Southwestern Energy Prices Offering of 55,000,000 Shares of Common Stock
Southwestern Energy Company (“Southwestern Energy”) (NYSE: SWN) priced its previously announced underwritten public offering of 55,000,000 shares of its common stock (the “offering”) at a price to the public of $2.50 per share, before underwriting discounts and commissions. The total gross proceeds of the offering (before underwriter's discounts and commissions and estimated offering expenses) are expected to be approximately $137.5 million. In addition, Southwestern Energy granted the respective underwriters a 30-day option to purchase up to 8,250,000 additional shares of its common stock.
Southwestern Energy intends to use the net proceeds from the offering to partially redeem Montage Resource Corporation’s (“Montage”) issued and outstanding senior notes that it will assume upon the closing of its recently announced merger with Montage (the “Merger”). If the Merger is not consummated, Southwestern Energy intends to use the net proceeds from this offering for general corporate purposes, including the repayment of debt. Until Southwestern Energy applies the net proceeds from this offering for the purposes described above, it may invest such proceeds in short-term, liquid investments or to reduce the balance under its credit agreement. The net proceeds from any exercise by the underwriters of their option to purchase additional shares of common stock from us will be used to redeem additional Montage notes after the consummation of the Merger or for general corporate purposes, including the repayment of debt. The closing of the offering, which is expected to occur on August 18, 2020, is subject to customary closing conditions.
Citigroup, Goldman Sachs & Co. LLC and J.P. Morgan are acting as representatives of the underwriters and joint book-running managers for the offering. BofA Securities, BMO Capital Markets, RBC Capital Markets and Wells Fargo Securities are also serving as joint book-running managers for the offering.
The offering is being made under an effective automatic shelf registration statement on Form S-3 (Registration No. 333-238633) filed by Southwestern Energy with the Securities and Exchange Commission (“SEC”) and only by means of a prospectus supplement and accompanying base prospectus. A preliminary prospectus supplement has been filed with the SEC to which this communication relates. Prospective investors should read the preliminary prospectus supplement and the accompanying base prospectus included in the registration statement and other documents Southwestern Energy has filed with the SEC for more complete information about Southwestern Energy and the offering. These documents are available at no charge by visiting EDGAR on the SEC website at http://www.sec.gov.