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WPX Energy Closes Public Offerings of Common Stock, Mandatory Convertible Preferred Stock and Senior Unsecured Notes

7/23/2015

TULSA, Okla.--(BUSINESS WIRE)-- WPX Energy (NYSE:WPX) announced today that it has closed its previously announced concurrent public offerings of 30,000,000 shares of its common stock at a public offering price of $10.10 per share, 7,000,000 shares of 6.25 percent series A mandatory convertible preferred stock with a purchase price and liquidation preference of $50 per share and $500 million aggregate principal amount of 7.50 percent senior unsecured notes due 2020 at par and $500 million aggregate principal amount of 8.25 percent senior unsecured notes due 2023 at par.

In addition, WPX Energy has granted the applicable underwriters options to purchase from WPX Energy up to an additional 4,500,000 shares of common stock and up to an additional 1,050,000 shares of mandatory convertible preferred stock, in each case at the public offering price per share, less the applicable underwriting discount.

WPX Energy intends to use the net proceeds from the offerings, together with cash on hand and borrowings under its revolving credit facility, to finance the acquisition of RKI Exploration & Production, LLC (“RKI”) and to pay related fees and expenses.

If for any reason the RKI acquisition is not consummated, then WPX Energy may use the net proceeds from the common stock offering and the mandatory convertible preferred stock offering (to the extent WPX Energy does not exercise its option to redeem the mandatory convertible preferred stock pursuant to its terms) for working capital needs or general corporate purposes, including the repayment of indebtedness and other acquisitions. The notes are subject to a special mandatory redemption if the RKI acquisition is not consummated.

Barclays Capital Inc., Tudor, Pickering, Holt & Co. Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, BofA Merrill Lynch and Wells Fargo Securities, LLC acted as joint book-running managers for the common stock offering.

Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, BofA Merrill Lynch, Wells Fargo Securities, LLC and BNP Paribas Securities Corp. acted as joint book-running managers for the mandatory convertible preferred stock offering.

Barclays Capital Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, BofA Merrill Lynch, Wells Fargo Securities, LLC, Credit Agricole Securities (USA) Inc. and Scotia Capital (USA) Inc. acted as joint book-running managers for the notes offering.

The offerings were made pursuant to an effective registration statement previously filed with the Securities and Exchange Commission ("SEC") on Form S-3 and available for review on the SEC's website at www.sec.gov.

This announcement is neither an offer to sell nor a solicitation of an offer to buy any of the securities referred to above. An offering of any such securities will be made only by means of a prospectus forming a part of the effective registration statement, the prospectus supplement thereto and other related documents. Any such documents shall not constitute an offer to sell or the solicitation of an offer to buy, 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.

Copies of the documents related to the offerings can be obtained from Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (888) 603-5847, or by email at Barclaysprospectus@broadridge.com; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by calling (800) 831-9146 or by email at prospectus@citi.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, via telephone at (866) 803-9204, or by emailing prospectus-eq_fi@jpmchase.com; BofA Merrill Lynch, Attn: Prospectus Department, 222 Broadway, New York, NY 10038, or by email at dg.prospectus_requests@baml.com; or Wells Fargo Securities, Attn: Equity Syndicate Dept., 375 Park Avenue, New York, NY 10152 at (800) 326-5897 or by email at cmclientsupport@wellsfargo.com.

Copies of the documents relating to the common stock offering can also be obtained from Tudor, Pickering, Holt & Co., Attn: Prospectus Department, Heritage Plaza, 1111 Bagby Suite 5100, Houston, TX 77002 or by calling (713) 333-7100. Copies of the documents relating to the mandatory convertible preferred stock offering can also be obtained from BNP Paribas Securities Corp., Attn: Equity Syndicate Desk, 787 Seventh Avenue, New York, NY 10019, by calling (888) 860-5378 or by email at nyk_elo@us.bnpparibas.com.

Copies of the documents related to the notes offering can also be obtained from Credit Agricole Securities (USA) Inc., Attention: Debt Syndicate, 1301 Avenue of the Americas, New York, New York 10019, telephone: 212-261-3678; or Scotia Capital (USA) Inc., Attention: Debt Capital Markets 250 Vesey Street, New York, New York 10281 or by calling: 1-800-372-3930.

This press release includes forward-looking statements, including but not limited to those regarding the proposed transaction between WPX Energy and RKI and the financing transactions related thereto. All statements, other than statements of historical facts, 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. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company. The forward-looking statements or information are made as of the date hereof and WPX Energy disclaims any intent or obligation to update publicly or to revise any of the forward-looking statements or information, whether as a result of new information, future events or otherwise. Investors are urged to consider closely the disclosure regarding our business that may be accessed through the SEC’s website at www.sec.gov.

Source: WPX Energy Inc

WPX Energy, Inc.

Media Contact:

Kelly Swan, 5390-573-4944

or

Investor Contact:

David Sullivan, 539-573-9360



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