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CrownRock Announces Expiration and Results of Tender Offers for Its 7.125% Senior Notes due 2021 and 7.750% Senior Notes due 2023

CrownRock Announces Expiration and Results of Tender Offers for Its 7.125% Senior Notes due 2021 and 7.750% Senior Notes due 2023

PR Newswire

MIDLAND, Texas, Oct. 11, 2017 /PRNewswire/ — CrownRock, L.P. (“CrownRock”) announced today that the two concurrent cash tender offers (the “offers”) that it commenced on October 2, 2017 to purchase any and all of its outstanding 7.125% Senior Notes due 2021 and 7.750% Senior Notes due 2023 expired at 5:00 p.m., Eastern Time, on October 10, 2017.

According to D.F. King & Co., Inc., the tender agent for the offers, valid tenders had been received at the expiration of the offers in the amounts and percentages set forth in the table below.


Title of Security


CUSIP
Numbers


Principal Amount Outstanding


Purchase Price per $1,000 of Notes


Principal Amount Tendered


Percentage of Principal Amount Tendered

7.125% Senior
Notes due 2021


228701AC2, U22870AB2


$405,000,000(1)


$1,039.38


$365,114,000(1)(2)


90.15%(1)(2)












7.750% Senior
Notes due 2023


228701AE8, U22870AC0


$350,000,000


$1,078.03


$311,464,000


88.99%












(1) Includes $5.0 million of notes held by an affiliate of CrownRock in certificated form (CUSIP number 228701AD0) that were tendered in the offers.


(2) Excludes $620,000 of notes that remain subject to guaranteed delivery procedures.

CrownRock expects to accept for payment all notes validly tendered and not validly withdrawn as of the expiration time of the offers, and CrownRock expects to make payment for these notes later today, which payment will include accrued and unpaid interest thereon from the last interest payment date for each series of the notes up to, but not including, October 11, 2017. CrownRock also expects to accept for payment all notes that remain subject to guaranteed delivery procedures and to make payment for such notes on October 13, 2017, which payment would include accrued and unpaid interest thereon only to, but not including, October 11, 2017.

CrownRock will apply a portion of the net proceeds from the previously announced private offering of its 5.625% Senior Notes due 2025, which is also expected to close today, to the payment of all notes it purchases in the offers. CrownRock is also exercising today its right to optionally redeem any notes not purchased by it in the offers, and CrownRock will redeem all of the notes then outstanding on November 10, 2017, also using another portion of the net proceeds from its issuance of the 5.625% Senior Notes due 2025.

CrownRock has retained Credit Suisse Securities (USA) LLC to serve as the exclusive Dealer Manager for the offers. Questions regarding the terms of the offers may be directed to Credit Suisse Securities (USA) LLC, Liability Management Group, at (212) 538-2147 (collect) or (800) 820-1653 (U.S. toll-free).

This press release is neither an offer to purchase nor a solicitation of an offer to sell any notes in the offers. In addition, this press release is not an offer to sell or the solicitation of an offer to buy any securities issued in connection with the contemporaneous offering of CrownRock’s 5.625% Senior Notes due 2025, nor shall there be any sale of such securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

CrownRock is an independent oil and natural gas company headquartered in Midland, Texas engaged in the acquisition, development, exploitation and exploration of oil and natural gas properties. The Company’s assets are located in Texas, New Mexico and Utah, and its operations are primarily focused on the development of its core Permian Basin assets.

Any statements contained in this press release that are not historical facts (including without limitation statements to the effect that CrownRock “believes,” “expects,” “anticipates,” “plans,” “intends,” “foresees” or other similar expressions) are forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond CrownRock’s control, and based on its expectations, which reflect estimates and assumptions made by CrownRock’s management. Although CrownRock believes such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond CrownRock’s control. In addition, CrownRock’s management’s assumptions about future events may prove to be inaccurate. CrownRock’s management cautions all readers that any forward-looking statements contained in this press release are not guarantees of future performance, and CrownRock cannot assure any reader that such statements will be realized or the forward-looking events and circumstances will occur. CrownRock specifically disclaims all responsibility to publicly update any information contained in a forward-looking statement or any forward-looking statement except as required by law.

View original content:http://www.prnewswire.com/news-releases/crownrock-announces-expiration-and-results-of-tender-offers-for-its-7125-senior-notes-due-2021-and-7750-senior-notes-due-2023-300534861.html

SOURCE CrownRock, L.P.

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