Occidental (NYSE: OXY) today announced the launch of an
underwritten secondary public offering of 29,560,619 shares of its
common stock by CrownRock Holdings, L.P. (the “Selling
Stockholder”).
Occidental is not offering any shares of common stock in the
offering. The Selling Stockholder will receive all of the proceeds
from the proposed offering. The offering is subject to market and
other conditions, and there can be no assurance as to whether or
when the offering may be completed.
J.P. Morgan, Morgan Stanley and RBC Capital Markets are acting
as the underwriters for the offering. The underwriters may offer
the shares of common stock from time to time for sale in one or
more transactions on the New York Stock Exchange, in the
over-the-counter market, through negotiated transactions or
otherwise, at market prices prevailing at the time of sale, at
prices related to prevailing market prices or at negotiated
prices.
The proposed offering will be made only by means of a prospectus
supplement and the accompanying base prospectus related to the
offering, copies of which may be obtained, when available, from
J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717, via email at
prospectus-eq_fi@jpmchase.com; Morgan Stanley & Co. LLC, Attn:
Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY
10014; or RBC Capital Markets, LLC, Attention: Equity Capital
Markets, 200 Vesey Street, New York, NY 10281, by telephone at
877-822-4089 or by email at equityprospectus@rbccm.com.
A shelf registration statement (including a prospectus) relating
to these securities has been filed with the Securities and Exchange
Commission (the “SEC”) and is effective. Before investing,
interested parties should read the shelf registration statement and
other documents filed with the SEC for information about Occidental
and this offering. You may get these documents for free by visiting
EDGAR on the SEC website at sec.gov.
This press 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 would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction. Any offers, solicitations or offers to buy,
or any sales of securities will be made in accordance with the
registration requirements of the Securities Act of 1933, as
amended.
About Occidental
Occidental is an international energy company with assets
primarily in the United States, the Middle East and North Africa.
We are one of the largest oil and gas producers in the U.S.,
including a leading producer in the Permian and DJ basins, and
offshore Gulf of Mexico. Our midstream and marketing segment
provides flow assurance and maximizes the value of our oil and gas.
Our chemical subsidiary OxyChem manufactures the building blocks
for life-enhancing products. Our Oxy Low Carbon Ventures subsidiary
is advancing leading-edge technologies and business solutions that
economically grow our business while reducing emissions. We are
committed to using our global leadership in carbon management to
advance a lower-carbon world.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995, including, but not
limited to, statements about Occidental’s expectations, beliefs,
plans or forecasts. All statements other than statements of
historical fact are “forward-looking statements” for purposes of
federal and state securities laws, including, but not limited to:
any projections of earnings, revenue or other financial items or
future financial position or sources of financing; any statements
of the plans, strategies and objectives of management for future
operations or business strategy; any statements regarding future
economic conditions or performance; any statements of belief; and
any statements of assumptions underlying any of the foregoing.
Words such as “estimate,” “project,” “predict,” “will,” “would,”
“should,” “could,” “may,” “might,” “anticipate,” “plan,” “intend,”
“believe,” “expect,” “aim,” “goal,” “target,” “objective,”
"commit," "advance," “likely” or similar expressions that convey
the prospective nature of events or outcomes are generally
indicative of forward-looking statements. You should not place
undue reliance on these forward-looking statements, which speak
only as of the date of this press release unless an earlier date is
specified. Unless legally required, Occidental does not undertake
any obligation to update, modify or withdraw any forward-looking
statements as a result of new information, future events or
otherwise.
