DENVER, March 11,
2024 /PRNewswire/ -- Antero Resources Corporation
(NYSE: AR) ("Antero Resources," "Antero," or the
"Company") today announced that it has called all of its
outstanding 4.25% Convertible Senior Notes Due 2026 (the "Notes")
(CUSIP No. 03674X AM8) for redemption on Monday, April 1, 2024 (the "Redemption
Date").
The aggregate principal amount of the Notes being redeemed is
$26,386,000. This is equal to the
current aggregate principal amount of Notes outstanding. The
redemption price will be equal to 100% of the principal amount of
each Note called for redemption, plus accrued and unpaid interest
on such Note to, but excluding, the Redemption Date for such Note
(the "Redemption Price"). For each $1,000 principal amount of Notes, the Redemption
Price is equal to $1,003.54.
To receive payment of the Redemption Price, any certificated
Notes must be surrendered to Computershare Trust Company, National
Associations, as successor trustee to Wells Fargo Bank, National
Association, at 1505 Energy Park Drive, St. Paul, MN 55108, on or prior to the
Redemption Date. Any Notes in book-entry form must be surrendered
through the facilities of The Depository Trust Company in the usual
manner to be paid the Redemption Price.
Notes called for redemption may be converted at any time before
5:00 p.m., New York City time, on Thursday, March 28, 2024 (or, if the Company
fails to pay the Redemption Price due on the Redemption Date in
full, at any time until such time as the Company pays such
Redemption Price in full) (the "Conversion Deadline"). The
Company has elected to settle all conversions of Notes between now
and the Conversion Deadline by delivering shares of common stock,
par value $0.01 per share ("Common
Stock"), and paying cash in lieu of fractional shares, as
applicable, upon such conversion.
The sending of the notice of redemption is a make-whole
fundamental change under the indenture governing the Notes (the
"Indenture"), and therefore the current conversion rate is required
to be adjusted for all conversions of Notes as set forth in the
Indenture. However, based on the current trading price of the
Company's Common Stock, no additional shares will be added to the
conversion rate. As of today, the conversion rate for all
conversions of Notes after today and before the Conversion Deadline
is 230.2026 shares of Common Stock per $1,000 principal amount of Notes. This
conversion rate will remain subject to adjustment in accordance
with the Indenture from time to time for certain events.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Notes or any other securities
and shall not constitute an offer to sell or a solicitation of an
offer to buy, or a sale of, the Notes or any other securities in
any jurisdiction in which such offer, solicitation or sale is
unlawful. No representation is made as to the correctness or
accuracy of the CUSIP number either as printed on the Notes or as
contained in this press release.
Antero Resources is an independent natural gas and natural
gas liquids company engaged in the acquisition, development and
production of unconventional properties located in the Appalachian
Basin in West Virginia and
Ohio. In conjunction with its
affiliate, Antero Midstream (NYSE: AM), Antero is one of the most
integrated natural gas producers in the U.S. The Company's
website is located at
www.anteroresources.com.
This release includes "forward-looking statements."
Such forward-looking statements are subject to a number of risks
and uncertainties, many of which are not under Antero Resources'
control. All statements, except for statements of historical fact,
made in this release regarding activities, events or developments
Antero Resources expects, believes or anticipates will or may occur
in the future, such as those regarding the Redemption of the Notes,
are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. All forward-looking statements speak only as
of the date of this release. Although Antero Resources believes
that the plans, intentions and expectations reflected in or
suggested by the forward-looking statements are reasonable, there
is no assurance that these plans, intentions or expectations will
be achieved. Therefore, actual outcomes and results could
materially differ from what is expressed, implied or forecast in
such statements. Except as required by law, Antero Resources
expressly disclaims any obligation to and does not intend to
publicly update or revise any forward-looking statements.
Antero Resources cautions you that these forward-looking
statements are subject to risks and uncertainties, most of which
are difficult to predict and many of which are beyond the Antero
Resources' control. These risks include, but are not limited to,
the risks described under the heading "Item 1A. Risk Factors" in
Antero Resources' Annual Report on Form 10-K for the year ended
December 31, 2023.
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SOURCE Antero Resources Corporation