Civitas Resources, Inc. Announces Offering of $1,000 Million of New Senior Notes Due 2030
2023年10月10日 - 9:08PM
ビジネスワイヤ(英語)
Civitas Resources, Inc. (the “Company”) (NYSE: CIVI) today
announced that, subject to market conditions, it intends to offer
$1,000 million in aggregate principal amount of senior unsecured
notes due 2030 (the “Notes”) in a private placement (the
“Offering”) to eligible purchasers under Rule 144A and Regulation S
of the Securities Act of 1933, as amended (the “Securities Act”).
The Company expects to use the net proceeds from the Offering,
together with cash on hand and borrowings under the Company’s
credit facility, to fund a portion of the cash purchase price of
the Company’s recently announced pending acquisition of certain oil
and gas properties, interests, and related assets located in the
Midland Basin from Vencer Energy, LLC (“Vencer”) (such acquisition,
the “Acquisition”).
The Notes will be subject to a “special mandatory redemption” in
the event that the transaction contemplated by the Acquisition
pursuant to the Purchase and Sale Agreement, dated October 3, 2023
(the “Purchase Agreement”), by and between the Company and Vencer,
are not consummated on or prior to January 31, 2024, or if the
Company notifies the trustee of the Notes that it will not pursue
the consummation of the Acquisition.
The Notes to be offered will not be registered under the
Securities Act or under any state or other securities laws, and the
Notes will be issued pursuant to an exemption therefrom, and may
not be offered or sold within the United States, or to or for the
account or benefit of any U.S. Person, absent registration or an
applicable exemption from registration requirements.
The Notes are being offered only to persons who are either
reasonably believed to be “qualified institutional buyers” under
Rule 144A or who are non-“U.S. persons” outside the United States
under Regulation S as defined under applicable securities laws.
This press release does not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities,
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.
About Civitas Resources, Inc.
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. The Company has a proven
business model combining capital discipline, a strong balance
sheet, cash flow generation, and sustainable cash returns to
shareholders. The Company employs leading Environmental, Social,
and Governance practices throughout the Company and was Colorado’s
first carbon neutral oil and gas producer. The Company’s common
stock is listed for trading on the New York Stock Exchange under
the symbol: “CIVI.”
Cautionary Statement Regarding Forward-Looking
Information
Certain statements in the foregoing, 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 anticipated use of the proceeds therefrom, and the
pending Acquisition. 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, the following:
- the Purchase Agreement relating to the Acquisition may be
terminated in accordance with its terms and the Acquisition may not
be completed;
- the parties may not be able to satisfy the conditions to the
completion of the Acquisition in a timely manner or at all;
- the Acquisition may not be accretive, and may be dilutive, to
the Company’s earnings per share, which may negatively affect the
market price of the Company’s common stock;
- the Company may incur significant transaction and other costs
in connection with the Acquisition in excess of those anticipated
by the Company;
- the Company may fail to realize anticipated synergies or other
benefits expected from the Acquisition in the timeframe expected or
at all;
- the ultimate timing, outcome, and results of integrating the
assets related to the Acquisition into the Company’s business;
- the risk related to disruption of management time from ongoing
business operations due to the Acquisition;
- the effects of the Acquisition, including the Company’s future
financial condition, results of operations, strategy, and
plans;
- changes in capital markets and the ability of the Company to
finance operations in the manner expected;
- any litigation relating to the Acquisition; and
- disruptions to our business due to other significant
transactions.
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, 2022, 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/20231010048651/en/
Investor Relations: John Wren, ir@civiresources.com
Media: Rich Coolidge, info@civiresources.com
Civitas Resources (NYSE:CIVI)
過去 株価チャート
から 10 2024 まで 11 2024
Civitas Resources (NYSE:CIVI)
過去 株価チャート
から 11 2023 まで 11 2024