Crescent Energy Announces Offering of $700 Million Private Placement of Senior Notes Due 2032
March 19 2024 - 7:41AM
Business Wire
Crescent Energy Company (NYSE: CRGY) (“we” or “our”) announced
today that, subject to market conditions, its indirect subsidiary
Crescent Energy Finance LLC (the “Issuer”) intends to offer for
sale in a private placement pursuant to Rule 144A and Regulation S
under the Securities Act of 1933, as amended (the “Securities
Act”), to eligible purchasers $700 million aggregate principal
amount of Senior Notes due 2032 (the “Notes”). The Notes will be
guaranteed on a senior unsecured basis by all of the Issuer’s
subsidiaries that guarantee the Issuer’s existing notes and the
indebtedness under its revolving credit facility (the “revolving
credit facility”).
The Issuer intends to use net proceeds from this offering,
together with additional borrowings under the revolving credit
facility, to purchase for cash any and all of the Issuer’s
outstanding 7.250% Senior Notes due 2026 (the “2026 Notes”),
pursuant to the tender offer that commenced concurrently with the
offering of the Notes (the “Tender Offer”), and to the extent any
2026 Notes remain outstanding after the Tender Offer, to fund the
full redemption of any 2026 Notes not purchased in the Tender Offer
(the “Redemption”). The Tender Offer and the Redemption are each
conditioned on the consummation of this offering.
The Notes and the related guarantees have not been registered
under the Securities Act, or any state securities laws, and, unless
so registered, the Notes and the guarantees may not be offered or
sold in the United States except pursuant to an exemption from, or
in a transaction not subject to, the registration requirements of
the Securities Act and applicable state securities laws. The Issuer
plans to offer and sell the Notes only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act and to persons outside the United States
pursuant to Regulation S under the Securities Act.
This communication shall not constitute an offer to sell, or the
solicitation of an offer to buy, the securities described herein,
nor shall there be any sale of these 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. Additionally,
this communication shall not constitute an offer to purchase or the
solicitation of an offer to sell any 2026 Notes in the Tender
Offer, nor does it constitute a notice of redemption under the
indenture governing the 2026 Notes.
About Crescent Energy Company
Crescent Energy Company is a U.S. energy company with a
portfolio of assets concentrated in Texas and the Rockies.
Cautionary Statement Regarding Forward-Looking
Information
This communication contains forward-looking statements within
the meaning of Section 27A of the Securities Act, and Section 21E
of the Securities Exchange Act of 1934, as amended. These
statements are based on current expectations. The words and phrases
“should”, “could”, “may”, “will”, “believe”, “think”, “plan”,
“intend”, “expect”, “potential”, “possible”, “anticipate”,
“estimate”, “forecast”, “view”, “efforts”, “target”, “goal” and
similar expressions identify forward-looking statements and express
our expectations about future events. This communication includes
statements regarding this private placement and the use of proceeds
therefrom, including the Tender Offer, the timing and outcome
thereof, and the Redemption, that may contain forward-looking
statements within the meaning of federal securities laws. We
believe that our expectations are based on reasonable assumptions;
however, no assurance can be given that such expectations will
prove to be correct. A number of factors could cause actual results
to differ materially from the expectations, anticipated results or
other forward-looking information expressed in this communication,
including weather, political, economic and market conditions,
including a decline in the price and market demand for natural gas,
natural gas liquids and crude oil, uncertainties inherent in
estimating natural gas and oil reserves and in projecting future
rates of production; our hedging strategy and results, federal and
state regulations and laws, the impact of pandemics such as
COVID-19, actions by the Organization of the Petroleum Exporting
Countries (“OPEC”) and non-OPEC oil-producing countries, including
recent production cuts by OPEC, the impact of armed conflicts,
including in and around Ukraine and Israel, the impact of
disruptions in the banking industry and capital markets, the timing
and success of business development efforts, including acquisition
and disposition opportunities, our reliance on external manager,
cost inflation and central bank policy changes associated therewith
and other uncertainties. All statements, other than statements of
historical facts, included in this communication that address
activities, events or developments that we expect, believe or
anticipate will or may occur in the future are forward-looking
statements. Such statements are subject to a number of assumptions,
risks and uncertainties, many of which are beyond our control.
Consequently, actual future results could differ materially from
our expectations due to a number of factors, including, but not
limited to, those items identified as such in the most recent
Annual Report on Form 10-K and any subsequently filed Quarterly
Reports on Form 10-Q and the risk factors described thereunder,
filed by Crescent Energy Company with the U.S. Securities and
Exchange Commission.
Many of such risks, uncertainties and assumptions are beyond our
ability to control or predict. Because of these risks,
uncertainties and assumptions, you should not place undue reliance
on these forward-looking statements. We do not give any assurance
(1) that we will achieve our expectations or (2) concerning any
result or the timing thereof.
All subsequent written and oral forward-looking statements
concerning this offering, the use of proceeds therefrom, Crescent
Energy Company and the Issuer or other matters and attributable
thereto or to any person acting on their behalf are expressly
qualified in their entirety by the cautionary statements above. We
assume no duty to update or revise their respective forward-looking
statements based on new information, future events or
otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20240318351454/en/
Brandi Kendall IR@crescentenergyco.com
Crescent Energy (NYSE:CRGY)
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