Memorial Resource Development LLC (MRD) and its wholly owned subsidiary, Memorial Resource Finance Corp., intends to offer $350 million senior PIK toggle notes due 2018 to eligible purchasers.

Net proceeds will be used to repay all loan amounts outstanding under its senior secured credit facility, to establish a cash reserve of $50 million for the payment of interest on the notes, to pay a distribution to its sponsor, and for general company purposes.

The securities to be offered have not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the U.S. 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. MRD plans to offer and sell the securities only to qualified institutional buyers and to non-U.S. persons in transactions outside the U.S. pursuant to the Securities Act.

Memorial Resource Development LLC owns, acquires, exploits, and develops oil and natural gas properties. The private company is an affiliate of Memorial Production Partners LP. The company is based in Houston.