Forward-looking statements involve estimates, expectations,
projections, goals, forecasts, assumptions, risks and
uncertainties. Actual outcomes or results may differ from
anticipated results, sometimes materially. Factors that could cause
results to differ from those projected or assumed in any
forward-looking statement include, but are not limited to: general
economic conditions, including slowdowns and recessions,
domestically or internationally; Occidental’s indebtedness and
other payment obligations, including the need to generate
sufficient cash flows to fund operations; Occidental’s ability to
successfully monetize select assets and repay or refinance debt and
the impact of changes in Occidental’s credit ratings or future
increases in interest rates; assumptions about energy markets;
global and local commodity and commodity-futures pricing
fluctuations and volatility; supply and demand considerations for,
and the prices of, Occidental’s products and services; actions by
the Organization of the Petroleum Exporting Countries (“OPEC”) and
non-OPEC oil producing countries; results from operations and
competitive conditions; future impairments of Occidental's proved
and unproved oil and gas properties or equity investments, or
write-downs of productive assets, causing charges to earnings;
unexpected changes in costs; inflation, its impact on markets and
economic activity and related monetary policy actions by
governments in response to inflation; availability of capital
resources, levels of capital expenditures and contractual
obligations; the regulatory approval environment, including
Occidental's ability to timely obtain or maintain permits or other
government approvals, including those necessary for drilling and/or
development projects; Occidental's ability to successfully
complete, or any material delay of, field developments, expansion
projects, capital expenditures, efficiency projects, acquisitions
or divestitures; risks associated with acquisitions, mergers and
joint ventures, such as difficulties integrating businesses,
uncertainty associated with financial projections, projected
synergies, restructuring, increased costs and adverse tax
consequences; uncertainties and liabilities associated with
acquired and divested properties and businesses; uncertainties
about the estimated quantities of oil, natural gas liquids and
natural gas reserves; lower-than-expected production from
development projects or acquisitions; Occidental’s ability to
realize the anticipated benefits from prior or future streamlining
actions to reduce fixed costs, simplify or improve processes and
improve Occidental’s competitiveness; exploration, drilling and
other operational risks; disruptions to, capacity constraints in,
or other limitations on the pipeline systems that deliver
Occidental’s oil and natural gas and other processing and
transportation considerations; volatility in the securities,
capital or credit markets, including capital market disruptions and
instability of financial institutions; government actions, war
(including the Russia-Ukraine war and conflicts in the Middle East)
and political conditions and events; health, safety and
environmental (“HSE”) risks, costs and liability under existing or
future federal, regional, state, provincial, tribal, local and
international HSE laws, regulations and litigation (including
related to climate change or remedial actions or assessments);
legislative or regulatory changes, including changes relating to
hydraulic fracturing or other oil and natural gas operations,
retroactive royalty or production tax regimes, and deep-water and
onshore drilling and permitting regulations; Occidental's ability
to recognize intended benefits from its business strategies and
initiatives, such as Occidental's low-carbon ventures businesses or
announced greenhouse gas emissions reduction targets or net-zero
goals; potential liability resulting from pending or future
litigation, government investigations and other proceedings;
disruption or interruption of production or manufacturing or
facility damage due to accidents, chemical releases, labor unrest,
weather, power outages, natural disasters, cyber-attacks, terrorist
acts or insurgent activity; the scope and duration of global or
regional health pandemics or epidemics, and actions taken by
government authorities and other third parties in connection
therewith; the creditworthiness and performance of Occidental's
counterparties, including financial institutions, operating
partners and other parties; failure of risk management;
Occidental’s ability to retain and hire key personnel; supply,
transportation and labor constraints; reorganization or
restructuring of Occidental’s operations; changes in state, federal
or international tax rates; and actions by third parties that are
beyond Occidental’s control.
Additional information concerning these and other factors that
may cause Occidental’s results of operations and financial position
to differ from expectations can be found in Occidental’s filings
with the SEC, including Occidental’s Annual Report on Form 10-K for
the year ended December 31, 2023, Quarterly Reports on Form 10-Q
and Current Reports on Form 8-K.
Contacts
Media |
Investors |
Eric Moses |
R. Jordan Tanner |
713-497-2017 |
713-552-8811 |
eric_moses@oxy.com |
investors@oxy.com |
Occidental Petroleum (NYSE:OXY)
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