Concho Resources Inc. Announces Proposed Offering of Senior Unsecured Notes
Concho Resources Inc. (NYSE: CXO) (“Concho” or the “Company”)
today announced that it intends, subject to market conditions, to
publicly offer two new series of its senior unsecured notes, one of
which will mature in 2027 (the “2027 notes”) and the other in 2047 (the
“2047 notes”). The 2027 notes and the 2047 notes will be issued pursuant
to new supplemental indentures to the Company’s existing base indenture,
in each case in an aggregate principal amount to be determined at
pricing. The 2027 notes and the 2047 notes will be fully and
unconditionally guaranteed by all of Concho’s current subsidiaries.
Concho intends to use the net proceeds from the offering, together with
cash on hand and borrowings under its credit facility, to fund the
purchase of its 5.5% Senior Notes due 2022 and 5.5% Senior Notes due
2023 (collectively, the “5.5% notes”) pursuant to a proposed tender
offer and the redemption of any 5.5% notes that remain outstanding after
completion or termination of the tender offer.
BofA Merrill Lynch, Barclays Capital Inc. and Citigroup Global Markets
Inc. will act as joint book-running managers for the senior unsecured
notes offering. The offering will be made only by means of a preliminary
prospectus supplement and the accompanying base prospectus, copies of
which may be obtained on the Securities and Exchange Commission (“SEC”)
website at www.sec.gov.
Alternatively, the underwriters will arrange to send you the preliminary
prospectus supplement and related base prospectus if you request them by
contacting Merrill Lynch, Pierce, Fenner & Smith Incorporated, 200 North
College Street, NC1-004-03-43, Charlotte, NC 28255-0001, Attention:
Prospectus Department, or by e-mailing dg.prospectus_requests@baml.com,
or via phone at (800) 294-1322; Barclays Capital Inc., c/o Broadridge
Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by
e-mailing barclaysprospectus@broadridge.com,
or via phone at (888) 603-5847; or Citigroup Global Markets Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY
11717, or by e-mailing prospectus@citi.com,
or via phone at (800) 831-9146.
This press release is neither an offer to sell nor a solicitation of an
offer to buy any securities, nor shall there be any sale of any such
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. A registration statement, as amended, relating to the
securities has been filed and became effective August 6, 2015. This
press release is not intended as a notice of redemption. Any such notice
will be given to holders of the 5.5% notes in a manner prescribed in the
indenture governing those notes.
Concho Resources Inc.
Concho Resources Inc. is an independent oil and natural gas company
engaged in the acquisition, development, exploration and production of
oil and natural gas properties. The Company’s operations are focused in
the Permian Basin of Southeast New Mexico and West Texas.
Forward-Looking Statements and Cautionary Statements
The foregoing contains “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of
the Securities Exchange Act of 1934. All statements, other than
statements of historical fact, included in this press release that
address activities, events or developments that the Company expects,
believes or anticipates will or may occur in the future are
forward-looking statements. Forward-looking statements contained in this
press release specifically include statements, estimates and projections
regarding the Company’s future financial position, operations,
performance, business strategy, oil and natural gas reserves, drilling
program, capital expenditure budget, liquidity and capital resources,
the timing and success of specific projects, outcomes and effects of
litigation, claims and disputes, derivative activities and potential
financing. The words “estimate,” “project,” “predict,” “believe,”
“expect,” “anticipate,” “potential,” “could,” “may,” “foresee,” “plan,”
“goal” or other similar expressions that convey the uncertainty of
future events or outcomes are intended to identify forward-looking
statements, which generally are not historical in nature. However, the
absence of these words does not mean that the statements are not
forward-looking. These statements are based on certain assumptions and
analyses made by the Company based on management’s experience,
expectations and perception of historical trends, current conditions,
anticipated future developments and other factors believed to be
appropriate. Forward-looking statements are not guarantees of
performance. Although the Company believes the expectations reflected in
its forward-looking statements are reasonable and are based on
reasonable assumptions, no assurance can be given that these assumptions
are accurate or that any of these expectations will be achieved (in full
or at all) or will prove to have been correct. Moreover, such statements
are subject to a number of assumptions, risks and uncertainties, many of
which are beyond the control of the Company, which may cause actual
results to differ materially from those implied or expressed by the
forward-looking statements. These risks include, without limitation, the
risk factors discussed or referenced in the Company’s most recent Annual
Report on Form 10-K and in the Company’s Quarterly Report on Form 10-Q
for the quarter ended March 31, 2017; risks relating to declines in, or
the sustained depression of, the prices the Company receives for its oil
and natural gas; uncertainties about the estimated quantities of oil and
natural gas reserves; drilling, completion and operating risks; the
effects of government regulation, permitting and other legal
requirements, including new legislation or regulation of hydraulic
fracturing and the export of oil and natural gas; environmental hazards,
such as uncontrollable flows of oil, natural gas, brine, well fluids,
toxic gas or other pollution into the environment, including groundwater
contamination; difficult and adverse conditions in the domestic and
global capital and credit markets; risks related to the concentration of
the Company’s operations in the Permian Basin of southeast New Mexico
and west Texas; disruptions to, capacity constraints in or other
limitations on the pipeline systems that deliver the Company’s oil,
natural gas liquids and natural gas and other processing and
transportation considerations; the costs and availability of equipment,
resources, services and qualified personnel required to perform the
Company’s drilling, completion and operating activities; potential
financial losses or earnings reductions from the Company’s commodity
price risk-management program; risks and liabilities associated with
acquired properties or businesses; uncertainties about the Company’s
ability to successfully execute its business and financial plans and
strategies; the adequacy of the Company’s capital resources and
liquidity including, but not limited to, access to additional borrowing
capacity under the Company’s credit facility; the impact of potential
changes in the Company’s credit ratings; cybersecurity risks, such as
those involving unauthorized access, malicious software, data privacy
breaches by employees or others with authorized access, cyber or
phishing-attacks, ransomware and other security issues; uncertainties
about the Company’s ability to replace reserves and economically develop
its current reserves; general economic and business conditions, either
internationally or domestically; competition in the oil and natural gas
industry; uncertainty concerning the Company’s assumed or possible
future results of operations; and other important factors that could
cause actual results to differ materially from those projected.
Any forward-looking statement speaks only as of the date on which
such statement is made, and the Company undertakes no obligation to
correct or update any forward-looking statement, whether as a result of
new information, future events or otherwise, except as required by
applicable law.
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