HOUSTON, Sept. 11, 2017 /PRNewswire/ -- Southwestern
Energy Company (NYSE: SWN) (the "Company") today announced that it
is commencing, subject to market conditions, a registered
underwritten public offering (the "Offering") of $1.15 billion aggregate principal amount of
senior notes, consisting of a series of senior, unsecured notes due
2026 (the "2026 Notes") and a series of senior, unsecured notes due
2027 (the "2027 Notes" and, together with the 2026 Notes, the
"Notes").
The Company intends to use approximately $327 million of the net proceeds from the
Offering to repay in full and terminate its 2015 Amended and
Restated Term Loan with various lenders and Bank of America, N.A.,
as administrative agent and lender, and the remaining net proceeds
of the Offering, together with cash on hand, to fund the
concurrently announced tender offers to purchase for cash, subject
to certain conditions, (i) any and all of the Company's 4.05%
Senior Notes due 2020 (the "2020 Notes") and (ii) subject to
certain limits, up to $100 million of
each of the Company's 4.10% Senior Notes due 2022 and 4.95% Senior
Notes due 2025 subject to the applicable priority levels and caps
(collectively, the "Tender Offers"). If the Tender Offers are not
consummated, or the aggregate amount of securities tendered in the
Tender Offers and accepted for payment is less than the net
proceeds of the Offering dedicated for that purpose, the Company
will use the remainder of the net proceeds for other repayments of
indebtedness, subject to the terms of the Company's credit
facilities.
J.P. Morgan Securities LLC; Citigroup Global Markets Inc.; MUFG
Securities Americas Inc.; BofA Merrill Lynch; Credit Agricole
Securities (USA) Inc.; Mizuho
Securities USA LLC; RBC Capital
Markets, LLC and Wells Fargo Securities, LLC are acting as joint
book-running managers for the Offering. The Offering is being made
under an automatic shelf registration statement on Form S-3
(Registration No. 333-208074) filed by the Company 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 the
Company has filed with the SEC for more complete information about
the Company and the Offering. These documents are available at no
charge by visiting EDGAR on the SEC website at http://www.sec.gov.
When available, copies of the preliminary prospectus supplement,
the prospectus supplement and the accompanying base prospectus
related to the Offering may be obtained from the following firm at
the address set forth below:
J.P. Morgan
Securities LLC
c/o Broadridge
Financial Solutions
1155 Long Island
Avenue
Edgewood, NY
11711
1-866-803-9204
|
|
|
This news release shall not constitute an offer to sell or a
solicitation of an offer to buy the securities described above, nor
shall there be any sale of, or any solicitation of an offer to buy,
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. The securities are being offered by means of
a prospectus supplement and accompanying prospectus and only to
such persons and in such jurisdictions as is permitted under
applicable law. The Tender Offers are made subject to the terms of
an offer to purchase and only in such jurisdictions as is permitted
under applicable law. In any jurisdiction in which the Tender
Offers are required to be made by a licensed broker or dealer, the
Tender Offers are deemed to be made on behalf of the Company by the
dealer manager or one or more registered brokers or dealers that
are licensed under the laws of such jurisdiction.
Southwestern Energy Company is an independent energy company
whose wholly owned subsidiaries are engaged in natural gas and oil
exploration, development and production, natural gas gathering and
marketing.
Forward-Looking Statements
This news release includes forward-looking statements as defined
under federal law, including those related to the Offering and the
proposed use of proceeds. There can be no assurance that such
expectation or belief will result or be achieved. The Company's
future actions and results 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
its filings with the SEC. Unless legally required, the Company
undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events
or otherwise.
View original
content:http://www.prnewswire.com/news-releases/southwestern-energy-commences-public-offering-of-115-billion-of-senior-notes-300516938.html
SOURCE Southwestern Energy Company