PITTSBURGH, Jan. 21,
2025 /PRNewswire/ -- CNX Resources Corporation (NYSE:
CNX) ("CNX," "we," or "our") today announced the closing of its
private placement of $200.0 million
aggregate principal amount of its 7.250% senior notes due 2032 (the
"New Notes") at a price of 100.500% of par, plus accrued interest
from September 1, 2024, with a yield
to worst of 7.104%. The New Notes were offered as additional notes
under that certain indenture, dated February
23, 2024 (the "Indenture"), pursuant to which CNX previously
issued $400.0 million aggregate
principal amount of 7.250% senior notes due 2032 (the "Initial
Notes"). The New Notes are guaranteed by all of CNX's
restricted subsidiaries that guarantee its revolving credit
facility and have identical terms as the Initial Notes, other than
the issue date, the initial offering price and the first interest
payment date, and the New Notes and the Initial Notes are treated
as a single class of securities under the Indenture and vote
together as a single class. CNX intends to use the net proceeds of
the sale of the New Notes for general corporate purposes, including
funding a portion of the transaction costs associated with our
pending acquisition of all of the issued and outstanding membership
interests in Apex Energy (PA), LLC, Apex Energy Minerals, LLC and
Apex WML Midstream, LLC (the "Transaction") and, prior to the
closing of the Transaction, paying down borrowings under our senior
secured revolving credit facility. The Transaction is not
conditioned on the consummation of the offering and the offering is
not conditioned on the consummation of the Transaction.
The New Notes have not been, and will not be, registered under
the Securities Act of 1933, as amended (the "Securities Act"), or
any state securities laws and, unless so registered, may not be
offered or sold in the United
States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and the rules promulgated thereunder and applicable
state securities laws. The New Notes have been and will be offered
only to persons reasonably believed to be qualified institutional
buyers in reliance on Rule 144A under the Securities Act and
non-U.S. persons in transactions outside the United States in reliance on Regulation S
under the Securities Act.
CNX Resources Corporation (NYSE: CNX) is a premier, ultra-low
carbon intensive natural gas development, production, midstream,
and technology company centered in Appalachia, one of the most
energy abundant regions in the world. With the benefit of a
160-year regional legacy, substantial asset base, leading core
operational competencies, technology development and innovation,
and astute capital allocation methodologies, we responsibly develop
our resources and deploy free cash flow to create long-term per
share value for our shareholders, employees, and the communities
where we operate. As of December 31,
2023, CNX had 8.74 trillion cubic feet equivalent of proved
natural gas reserves.
Cautionary Statements:
This press release does not and shall not constitute an offer to
sell or the solicitation of an offer to buy any securities, nor
shall there be any offer, solicitation or sale of 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 jurisdiction. The offering of
New Notes was made only by means of an offering memorandum.
Various statements in this release, including those that express
a belief, expectation or intention, may be considered
forward-looking statements (as defined in Section 21E of the
Securities Exchange Act of 1934, as amended) that involve
risks and uncertainties that could cause actual results to differ
materially from projected results. Accordingly, investors should
not place undue reliance on forward-looking statements as a
prediction of actual results. When we use the words "believe,"
"intend," "expect," "may," "should," "anticipate," "could,"
"estimate," "plan," "predict," "project," "will" or their
negatives, or other similar expressions, the statements which
include those words are usually forward-looking statements. When we
describe strategy that involves risks or uncertainties, we are
making forward-looking statements. The forward-looking statements
in this press release, including those relating to the Transaction
and the offering of New Notes and the use of proceeds therefrom,
speak only as of the date of this press release; we disclaim any
obligation to update these statements unless required by securities
laws and we caution you not to rely on them unduly. We have based
these forward-looking statements on our current expectations and
assumptions about future events. While our management considers
these expectations and assumptions to be reasonable, they are
inherently subject to significant business, economic, competitive,
regulatory and other risks, contingencies and uncertainties, most
of which are difficult to predict and many of which are beyond our
control. These risks, contingencies and uncertainties relate to,
among other matters, the factors discussed in our 2023 Annual
Report on Form 10-K under "Risk Factors," which is on file at the
U.S. Securities and Exchange Commission.
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SOURCE CNX Resources Corporation