Halcón Resources Announces Closing of Operated Williston Basin Assets Sale for $1.4 Billion, Launch of Tender Offer for Up t...
September 07 2017 - 5:19PM
Halcón Resources Corporation (NYSE:HK) (“Halcón” or the “Company”)
announced today it closed the sale of its operated Williston Basin
assets for $1.4 billion in cash, subject to certain customary
closing adjustments. The effective date of the divestiture is
June 1, 2017.
The Company today also launched a tender offer to purchase for
cash up to $425 million principal amount of the outstanding
$850 million principal amount of its unsecured 6.75% Senior Notes
due 2025 (the "6.75% Notes") at 103% of par plus accrued
interest. The tender offer will expire at 5:00 p.m., New York
City time, on October 6, 2017, unless extended or earlier
terminated. The tender offer for the Notes (the “Offer”) is
being made pursuant to certain provisions of the indenture
governing the 6.75% Notes, as supplemented. The purchase of validly
tendered 6.75% Notes will be prorated in accordance with the
indenture and the procedures of DTC if the offer is
oversubscribed. This press release does not constitute an
offer to purchase securities or a solicitation of an offer to
purchase any securities, nor does it constitute an offer or
solicitation in any jurisdiction in which such offer or
solicitation is unlawful.
Halcón has also issued an irrevocable notice to redeem on
October 7, 2017 all of its outstanding 12.0% Second Lien Notes due
2022 (the “12.0% Notes”) in accordance with the terms of the
indenture governing such notes. The Company has also irrevocably
deposited with U.S. Bank National Association an amount of funds
sufficient to fund the redemption, thereby satisfying and
discharging the Company’s obligations under the 12.0% Notes.
The Notice of Redemption is being sent to all registered holders of
12.0% Notes on September 7, 2017. On or before October 7,
2017, the 12.0% Notes should be presented to U.S. Bank National
Association at the address set forth in the Notice of Redemption
for the 12.0% Notes. This press release is for informational
purposes only and shall not constitute a notice of redemption of
the 12.0% Notes or an offer to purchase, or a solicitation of an
offer to sell, any 12.0% Notes or other securities.
Finally, the Company entered into an Amended and Restated Senior
Secured Revolving Credit Agreement today with a $140 million
borrowing base. As of June 30, 2017, Halcón's liquidity was
approximately $700 million pro forma for the Williston Basin asset
sale, the closing of various non-core asset sales, the redemption
of all of the Company's 12.0% Notes outstanding, the assumed tender
of 50% of its 6.75% Notes outstanding for purchase and the assumed
exercise of the Company’s option on the northern portion of its
Monument Draw acreage. This liquidity is based on $567
million of pro forma cash on hand (after pay down of all revolving
credit facility borrowings) plus available borrowings under the
undrawn senior secured revolving credit facility. The next
borrowing base redetermination is scheduled for the spring of
2018.
About Halcón Resources
Halcón Resources Corporation is an independent energy company
engaged in the acquisition, production, exploration and development
of onshore oil and natural gas properties in the United States.
For more information contact Quentin Hicks, Senior Vice
President of Finance & Investor Relations, at 832-538-0557 or
qhicks@halconresources.com.
Forward-Looking Statements
This release may contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as
amended. Statements that are not strictly historical
statements constitute forward-looking statements and may
often, but not always, be identified by the use of such
words such as "expects", "believes", "intends", "anticipates",
"plans", "estimates", "potential", "possible", or "probable"
or statements that certain actions, events or results "may",
"will", "should", or "could" be taken, occur or be achieved.
Forward-looking statements are based on current beliefs
and expectations and involve certain assumptions or
estimates that involve various risks and uncertainties
that could cause actual results to differ materially from
those reflected in the statements. These risks include, but are not
limited to, those set forth in the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 2016 and other filings
submitted by the Company to the U.S. Securities and Exchange
Commission (SEC), copies of which may be obtained from the
SEC's website at www.sec.gov or through the Company's
website at www.halconresources.com. Readers should not
place undue reliance on any such forward-looking statements, which
are made only as of the date hereof. The Company has no
duty, and assumes no obligation, to update forward-looking
statements as a result of new information, future events
or changes in the Company's expectations.
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