Centennial Resource Development Announces Closing of Southern Delaware Basin Acquisition and $910 Million Private Placement o...
29 Dicembre 2016 - 1:05PM
Centennial Resource Development, Inc. together with its affiliates
(“CDEV”, “Centennial” or the “Company”) (NASDAQ:CDEV)
(NASDAQ:CDEVW), announced today that it has closed the previously
announced acquisition of leasehold interests and related upstream
assets in Reeves County from Silverback Exploration, LLC
(“Silverback”) for a purchase price of approximately $855 million,
subject to customary post-closing adjustments.
Centennial also announced today that it has
closed the previously announced private placement of equity
securities with certain accredited investors, including Riverstone
Holdings LLC and affiliated funds (collectively, “Riverstone”), for
total gross proceeds of $910 million. Third-party investors other
than Riverstone purchased $480 million of CDEV Class A common stock
at $14.54 per share. Riverstone purchased $430 million of equity
securities in a combination of CDEV Class A common stock at $14.54
per share and preferred shares at the common equivalent of $14.54
per share. The preferred shares will be convertible into shares of
CDEV Class A common stock upon the approval of the Company’s
stockholders of such conversion at a special meeting. Holders of
the preferred shares will not be entitled to a preferred dividend,
but will be entitled to participate in dividends payable on the
CDEV Class A common stock. The preferred shares will also have a
liquidation preference of $0.0001 per share and holders will be
entitled to participate with common stockholders in distributions
upon liquidation. Net proceeds from the offering were used to fully
fund the Company’s acquisition of the upstream assets of
Silverback, with the remaining portion of the net proceeds to be
used for general corporate purposes.
In conjunction with the closing of the
acquisition, Centennial closed an amendment with the lenders under
its revolving credit facility that, among other things, increases
the borrowing base to $250 million from $200 million. The Company
currently has no amounts drawn under its revolving credit facility,
and the next scheduled borrowing base redetermination will be held
in the spring of 2017.
About Centennial Resource Development,
Inc.
Centennial Resource Development, Inc., is an
independent oil and natural gas company focused on the development
and acquisition of unconventional oil and associated liquids-rich
natural gas reserves in the Permian Basin. The Company’s assets and
operations, which are held and conducted through Centennial
Resource Production, LLC, are concentrated in the Delaware Basin, a
sub-basin of the Permian Basin. For additional information about
the Company, please visit www.cdevinc.com.
About Silverback Exploration,
LLC
Silverback Exploration, LLC is a San
Antonio-based, independent oil and gas company focused on the
pursuit of leasing and drilling opportunities in domestic resource
plays, both conventional and unconventional. Silverback was formed
in November 2013 with an equity commitment from EnCap Investments,
L.P.
About Riverstone Holdings
LLC
Riverstone Holdings LLC is an energy and
power-focused private investment firm founded in 2000 by David M.
Leuschen and Pierre F. Lapeyre, Jr. with over $34 billion of
capital raised. Riverstone conducts buyout and growth capital
investments in the exploration & production, midstream,
oilfield services, power, and renewable sectors of the energy
industry. With offices in New York, London, Houston, and
Mexico City, Riverstone has committed over $33 billion to more than
120 investments in North America, Latin America, Europe, Africa,
and Asia.
No Offer or Solicitation
This communication is for informational purposes
only and shall not constitute an offer to sell or the solicitation
of an offer to buy any securities pursuant to the proposed
transactions or otherwise, nor shall there be any sale of
securities in any jurisdiction in which the offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such jurisdiction.
Forward-Looking Statements
This communication includes certain statements
that may constitute “forward-looking statements” for purposes of
the federal securities laws. Forward-looking statements include,
but are not limited to, statements that refer to projections,
forecasts or other characterizations of future events or
circumstances, including any underlying assumptions. The
words “anticipate,” “believe,” “continue,” “could,” “estimate,”
“expect,” “intends,” “may,” “might,” “plan,” “possible,”
“potential,” “predict,” “project,” “should,” “would” and similar
expressions may identify forward-looking statements, but the
absence of these words does not mean that a statement is not
forward-looking. Forward-looking statements may include, for
example, statements about the benefits of the transaction described
in this communication; the future financial performance of
Centennial following the transaction; changes in Centennial’s
reserves and future operating results; and expansion plans and
opportunities. These forward-looking statements are based on
information available as of the date of this communication, and
current expectations, forecasts and assumptions, and involve a
number of judgments, risks and uncertainties. Accordingly,
forward-looking statements should not be relied upon as
representing Centennial’s views as of any subsequent date, and
Centennial does not undertake any obligation to update
forward-looking statements to reflect events or circumstances after
the date they were made, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities laws. You should not place undue
reliance on these forward-looking statements. As a result of
a number of known and unknown risks and uncertainties, Centennial’s
actual results or performance may be materially different from
those expressed or implied by these forward-looking statements.
Some factors that could cause actual results to differ include
Centennial’s ability to recognize the anticipated benefits of the
transaction, which may be affected by, among other things,
competition and the ability of Centennial to grow and manage growth
profitably following the transaction; changes in applicable laws or
regulations; the possibility that Centennial may be adversely
affected by other economic, business, and/or competitive factors;
and other risks and uncertainties indicated in Centennial’s public
filings with the Securities and Exchange Commission.
Contact:
Hays Mabry
Director, Investor Relations
(713) 357-1393
ir@cdevinc.com
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