Antero Resources Corporation Announces the Pricing of 8.375% Senior Unsecured Notes Due 2026
January 04, 2021 at 05:05 pm EST
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On January 4, 2021, Antero Resources Corporation completed the previously announced private
placement (the Offering") of $500,000,000 aggregate principal amount of its 8.375% Senior Notes due 2026 (the
Notes"), along with the related guarantees of the Notes (the Guarantees"). With the completion of this
Offering, the condition to the previously announced partial redemption of $350,000,000 aggregate principal
amount of the Company's 5.125% senior notes due 2022 has been satisfied, and such notes will be redeemed on
January 16, 2021 in accordance with the previously issued Conditional Notice of Partial Redemption. The Notes and Guarantees were issued pursuant to an indenture, dated as of January 4, 2021 (the Indenture"), by
and among the Company, the subsidiary guarantors named therein (the Guarantors") and Wells Fargo Bank, National
Association, as trustee. The Indenture contains customary terms, events of default and covenants relating to,
among other things, the incurrence of debt, the payment of dividends or similar restricted payments, undertaking
transactions with the Company's unrestricted affiliates, and limitations on asset sales. The Notes are or will be fully and unconditionally guaranteed, jointly and severally, on a senior unsecured
basis by (i) the Company's existing subsidiaries that guarantee the Company's revolving credit facility and (ii)
certain of the Company's future subsidiaries. On or after January 15, 2024, the Company may redeem all or, from time to time, part of the Notes at the redemption prices specified in the Indenture, plus accrued and unpaid interest on the Notes, if any, to the
applicable redemption date. In addition, prior to January 15, 2024, the Company may, on one or more occasions,
redeem up to 35% of the aggregate principal amount of the Notes, but in an amount not greater than the net cash
proceeds of one or more equity offerings, at a redemption price of 108.375% of the principal amount of the
Notes, plus any accrued and unpaid interest to the date of such redemption. At any time prior to January 15,
2024, the Company may redeem the Notes, in whole or in part, at a redemption price equal to 100% of the
principal amount of the Notes, plus the Applicable Premium (as defined in the Indenture), together with any
accrued and unpaid interest to the date of such redemption. Upon the occurrence of a Change of Control (as
defined in the Indenture), the holders of the Notes will have the right to require the Company to repurchase all
or a portion of the Notes at a price equal to 101% of the principal amount of the Notes, plus any accrued and
unpaid interest to the date of purchase. The Notes and the Guarantees were issued and sold pursuant to an exemption from the registration requirements of
the Securities Act of 1933, as amended (the Securities Act"), pursuant to Section 4(a)(2) thereunder. The Notes
were resold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A
under the Securities Act and to non-U.S. persons outside of the United States in reliance on Regulation S under
the Securities Act. The Notes and Guarantees have not been, and will not be, registered under the Securities
Act or the securities laws of any other jurisdiction and may only be offered or sold in the United States in
transactions that are exempt from the registration requirements of the Securities Act and applicable state
securities laws.
Antero Resources Corporation is an independent natural gas and natural gas liquids (NGLs) company. The Company is engaged in the acquisition, development and production of unconventional properties located in the Appalachian Basin in West Virginia and Ohio. The Company targets large, repeatable resource plays where horizontal drilling and advanced fracture stimulation technologies provide the means to economically develop and produce natural gas, NGLs and oil from unconventional formations. The Company operates through three segments: the exploration, development, and production of natural gas, NGLs and oil; marketing of excess firm transportation capacity; and midstream services through its equity method investment in Antero Midstream Corporation (Antero Midstream). The Company holds approximately 515,000 net acres of natural gas, NGLs and oil properties located in the Appalachian Basin, primarily in West Virginia and Ohio.