Rosehill Resources Inc. Announces Public Offering of Class A Common Stock
September 24 2018 - 7:04AM
Rosehill Resources Inc. (NASDAQ: ROSE, ROSEW, ROSEU) (the
“Company”) announced today that it has commenced an underwritten
public offering (the “Offering”) of 6,150,000 shares of its Class A
common stock (the “Class A Common Stock”). All of the shares of
Class A Common Stock in the Offering will be sold by the
Company. In addition, the Company expects to grant the underwriters
a 30-day option to purchase up to an additional 922,500 shares of
Class A Common Stock at the public offering price, less the
underwriting discount.
The Company intends to contribute all of the net
proceeds of the Offering to Rosehill Operating Company, LLC
(“Rosehill Operating”) in exchange for a number of units in
Rosehill Operating equal to the number of shares of Class A Common
Stock issued by the Company in the Offering. Rosehill Operating
intends to use the net proceeds to finance its development plan and
for general corporate purposes, including to fund potential future
acquisitions.
Citigroup, SunTrust Robinson Humphrey and J.P.
Morgan are acting as joint book-running managers for the Offering.
The Offering is subject to market and other conditions, and there
can be no assurance as to whether or when the Offering may be
completed, or as to the actual size or terms of the Offering.
A registration statement relating to the
Offering has been filed with the U.S. Securities and Exchange
Commission but has not yet become effective. The securities may not
be sold nor may offers to buy be accepted prior to the time the
registration statement becomes effective. This press release shall
not constitute an offer to sell or a solicitation of an offer to
buy the securities, nor shall there be any sale of the securities
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.
The Offering is being made only by means of a
prospectus that meets the requirements of Section 10 of the
Securities Act of 1933, as amended. Copies of the preliminary
prospectus relating to the Offering may be obtained, when
available, from:
Citigroup Global Markets Inc.c/o Broadridge Financial Services1155
Long Island Avenue,Edgewood, NY 11717Telephone: (800) 831-9146J.P.
Morgan Securities LLCc/o Broadridge Financial Services1155 Long
Island Avenue,Edgewood, NY 11717Attention: Prospectus
DepartmentTelephone: (866) 803-9204Email:
prospectus-eq_fi@jpmchase.com |
SunTrust
Robinson Humphrey, Inc.3333 Peachtree Road NE, 9th FloorAtlanta, GA
30326Attention: Prospectus DepartmentTelephone: (404) 926-5744Fax:
(404) 926-5464Email: strh.prospectus.com |
About Rosehill Resources
Inc.
Rosehill Resources Inc. is an oil and gas
exploration company with producing assets in Texas and New Mexico
with its investment activity focused in the Delaware Basin portion
of the Permian Basin. The Company’s strategy for growth includes
the organic development of its two core acreage areas in the
Northern Delaware Basin and the Southern Delaware Basin, as well as
focused acquisitions in the Delaware Basin.
Cautionary Statement Concerning
Forward-Looking Statements
Certain statements contained in this press
release constitute “forward-looking statements” within the meaning
of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements, including statements regarding the
intention, completion, timing and option relating to the Offering,
represent the Company’s expectations or beliefs concerning future
events. These forward-looking statements are subject to risks and
uncertainties related to market conditions and the satisfaction of
customary closing conditions related to the Offering. There can be
no assurance that the Company will be able to complete the
Offering.
Any forward-looking statement speaks only as of
the date on which it is made, and, except as required by law, the
Company does not undertake any obligation to update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. New factors emerge from time to time,
and it is not possible for the Company to predict all such factors.
When considering these forward-looking statements, you should keep
in mind the risk factors and other cautionary statements in the
Company’s periodic reports, including its annual report on Form
10-K and quarterly reports on Form 10-Q, and in the preliminary
prospectus filed with the SEC in connection with the Offering. The
risk factors and other factors noted in the Company’s prospectus
could cause its actual results to differ materially from those
contained in any forward-looking statement.
Contact Information:
Gary
C. Hanna |
Craig
Owen |
John
Crain |
Interim President and Chief Executive Officer |
Chief
Financial Officer
|
Senior Manager – Finance & Investor Relations |
281-675-3400 |
281-675-3400 |
281-675-3493 |
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