Vital Energy, Inc., a Delaware corporation (NYSE: VTLE) (“Vital
Energy” or the “Company”), announced today the pricing of $400
million in aggregate principal amount of 10.125% senior unsecured
notes due 2028 at 101% of par and $500 million in aggregate
principal amount of 9.750% senior unsecured notes due 2030 at
98.742% of par in an upsized registered underwritten offering for a
total of $900 million. Interest for the notes due 2028 is payable
on January 15 and July 15 of each year, and the first interest
payment for the notes due 2028 will be made on January 15, 2024,
and will consist of interest from July 15, 2023 to that date.
Interest for the notes due 2030 is payable on April 15 and October
15 of each year, and the first interest payment for the notes due
2030 will be made on October 15, 2023, and will consist of interest
from closing to that date. The offering is expected to close on
September 25, 2023, subject to customary closing conditions. The
Company intends to use a portion of the net proceeds from this
offering of the notes and a concurrent offering of common stock to
fund the satisfaction and discharge of the indenture governing its
9.500% senior unsecured notes due 2025, to repay a portion of the
borrowings outstanding under its senior secured credit facility and
use any excess for general corporate purposes.
The notes will be senior unsecured obligations of the Company
and will be guaranteed on a senior unsecured basis by the Company’s
existing restricted subsidiary and all of its future restricted
subsidiaries, with certain exceptions.
Wells Fargo Securities, BofA Securities, Mizuho and Truist
Securities are acting as active joint book-running managers for the
offering of the notes.
This offering of notes is being made pursuant to an effective
automatic shelf registration statement, including a prospectus and
a prospectus supplement related to the offering, previously filed
by the Company with the Securities and Exchange Commission (“SEC”).
Copies of the prospectus and the prospectus supplement, when
available, may be obtained by visiting the SEC website at
www.sec.gov. Alternatively, copies of the prospectus and the
prospectus supplement may be obtained by contacting: Wells Fargo
Securities, Syndicate.Ops@wellsfargo.com; BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte NC
28255-0001, Attn: Prospectus Department, E-mail:
dg.prospectus_requests@bofa.com; Mizuho Securities USA LLC, 1271
Avenue of the Americas, New York, NY 10020, Toll-free:
1-866-271-7403; or Truist Securities, Inc., 303 Peachtree Street,
Atlanta, GA 30308, Attn: Prospectus Dept, Telephone: (800)
685-4786, E-mail: TruistSecurities.prospectus@Truist.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any securities nor shall there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction. Any offer or sale of these securities will
be made only by means of a prospectus, including a prospectus
supplement, forming a part of the related registration
statement.
About Vital EnergyVital Energy, Inc. is an
independent energy company with headquarters in Tulsa, Oklahoma.
Vital Energy’s business strategy is focused on the acquisition,
exploration and development of oil and natural gas properties in
the Permian Basin of West Texas.
Forward-Looking StatementsThis press release
and any oral statements made regarding the subject of this release
contain forward-looking statements as defined under Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements, other
than statements of historical facts, that address activities that
Vital Energy assumes, plans, expects, believes, intends, projects,
indicates, enables, transforms, estimates or anticipates (and other
similar expressions) will, should or may occur in the future are
forward-looking statements. The forward-looking statements are
based on management’s current belief, based on currently available
information, as to the outcome and timing of future events. The
forward-looking statements involve risks and uncertainties,
including, among others, that our business plans may change as
circumstances warrant and that the new notes may not ultimately be
offered to the public and the existing notes may not be purchased
because of general market conditions or other factors.
General risks relating to Vital Energy include, but are not
limited to, moderating but continuing inflationary pressures and
associated changes in monetary policy that may cause costs to rise;
changes in domestic and global production, supply and demand for
commodities, actions by the Organization of Petroleum Exporting
Countries and other producing countries and the Russian-Ukrainian
military conflict, the decline in prices of oil, natural gas
liquids and natural gas and the related impact to financial
statements as a result of asset impairments and revisions to
reserve estimates, the volatility of oil, natural gas liquids and
natural gas prices, including our area of operation in the Permian
Basin, reduced demand due to shifting market perception towards the
oil and gas industry; competition in the oil and gas industry; the
ability of the Company to execute its strategies, including its
ability to successfully identify and consummate strategic
acquisitions at purchase prices that are accretive to its financial
results and to successfully integrate acquired businesses, assets
and properties, pipeline transportation and storage constraints in
the Permian Basin, the effects and duration of the outbreak of
disease, such as the COVID-19 pandemic, and any related government
policies and actions, long-term performance of wells, drilling and
operating risks, the possibility of production curtailment, the
impact of new laws and regulations, including those regarding the
use of hydraulic fracturing, the impact of legislation or
regulatory initiatives intended to address induced seismicity on
the Company’s ability to conduct its operations; hedging
activities, tariffs on steel, the impacts of severe weather,
including the freezing of wells and pipelines in the Permian Basin
due to cold weather, possible impacts of litigation and
regulations, the impact of the Company’s transactions, if any, with
its securities from time to time, the impact of new environmental,
health and safety requirements applicable to the Company’s business
activities, the possibility of the elimination of federal income
tax deductions for oil and gas exploration and development and
other factors, including those and other risks described in its
Annual Report on Form 10-K for the year ended December 31, 2022,
the preliminary prospectus supplement and those set forth from time
to time in other filings with the Securities and Exchange
Commission ("SEC"). These documents are available through Vital
Energy’s website at www.vitalenergy.com under the tab “Investor
Relations” or through the SEC’s Electronic Data Gathering and
Analysis Retrieval System at www.sec.gov. Any of these factors
could cause Vital Energy’s actual results and plans to differ
materially from those in the forward-looking statements. Therefore,
Vital Energy can give no assurance that its future results will be
as estimated. Any forward-looking statement speaks only as of the
date on which such statement is made. Vital Energy does not intend
to, and disclaims any obligation to, correct, update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise, except as required by applicable
law.
Investor Contact:Ron
Hagood918.858.5504ir@vitalenergy.com
Vital Energy (NYSE:VTLE)
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