Continental Resources Announces Pricing of Offering of $800 Million Senior Notes Due 2026 and $800 Million Senior Notes Due 2032

Rhea-AI Summary

Continental Resources, Inc. (NYSE: CLR) has priced a private placement of $800 million of 2.268% senior notes due 2026 and $800 million of 2.875% senior notes due 2032, expected to close on November 22, 2021. Proceeds will finance part of the acquisition from Pioneer Natural Resources, cover offering expenses, and potentially pay down debt if the acquisition does not proceed. The offering is not registered under the Securities Act and relies on exemptions for sale.

Positive

• Successful pricing of $800 million senior notes with favorable interest rates.
• Proceeds will fund acquisition enhancing growth opportunities.

Negative

• Offering not registered under the Securities Act, which limits market access.

OKLAHOMA CITY, Nov. 9, 2021 /PRNewswire/ -- Continental Resources, Inc. (NYSE: CLR) ("Continental" or the "Company") announced today the pricing of its private placement of $800 million of 2.268% senior notes due 2026 and $800 million of 2.875% senior notes due 2032. The offering is expected to close on November 22, 2021, subject to customary closing conditions. The Company intends to use the net proceeds from this offering to fund a portion of the purchase price in the recently announced acquisition from Pioneer Natural Resources Company (the "Pioneer Acquisition"), to pay the fees and expenses associated with this offering and, if the Pioneer Acquisition is not consummated, for general corporate purposes, which may include repayment of certain indebtedness.

Logo: https://mma.prnewswire.com/media/95419/continental_resources_logo.jpg

The securities offered have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The senior notes are expected to be eligible for trading by qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S.

This press release is being issued pursuant to Rule 135c under the Securities Act, and is neither an offer to sell nor a solicitation of an offer to buy the notes or any other securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the notes or any other securities in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Continental Resources

Continental Resources (NYSE: CLR) is a top 10 independent oil producer in the U.S. and a leader in America's energy renaissance. Based in Oklahoma City, Continental is the largest leaseholder and the largest producer in the nation's premier oil field, the Bakken play of North Dakota and Montana. The Company has significant positions in Oklahoma, including its SCOOP Woodford and SCOOP Springer discoveries and the STACK play. The Company also has a position in the Power River Basin play of Wyoming. With a focus on the exploration and production of oil, Continental has unlocked the technology and resources vital to American energy independence and our nation's leadership in the new world oil market. In 2021, the Company will celebrate 54 years of operations.

Cautionary Statement for the Purpose of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995

This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements included in this press release other than statements of historical fact, including, but not limited to, forecasts or expectations regarding the completion of the notes offering and the use of proceeds therefrom and the Company's ability to close the Pioneer Acquisition. When used in this press release, the words "could," "may," "believe," "anticipate," "intend," "estimate," "expect," "project," "budget," "target," "plan," "continue," "potential," "guidance," "strategy," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.

Forward-looking statements are based on the Company's current expectations and assumptions about future events and currently available information as to the outcome and timing of future events. Although the Company believes these assumptions and expectations are reasonable, they are inherently subject to numerous business, economic, competitive, regulatory and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company's control. No assurance can be given that such expectations will be correct or achieved or that the assumptions are accurate. The risks and uncertainties include, but are not limited to, commodity price volatility; the geographic concentration of our operations; financial market and economic volatility; the effects of any national or international health crisis; the inability to access needed capital; the risks and potential liabilities inherent in crude oil and natural gas drilling and production and the availability of insurance to cover any losses resulting therefrom; difficulties in estimating proved reserves and other reserves-based measures; declines in the values of our crude oil and natural gas properties resulting in impairment charges; our ability to replace proved reserves and sustain production; our ability to pay future dividends; and the other  risks described under Part I, Item 1A. Risk Factors and elsewhere in the Company's Annual Report on Form 10-K for the year ended December 31, 2020, registration statements and other reports filed from time to time with the SEC, and other announcements the Company makes from time to time.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date on which such statement is made. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, the Company's actual results and plans could differ materially from those expressed in any forward-looking statements. All forward-looking statements are expressly qualified in their entirety by this cautionary statement. Except as otherwise required by applicable law, the Company undertakes no obligation to publicly correct or update any forward-looking statement whether as a result of new information, future events or circumstances after the date of this report, or otherwise.

Investor Contact:		Media Contact:
Rory Sabino		Kristin Thomas
Vice President, Investor Relations		Senior Vice President, Public Relations
405-234-9620		405-234-9480
Rory.Sabino@CLR.com		Kristin.Thomas@CLR.com
Lucy Spaay
Investor Relations Analyst
405-774-5878
Lucy.Spaay@CLR.com

 

View original content:https://www.prnewswire.com/news-releases/continental-resources-announces-pricing-of-offering-of-800-million-senior-notes-due-2026-and-800-million-senior-notes-due-2032-301420431.html

SOURCE Continental Resources

FAQ

What is the amount of the senior notes offering by Continental Resources?

Continental Resources is offering $800 million of 2.268% senior notes due 2026 and $800 million of 2.875% senior notes due 2032.

When is the expected closing date for the Continental Resources senior notes offering?

The expected closing date for the offering is November 22, 2021.

What will the proceeds from the Continental Resources note offering be used for?

The proceeds will be used to fund the acquisition from Pioneer Natural Resources, cover offering expenses, and may also pay down debt if the acquisition does not occur.

Are the senior notes by Continental Resources registered?

No, the securities offered have not been registered under the Securities Act and may not be sold in the U.S. unless registered.