Permian Resources (PR) Offering 26.5M Shares

Permian Resources Corporation (“Permian Resources” or the “Company”) (NYSE: PR) today announced the commencement of an underwritten public offering (the “equity offering”) of an aggregate 26,500,000 shares of its Class A Common Stock, par value $0.0001 per share (“Class A common stock”).

Concurrently with the equity offering, subject to market conditions, Permian Resources Operating, LLC, a subsidiary of Permian Resources (the “Issuer”), intends to offer for sale in a private placement (the “concurrent notes offering”) under Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), to eligible purchasers $750.0 million in aggregate principal amount of senior unsecured notes due 2033 (the “Notes”). The Notes will be guaranteed on a senior unsecured basis by Permian Resources and all of the Issuer’s subsidiaries that guarantee the Issuer’s obligations under its senior secured credit facility. The equity offering is not conditioned on the consummation of the concurrent notes offering, and the concurrent notes offering is not conditioned on the consummation of the equity offering.

The Company intends to use the net proceeds it receives from the equity offering, along with a portion of the net proceeds of the concurrent notes offering, to fund a portion of the aggregate purchase price for the recently announced acquisition of oil and gas properties, interests and related assets owned by Occidental Petroleum Corporation (the “Acquisition”), which is expected to close in the third quarter of 2024, subject to customary closing conditions. The Acquisition is not contingent upon the completion of the equity offering or the concurrent notes offering. If the Acquisition is not completed, or if there are any remaining net proceeds from the equity offering following its consummation, the Company intends to use the proceeds of the equity offering for general corporate purposes, including potential future acquisitions.

Goldman Sachs & Co. LLC and Morgan Stanley are serving as the underwriters for the equity offering. The equity offering is subject to market and other conditions, and there can be no assurance as to whether or when the equity offering may be completed, or as to the actual size or terms of the equity offering.

The proposed equity offering is being made pursuant to a registration statement previously filed by the Company with the U.S. Securities and Exchange Commission (the “SEC”) that became automatically effective upon filing on May 24, 2024.

The proposed equity offering will be made only by means of a prospectus and prospectus supplement that meet the requirements under the Securities Act of 1933, as amended (the “Securities Act”). Copies of the preliminary prospectus supplement and accompanying base prospectus and final prospectus supplement, when available, may be obtained from: Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 866-471-2526, facsimile: 212-902-9316 or by emailing [email protected]; Morgan Stanley & Co. LLC, 180 Varick St, 2nd Floor; or by accessing the SEC’s website at www.sec.gov.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy shares of Class A common stock or any other securities, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful without registration or qualification under the securities laws of any such state or jurisdiction.

You May Also Be Interested In