Exhibit 3.3
CERTIFICATE OF CONVERSION
OF
goodrich petroleum corporation
TO
PALOMA NATURAL GAS HOLDINGS, LLC
The undersigned hereby files this Certificate of Conversion pursuant to Section 18-214 of the Delaware Limited Liability Company Act and Section 266 of the Delaware General Corporation Law and hereby certifies as follows:
| 1. | Goodrich Petroleum Corporation (the “Corporation”) was first incorporated in the State of Delaware on November 2, 2021, and its jurisdiction of incorporation immediately prior to its conversion to a limited liability company is the State of Delaware. |
| 2. | The name and type of entity of the Corporation immediately prior to the filing of this Certificate of Conversion is Goodrich Petroleum Corporation, a Delaware corporation. |
| 3. | The name of the Delaware limited liability company into which the Corporation is being converted as set forth in its certificate of formation filed in accordance with Section 18-214(b) of the Delaware Limited Liability Company Act is Paloma Natural Gas Holdings, LLC. |
| 4. | This Certificate of Conversion will be effective at 11:59 p.m. New York City time on December 23, 2021. |
[Signature page follows.]
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Conversion as of December 23, 2021.
| SOLE STOCKHOLDER: | ||
| PALOMA PARTNERS VI HOLDINGS, LLC | ||
| By: | /s/ Christopher N. O’Sullivan | |
| Name: | Christopher N. O’Sullivan | |
| Title: | President | |
Signature Page to
Certificate of Conversion of
Goodrich Petroleum Corporation to
paloma Natural Gas Holdings, LLC
