Southwestern Energy Announces Public Offering of Common Stock
August 12 2020 - 7:01AM
Business Wire
Southwestern Energy Company (“Southwestern Energy”) (NYSE: SWN)
today announced the commencement of an underwritten public offering
of 55,000,000 shares of its common stock (the “offering”), subject
to market and other conditions. Southwestern Energy intends to
grant the respective underwriters a 30-day option to purchase up to
8,250,000 additional shares of its common stock. Southwestern
Energy intends to use the net proceeds from the offering to
partially redeem Montage Resource Corporation’s (“Montage”) issued
and outstanding senior notes that it will assume upon the closing
of its recently announced merger with Montage (the “Merger”). If
the Merger is not consummated, Southwestern Energy intends to use
the net proceeds from the offering for general corporate purposes,
including the repayment of debt. Until Southwestern Energy applies
the net proceeds from this offering for the purposes described
above, it may invest such proceeds in short-term, liquid
investments or to reduce the balance under its credit agreement.
The net proceeds from any exercise by the underwriters of their
option to purchase additional shares of common stock from us will
be used to redeem additional Montage notes after the consummation
of the Merger or for general corporate purposes, including the
repayment of debt.
Citigroup, Goldman Sachs & Co. LLC and J.P. Morgan are
acting as representatives of the underwriters and joint
book-running managers for the offering.
The offering is being made under an effective automatic shelf
registration statement on Form S-3 (Registration No. 333-238633)
filed by Southwestern Energy with the Securities and Exchange
Commission (“SEC”) and only by means of a prospectus supplement and
accompanying prospectus. A preliminary prospectus supplement has
been filed with the SEC to which this communication relates.
Prospective investors should read the preliminary prospectus
supplement and the accompanying prospectus included in the
registration statement and other documents Southwestern Energy has
filed with the SEC for more complete information about Southwestern
Energy and the offering. These documents are available at no charge
by visiting EDGAR on the SEC website at http://www.sec.gov.
Alternatively, a copy of the base prospectus and the preliminary
prospectus supplement may be obtained, when available, from:
Citigroup c/o Broadridge Financial Solutions 1155 Long Island
Avenue Edgewood, NY 11717 Telephone: 800-831-9146
Goldman Sachs & Co. LLC Attention: Prospectus Department 200
West Street New York, NY 10282 Telephone: 866-471-2526 Facsimile:
212-902-9316 Email: Prospectus-ny@ny.email.gs.com
J.P. Morgan Securities LLC c/o Broadridge Financial Solutions
Attention: Prospectus Department 1155 Long Island Avenue Edgewood,
NY 11717 Telephone: 866-803-9204
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities, in any state or jurisdiction in
which such offer, solicitation or sale of these securities would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Southwestern Energy
Southwestern Energy Company is an independent energy company
engaged in natural gas, natural gas liquids and oil exploration,
development, production and marketing.
Forward Looking Statement
This news release contains forward-looking statements.
Forward-looking statements relate to future events, including, but
not limited to, anticipated results of operations, business
strategies, other aspects of Southwestern Energy’s operations or
operating results, the proposed offering, the use of proceeds of
the offering and the consummation of the Merger. In many cases you
can identify forward-looking statements by terminology such words
“believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,”
“predict,” “budget,” “should,” “would,” “could,” “attempt,”
“appears,” “forecast,” “outlook,” “estimate,” “continue,”
“project,” “projection,” “goal,” “model,” “target,” “potential,”
“may,” “will,” “objective,” “guidance,” “outlook,” “effort,” “are
likely” and other similar expressions. Where, in any
forward-looking statement, the company expresses an expectation or
belief as to future results, such expectation or belief is
expressed in good faith and believed to have a reasonable basis.
However, there can be no assurance that such expectation or belief
will result or be achieved. The actual results of operations can
and will be affected by a variety of risks and other matters
including, but not limited to, changes in commodity prices; changes
in expected levels of natural gas and oil reserves or production;
operating hazards, drilling risks, unsuccessful exploratory
activities; limited access to capital or significantly higher cost
of capital related to illiquidity or uncertainty in the domestic or
international financial markets; international monetary conditions;
unexpected cost increases; potential liability for remedial actions
under existing or future environmental regulations; potential
liability resulting from pending or future litigation; and general
domestic and international economic and political conditions; as
well as changes in tax, environmental and other laws applicable to
the company’s business. Other factors that could cause actual
results to differ materially from those described in the
forward-looking statements include other economic, business,
competitive and/or regulatory factors affecting the company’s
business generally as set forth in the company’s filings with the
SEC. Unless legally required, Southwestern Energy Company
undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events
or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20200812005368/en/
Brittany Raiford Director, Investor Relations (832) 796-7906
brittany_raiford@swn.com
Bernadette Butler Investor Relations Advisor (832) 796-6079
bernadette_butler@swn.com
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