Southwestern Energy Prices Upsized Offering of $1,200,000,000 of Senior Notes
August 16 2021 - 6:40PM
Business Wire
Southwestern Energy Company (“Southwestern Energy”) (NYSE: SWN)
today announced the pricing of its upsized public offering (the
“Offering”) of $1,200,000,000 aggregate principal amount of 5.375%
senior notes due 2030 (the “Notes”). The Notes will be sold to the
public at a price of 100% of their face value. The expected closing
date for the Offering is August 30, 2021, subject to the
satisfaction of customary closing conditions.
Southwestern Energy intends to use the net proceeds from the
Offering to fund its previously announced tender offers, as
amended, and consent solicitation for, or redemption of, certain
series of its outstanding senior notes, to repay borrowings under
its Credit Agreement and the remainder, if any, to repay other
indebtedness or for general corporate purposes.
BofA Securities, Citigroup 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, as amended
(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 base 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 base
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:
BofA Securities NC1-004-03-43 200 North College Street, 3rd
floor Charlotte, NC 28255-0001 Attention: Prospectus Department
Telephone: 1-800-294-1322 Email:
dg.prospectus_requests@bofa.com
Citigroup c/o Broadridge Financial Solutions 1155 Long Island
Avenue Edgewood, NY 11717 Telephone: 800-831-9146
J.P. Morgan Securities LLC c/o Broadridge Financial Solutions
1155 Long Island Avenue Edgewood, NY 11717 Telephone:
1-866-803-9204
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities or any securities
subject to the tender offers and consent solicitation, 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. This news
release shall not constitute a notice of redemption for any
outstanding senior notes or any securities.
About Southwestern Energy
Southwestern Energy Company is
a leading U.S. producer of natural gas and natural gas liquids
focused on responsibly developing large-scale energy assets in the
nation’s most prolific shale gas basins. SWN’s returns-driven
strategy strives to create sustainable value for its stakeholders
by leveraging its scale, financial strength and operational
execution.
Forward-Looking Statements
Certain statements and information in this news release may
constitute “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Exchange Act, as amended. Forward-looking statements
relate to future events, including, but not limited to the proposed
closing of the Offering and the use of proceeds of the Offering,
including the tender offers and consent solicitation and repaying a
portion of the borrowings under Southwestern Energy’s credit
agreement. The words “believe,” “expect,” “anticipate,” “plan,”
“predict,” “intend,” “seek,” “foresee,” “should,” “would,” “could,”
“attempt,” “appears,” “forecast,” “outlook,” “estimate,” “project,”
“potential,” “may,” “will,” “likely,” “guidance,” “goal,” “model,”
“target,” “budget” and other similar expressions are intended to
identify forward-looking statements, which are generally not
historical in nature. Statements may be forward looking even in the
absence of these particular words. Where, in any forward-looking
statement, Southwestern Energy 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. We do not
intend to publicly update or revise any forward-looking statements
as a result of new information, future events, changes in
circumstances, or otherwise. These cautionary statements qualify
all forward-looking statements attributable to us, or persons
acting on our behalf. Management cautions you that the
forward-looking statements contained herein are not guarantees of
future performance, and we cannot assure you that such statements
will be realized or that the events and circumstances they describe
will occur. Factors that could cause actual results to differ
materially from those anticipated or implied in the forward-looking
statements herein include, but are not limited to: the timing and
extent of changes in market conditions and prices for natural gas,
oil and natural gas liquids (“NGLs”), including regional basis
differentials and the impact of reduced demand for our production
and products in which our production is a component due to
governmental and societal actions taken in response to COVID-19 or
other public health crises and any related company or governmental
policies and actions to protect the health and safety of
individuals or governmental policies or actions to maintain the
functioning of national or global economies and markets; our
ability to fund our planned capital investments; a change in our
credit rating, an increase in interest rates and any adverse
impacts from the discontinuation of the London Interbank Offered
Rate; the extent to which lower commodity prices impact our ability
to service or refinance our existing debt; the impact of volatility
in the financial markets or other global economic factors;
difficulties in appropriately allocating capital and resources
among our strategic opportunities; the timing and extent of our
success in discovering, developing, producing and estimating
reserves; our ability to maintain leases that may expire if
production is not established or profitably maintained; our ability
to transport our production to the most favorable markets or at
all; the impact of government regulation, including changes in law,
the ability to obtain and maintain permits, any increase in
severance or similar taxes, and legislation or regulation relating
to hydraulic fracturing, climate and over-the-counter derivatives;
the impact of the adverse outcome of any material litigation
against us or judicial decisions that affect us or our industry
generally; the effects of weather; increased competition; the
financial impact of accounting regulations and critical accounting
policies; the comparative cost of alternative fuels; credit risk
relating to the risk of loss as a result of non-performance by our
counterparties; and any other factors listed in the reports we have
filed and may file with the SEC that are incorporated by reference
herein. All written and oral forward-looking statements
attributable to us are expressly qualified in their entirety by
this cautionary statement.
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version on businesswire.com: https://www.businesswire.com/news/home/20210816005735/en/
Investor Contact 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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