 HOLDING AGENT CORP., as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: President
CRESCENT CONVENTIONAL LLC, as Guarantor
By:/s/▇▇▇▇ ▇▇▇▇
[Second Supplemental Indenture Signature Page]

Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President, Finance
MADDEN ASSETCO LLC, as Guarantor
By: Contango Crescent VentureCo I LLC, its sole member
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
MADDEN AGENTCO INC., as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
JAVELIN VENTURECO, LLC, as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President, Finance
CRESCENT UINTA, LLC (F/K/A JAVELIN UINTA, LLC), as Guarantor
By: Javelin VentureCo, LLC, its sole member
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Vice President, Finance
ARTEMIS MERGER SUB II LLC, as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
[Second Supplemental Indenture Signature Page]

SILVERBOW AGENTCO INC., as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
SILVERBOW RESOURCES OPERATING,
LLC, as Guarantor
By:/s/ ▇▇▇▇ ▇▇▇▇
Name: ▇▇▇▇ ▇▇▇▇
Title: Senior Vice President
[Second Supplemental Indenture Signature Page]

U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,
as Trustee
By:/s/▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Name:▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title:Vice President
[Second Supplemental Indenture Signature Page]



Document Metadata

Filed: September 9th, 2024