Southwestern Energy Co. (NYSE: SWN) commenced a registered underwritten public offering of $1.15 billion aggregate principal amount of senior notes on Sept. 11. The notes consist of a series of senior, unsecured notes due 2026 and a series of senior, unsecured notes due 2027.
Southwestern Energy 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, as administrative agent and lender. The remaining net proceeds of the offering, together with cash on hand, to fund the concurrent tender offers to purchase for cash are subject to certain conditions, (i) any and all of the Southwestern’s 4.05% senior notes due 2020 and (ii) subject to certain limits, up to $100 million of each of its 4.10% senior notes due 2022 and 4.95% senior notes due 2025 subject to the applicable priority levels and caps.
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, Southwestern will use the remainder of the net proceeds for other repayments of indebtedness, subject to the terms of the Southwestern’s credit facilities.
J.P. Morgan Securites LLC, Citigroup Global Markets Inc., MUFG Securities Americas Inc., BofA Merrill Lynch, Credit Agricole Securities Inc., Mizuho Securities LLC, RBC Capital Markets LLC and Wells Fargo Securities LLC are acting as joint bookrunning managers for the offering. The offering was made under an automatic shelf registration statement on Form S-3 filed by Southwestern 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.