Pioneer Natural Resources Company (NYSE:PXD) (Pioneer or the Company) today announced that it has priced a public offering of $750.0 million of 0.750% Senior Notes that will mature January 15, 2024 (the 2024 Notes), $750.0 million of 1.125% Senior Notes that will mature January 15, 2026 (the 2026 Notes) and $1.0 billion of 2.150% Senior Notes that will mature January 15, 2031 (the 2031 Notes, and together with the 2024 Notes and the 2026 Notes, the Notes), pursuant to an effective shelf registration statement that was previously filed with the Securities and Exchange Commission. The price to the public for the 2024 Notes is 99.959% of the principal amount, the price to the public for the 2026 Notes is 99.981% of the principal amount and the price to the public for the 2031 Notes is 99.742% of the principal amount.
The Company intends to use the net proceeds of approximately $2.5 billion from the offering, after deducting underwriting discounts (excluding fees and expenses of the offering), to refinance certain senior notes issued by Parsley Energy, LLC and certain of its subsidiaries (the Parsley Issuers).
The refinancing transactions include (i) the redemption of all outstanding 5.375% Senior Notes due 2025 and 5.250% Senior Notes due 2025 issued by the Parsley Issuers, (ii) the redemption of all outstanding 5.875% Senior Notes due 2026 issued by Jagged Peak Energy LLC and (iii) the cash tender offers for any and all of the Parsley Issuers 5.625% Senior Notes due 2027 and 4.125% Senior Notes due 2028.
Interest on each of the Notes will be payable on January 15 and July 15 of each year. The first interest payment will be due on July 15, 2021, and will consist of interest from closing to that date. The offering is expected to close on January 29, 2021, subject to the satisfaction of customary closing conditions.
BofA Securities, Inc., Citigroup Global Markets Inc., J.P. Morgan Securities LLC and TD Securities (USA) LLC will act as Joint Book-Running Managers for the Offering. When available, a copy of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering may be obtained from: BofA Securities, Inc. at: 200 North College Street, NC1-004-03-43, Charlotte, NC 28255-0001, Attention: Prospectus Department, E-mail: [email protected], Telephone: 1 (800) 294-1322; Citigroup Global Markets Inc. at: Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, E-mail: [email protected], Telephone: 1 (800) 831-9146; J.P. Morgan Securities LLC at: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department, Telephone: 1 (866) 803-9204; or TD Securities (USA) LLC at: 31 West 52nd Street, 2nd Floor, New York, New York 10019, Attention: Syndicate Department, Telephone: 1 (855) 495-9846.
An electronic copy of the preliminary prospectus supplement and accompanying base prospectus may also be obtained at no charge at the Securities and Exchange Commissions website at www.sec.gov.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The offering may be made only by means of a prospectus and prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The offering will be made pursuant to an effective shelf registration statement, which was previously filed by Pioneer with the Securities and Exchange Commission, and a prospectus supplement and accompanying prospectus, which will be filed by Pioneer with the Securities and Exchange Commission.
Pioneer is a large independent oil and gas exploration and production company, headquartered in Dallas, Texas, with operations in the United States. For more information, visit Pioneers website at www.pxd.com.
Cautionary Statement Regarding Forward-Looking Information
Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements and the business prospects of Pioneer are subject to a number of risks and uncertainties that may cause Pioneers actual results in future periods to differ materially from the forward-looking statements. These risks and uncertainties include, among other things, volatility of commodity prices, product supply and demand, the impact of a widespread outbreak of an illness, such as the COVID-19 pandemic on global and U.S. economic activity, competition, the ability to obtain environmental and other permits and the timing thereof, other government regulation or action, litigation, the costs and results of drilling and operations, availability of equipment, services, resources and personnel required to perform the Companys drilling and operating activities, access to and availability of transportation, processing, fractionation, refining, storage and export facilities, Pioneers ability to implement its business plans or complete its development activities as scheduled, the financial strength of counterparties to Pioneers credit facility, investment instruments and derivative contracts and purchasers of Pioneers oil, natural gas liquids and gas production, environmental and weather risks, including the possible impacts of climate change, cybersecurity risks, and acts of war or terrorism. These and other risks are described in Pioneers Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020, June 30, 2020 and September 30, 2020, Current Report on Form 8-K filed on January 12, 2021, and other filings with the Securities and Exchange Commission. In addition, Pioneer may be subject to currently unforeseen risks that may have a materially adverse impact on it. Accordingly, no assurances can be given that the actual events and results will not be materially different than the anticipated results described in the forward-looking statements. Pioneer undertakes no duty to publicly update these statements except as required by law.
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