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Published on 11/23/2021 in the Prospect News High Yield Daily and Prospect News Liability Management Daily.

Southwestern Energy begins tender offers for up to $250 million of two series of notes

By Wendy Van Sickle

Columbus, Ohio, Nov. 23 – Southwestern Energy Co. started cash tender offers for up to $250 million of total notes from two series, according to a press release.

The company is offering to purchase the $689,454,000 outstanding 4.95% senior notes due 2025 (Cusip: 845467AL3) for $1,105 per $1,000 note and the $440,007,000 outstanding 7¾% senior notes due 2027 (Cusip: 845467AN9) for $1,090 per $1,000 note.

There is a $100 million sub cap for the 2027 notes.

The 2025 notes have acceptance priority over the 2027 notes. For each series, the considerations listed include an early tender premium of $30 per $1,000 principal amount that will be paid only to holders who tender by the early deadline of 5 p.m. ET on Dec. 7, which is also the withdrawal deadline.

Due to a ratings downgrade by S&P Global Ratings, the actual coupon currently on the 2025 notes is 6.2%, which coupon would decrease to 5.95% after January if an upgrade for which the company is on watch from S&P is received.

The tender offers will expire at 5 p.m. ET on Dec. 29.

Settlement is expected on Dec. 30.

There is no minimum tender condition, but the tenders are conditioned on the company having received proceeds from one or more debt financings of at least $1.65 billion and completion of the merger of GEP Haynesville, LLC with and into a subsidiary of Southwestern.

RBC Capital Markets, LLC (877 381-2099 or 212 618-7843) and Wells Fargo Securities, LLC (866 309-6316 or 704 410-4756) are the lead dealer managers.

BofA Securities, Inc., Citigroup Global Markets Inc., Mizuho Securities USA LLC and MUFG Securities Americas Inc. are co-dealer managers.

Global Bondholder Services Corp. (866 807-2200 or contact@gbsc-usa.com) is the tender agent and information agent.

Southwestern Energy is a Houston-based natural gas and oil company.


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