Civitas Resources, Inc. Announces Pricing of Secondary Public Offering of Common Stock By An Affiliate of Canada Pension Plan Investment Board
May 15 2024 - 11:37PM
Business Wire
Civitas Resources, Inc. (NYSE: CIVI) (“Civitas” or the
“Company”) announced today the pricing of an underwritten public
offering of an aggregate of 6,956,520 shares of its common stock
(the “Offering”) by an affiliate of Canada Pension Plan Investment
Board (the “Selling Stockholder”) at a price to the public of
$73.80 per share. Civitas is not selling any shares of common stock
in the Offering and will not receive any proceeds from any sale of
shares by the Selling Stockholder. The Offering is expected to
close on May 20, 2024, subject to customary closing conditions.
BofA Securities is acting as sole underwriter for the Offering.
The underwriter may offer the shares of common stock from time to
time for sale in one or more transactions on the New York Stock
Exchange, in the over-the-counter market, through negotiated
transactions, or otherwise at market prices prevailing at the time
of sale, at prices related to prevailing market prices, or at
negotiated prices. The underwriter will have a 30-day option to
purchase up to an additional 1,043,478 shares of common stock from
the Selling Stockholder.
A registration statement relating to these securities has been
filed with the U.S. Securities and Exchange Commission (the “SEC”)
and was effective upon filing. The Offering is being made only by
means of a prospectus supplement and accompanying base prospectus.
Before investing, prospective investors should read the prospectus
supplement, the accompanying base prospectus, and the documents
incorporated by reference therein for more complete information
about the Company and the Offering. Copies of the preliminary
prospectus supplement and accompanying base prospectus relating to
the Offering, as well as copies of the final prospectus supplement
once available, may be obtained from BofA Securities,
NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001,
Attention: Prospectus Department or by email at
dg.prospectus_requests@bofa.com.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any securities, nor shall there be
any sale of any 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.
About Civitas
Civitas Resources, Inc. is an independent, domestic oil and gas
producer focused on development of its premier assets in the
Denver-Julesburg (“DJ”) and Permian Basins. Civitas has a proven
business model combining capital discipline, a strong balance
sheet, cash flow generation and sustainable cash returns to
shareholders. Civitas employs leading ESG practices and is
Colorado’s first carbon neutral oil and gas producer.
Forward-Looking Statements and Cautionary Statements
Certain statements in this press release, including those that
express belief, expectation, or intention, are “forward-looking”
statements based on assumptions currently believed to be valid.
Forward-looking statements are all statements other than statements
of historical facts. The words “anticipate,” “believe,” “ensure,”
“expect,” “if,” “intend,” “estimate,” “probable,” “project,”
“forecasts,” “predict,” “outlook,” “aim,” “will,” “could,”
“should,” “would,” “potential,” “may,” “might,” “anticipate,”
“likely,” “plan,” “positioned,” “strategy,” and similar expressions
or other words of similar meaning, and the negatives thereof, are
intended to identify forward-looking statements. Specific
forward-looking statements include statements regarding the
Company’s plans and expectations with respect to the Offering,
including the expected closing of the Offering. The forward-looking
statements are intended to be subject to the safe harbor provided
by Section 27A of the Securities Act, Section 21E of the Securities
Exchange Act of 1934, and the Private Securities Litigation Reform
Act of 1995.
The Company cautions investors that any forward-looking
statements are subject to known and unknown risks and
uncertainties, many of which are outside the Company’s control, and
which may cause actual results and future trends to differ
materially from those matters expressed in, or implied or projected
by, such forward-looking statements, which speak only as of the
date they are made. Investors are cautioned not to place undue
reliance on these forward-looking statements. Risks and
uncertainties that could cause actual results to differ from those
described in forward-looking statements include, without
limitation, Civitas’ future financial condition, results of
operations, strategy and plans; changes in capital markets and the
ability of Civitas to finance operations in the manner expected;
the effects of commodity prices; the risks of oil and gas
activities; and the fact that operating costs and business
disruption may be greater than expected.
Additional information concerning other factors that could cause
results to differ materially from those described above can be
found under Item 1A. “Risk Factors” and “Management’s Discussion
and Analysis” sections in the Company’s Annual Report on Form 10-K
for the year ended December 31, 2023, subsequently filed Quarterly
Reports on Form 10-Q, Current Reports on Form 8-K, and other
filings made with the SEC, each of which is on file with the
SEC.
All forward-looking statements speak only as of the date they
are made and are based on information available at the time they
were made. The Company assumes no obligation to update
forward-looking statements to reflect circumstances or events that
occur after the date the forward-looking statements were made or to
reflect the occurrence of unanticipated events except as required
by federal securities laws. As forward-looking statements involve
significant risks and uncertainties, caution should be exercised
against placing undue reliance on such statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240515422106/en/
Investor Relations: Brad Whitmarsh, 832.736.8909,
bwhitmarsh@civiresources.com Kara English, 303.312.8790,
kenglish@civiresources.com
Media: Rich Coolidge, info@civiresources.com
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