WPX Energy Announces Proposed Public Offerings of Senior Unsecured Notes, Common Stock and Mandatory Convertible Preferred Stock
TULSA, Okla.--(BUSINESS WIRE)--
WPX Energy (NYSE:WPX) announced today that it has commenced concurrent
public offerings of $1.2 billion aggregate principal amount of senior
unsecured notes, 27,000,000 shares of its common stock and $300 million
aggregate liquidation preference of its series A mandatory convertible
These offerings are separate public offerings made by means of separate
prospectus supplements under WPX Energy’s effective shelf registration
statement and are not contingent on each other or upon the consummation
of WPX Energy’s previously announced acquisition of RKI Exploration &
Production, LLC (“RKI”), although the notes are subject to a special
mandatory redemption and the mandatory convertible preferred stock is
subject to an optional redemption as described below.
Pursuant to the offerings for the common stock and mandatory convertible
preferred stock, WPX Energy intends to grant the underwriters options to
purchase from WPX Energy up to an additional 4,050,000 shares of common
stock and up to an additional $45 million aggregate liquidation
preference of mandatory convertible preferred stock.
WPX Energy intends to use proceeds from the offerings, cash on hand and
borrowings under its revolving credit facility to finance the
acquisition of 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 will be subject to a special mandatory
redemption if the RKI acquisition is not consummated.
Barclays Capital Inc. is acting as book-running manager for the senior
unsecured notes offering and the mandatory convertible preferred stock
offering and Barclays Capital Inc. and Tudor, Pickering, Holt & Co.
Securities, Inc. are acting as joint book-running managers for the
common stock offering.
The offerings are being 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 preliminary prospectus
supplement thereto and other related documents.
Copies of these documents 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.
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 telephone at (713) 333-7100.
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
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.
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Source: WPX Energy Inc