Southwestern Energy (SWN) Announces 55M Share Public Offering of Common Stock

August 12, 2020 7:02 AM EDT

Southwestern Energy Company (“Southwestern Energy”) (NYSE: SWN) today announced the commencement of an underwritten public offering of 55,000,000 shares of its common stock (the “offering”), subject to market and other conditions. Southwestern Energy intends to grant 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 the 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.

Citigroup, Goldman Sachs & Co. LLC and J.P. Morgan are acting as representatives of the underwriters and 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 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 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.

Alternatively, a copy of the base prospectus and the preliminary prospectus supplement may be obtained, when available, from:

Citigroup
c/o Broadridge Financial Solutions
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: 800-831-9146

Goldman Sachs & Co. LLC
Attention: Prospectus Department
200 West Street
New York, NY 10282
Telephone: 866-471-2526
Facsimile: 212-902-9316
Email: [email protected]

J.P. Morgan Securities LLC
c/o Broadridge
Financial Solutions
Attention: Prospectus Department
1155 Long Island Avenue
Edgewood, NY 11717
Telephone: 866-803-9204

This news release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities, in any state or jurisdiction in which such offer, solicitation or sale of these securities would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.



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