DENVER, August 10, 2022 /PRNewswire/ — Antero Resources Corporation (NYSE: AR) (“Antero Resources”, “Antero” or the “Company”) today announced that the Company’s previously announced cash tender offer (the “Any Offer”) for all of the outstanding at 8.375% of the Company and maturing in 2026 (the “Any and All Notes” offer) expired at 5:00 p.m., New York City It’s time August 10, 2022. According to information provided by IPREO LLC, the Tendering and Information Agent for the Any and All Offering, $181,656,000 the full principal amount of the Any and All Notes has been validly deposited and has not been validly withdrawn before or at the expiration of the Any and All Offer. This amount excludes $2,803,000 aggregate principal amount of the Any and All Notes tendered pursuant to the guaranteed delivery procedures described in the Offer to Purchase, dated August 4, 2022 (the “Offer to Purchase”), and the related notice of guaranteed delivery provided under the Any and All Offer, which remain subject to performance by the Holders (as defined in the Offer to Purchase). purchase) of delivery requirements under these procedures. The obligation of the Company to accept any Any and All Notes offered and to pay the Consideration for Any and All Notes is subject to the satisfaction or waiver of certain conditions and other terms set forth only in the Offer to Purchase. . If the conditions are met or waived, the Company expects to pay for such Any and All Securities on August 11, 2022 (the “Any and All Completion Date”), or, for Any and All Notes validly made pursuant to the guaranteed delivery procedures set forth in the Offer to Purchase, August 15, 2022 (the “Guaranteed Delivery Settlement Date”).
Holders of Any and All Notes who have validly deposited (including in accordance with the guaranteed delivery procedures set forth in the Offer to Purchase) and who have not validly withdrawn their Any and All Notes prior to the expiration of the Offer Any and All will receive the full consideration of $1,090 for each $1,000 the principal amount of the Any and All Bonds delivered and accepted for payment, plus accrued but unpaid interest up to, but not including, the Any and All settlement date.
The Company intends to fund the purchase of the Any and All Notes with cash and/or borrowings under its revolving credit facility.
Wells Fargo Securities, LLC acts as Lead Dealer Manager, Truist Securities, Inc. and CIBC World Markets Corp. are acting as Co-Dealer Managers and IPREO LLC is acting as Submission Agent and Information Agent for the Any and All Offering. Requests for documents may be directed to IPREO LLC at (888) 593-9546 (toll free), (212) 849-3880 (all others) or by email at [email protected]. Copies of these documents are also available at the following web address: https://www.debtdomain.com/public/antero/index.html. Questions regarding the Any and All offering may be directed to Wells Fargo Securities, LLC (toll free) (866) 309-6316 or (call collect) (704) 410-4756.
The Company previously announced the commencement of a cash tender offer (the “Maximum Tender Offer”) for an amount of the Company’s outstanding 7.625% senior notes due 2029 (the Maximum redemption obligations”) equal to the difference between $300,000,000 and the aggregate principal amount of Any and All Notes accepted for purchase (as such amount may be increased or eliminated by the Company pursuant to the terms of the Maximum Tender Offer, the “Aggregate Maximum Principal Amount”). Assuming that all of the Any and All Bonds are accepted for purchase, the Maximum Aggregate Maximum Principal Amount of the Maximum Offer Bonds should be $115,541,000.
This announcement is for informational purposes only and does not constitute an offer to buy or sell, or a solicitation of an offer to buy or sell, with respect to any securities. The Any and All offer is made only pursuant to the offer to purchase and only in jurisdictions permitted by applicable law.
Caution Regarding Forward-Looking Information
This release includes “forward-looking statements”. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond Antero’s control. All statements, except statements of historical fact, made in this release regarding activities, events or developments that Antero expects, believes or anticipates will or may occur in the future, such as the ability to ‘Antero to successfully complete the Any and All Offer or the Maximum Offer The offer and its terms are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “may”, “assume”, “plan”, “position”, “predict”, “strategy”, “expect”, “intend”, “plan”, “estimate” , “anticipate”, “believe”, “project”, “budget”, “potential”, or “continue” and similar expressions are used to identify forward-looking statements, although not all forward-looking statements contain such words of identification. All forward-looking statements speak only as of the date of this release. Although Antero believes that the plans, intentions and expectations reflected or implied by the forward-looking statements are reasonable, there can be no assurance that such plans, intentions or expectations will be achieved. Accordingly, actual results could differ materially from what is expressed, implied or anticipated in such statements. Except as required by law, Antero expressly disclaims any obligation and does not intend to update or revise publicly t forward-looking statements.
Antero cautions you that these forward-looking statements are subject to all risks and uncertainties inherent in the exploration for and development, production, gathering and sale of natural gas, NGLs and petroleum, most of which are difficult to be expected and many of which are beyond Antero’s control. These risks include, but are not limited to, commodity price volatility, inflation, availability of drilling, completions and production equipment and services, environmental risks, drilling and completions risks and other operating risks, marketing and transportation risks, regulatory or legislative changes, the inherent uncertainty in estimating natural gas, NGL and oil reserves and projecting future production rates, cash flow and access to capital, timing of development expenditures, conflicts of interest among our shareholders, impacts of global health events (including COVID-19). 19), risks relating to cybersecurity, the state of the markets and the availability of verified quality carbon offsets, and the other risks described under the heading “Item 1A. Risk Factors” in Antero’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in its subsequent quarterly reports on Form 10-Q.
SOURCE Antero Resources Corporation
