EARTHSTONE ENERGY INC: debt financing — Earthstone Energy subsidiary issues $500M of 9.875% senior notes due 2031 to fund Novo acquisition

EARTHSTONE ENERGY INC

$500M aggregate principal of 9.875% senior notes due 2031 issued by Earthstone Energy Holdings, LLC.
Notes issued at 97.968% of par; net proceeds ~$482.3M after underwriting discounts.
Proceeds will fund a portion of the purchase price for the Novo Oil & Gas Holdings acquisition.
Special mandatory redemption if Novo acquisition not closed by August 28, 2023.
Notes guaranteed by parent Earthstone Energy and certain subsidiaries; rank equally with existing unsecured debt.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

EARTHSTONE ENERGY INC incurred senior notes of $500.0 million aggregate principal amount with U.S. Bank Trust Company, National Association at 9.875% per annum maturing July 15, 2031.

Instrument: senior notes
Principal: $500.0 million aggregate principal amount
Counterparty: U.S. Bank Trust Company, National Association
Rate: 9.875% per annum
Maturity: July 15, 2031
Event: incurrence

Exact text from the filing

of the several initial purchasers named in Exhibit A thereto (together, the “Initial Purchasers”), providing for the private offer and sale by EEH (the “Offering”) of $500.0 million aggregate principal amount of EEH’s 9.875% senior notes due 2031 (the “Notes”), along with related guarantees (the “Guarantees”) of the Notes. The Purchase Agreement contains

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

EARTHSTONE ENERGY INC entered into Indenture with U.S. Bank Trust Company, National Association, as trustee valued at $500.0 million aggregate principal amount of EEH's 9.875% senior notes due 2031 (effective 2023-06-30).

Action: entry
Agreement: notes offering
Counterparty: U.S. Bank Trust Company, National Association, as trustee
Value: $500.0 million aggregate principal amount of EEH's 9.875% senior notes due 2031
Effective: 2023-06-30

Exact text from the filing

On June 30, 2023, in connection with the completion of the Offering, EEH entered into that certain indenture, dated as of June 30, 2023 (the “Indenture”), among EEH, the Guarantors and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

EARTHSTONE ENERGY INC entered into Purchase Agreement with Wells Fargo Securities, LLC, as representative of the several initial purchasers valued at $500.0 million aggregate principal amount of EEH's 9.875% senior notes due 2031 (effective 2023-06-27).

Action: entry
Agreement: notes offering
Counterparty: Wells Fargo Securities, LLC, as representative of the several initial purchasers
Value: $500.0 million aggregate principal amount of EEH's 9.875% senior notes due 2031
Effective: 2023-06-27

Exact text from the filing

entered into a purchase agreement (the “Purchase Agreement”) with Wells Fargo Securities, LLC, as representative of the several initial purchasers named in Exhibit A thereto (together, the “Initial Purchasers”), providing for the private offer and sale by EEH (the “Offering”) of $500.0 million aggregate principal amount of EEH’s 9.875% senior notes due 2031

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Source: SEC EDGAR

accession 0000010254-23-000134

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