SOUTHWESTERN ENERGY COMPANY (NYSE:SWN) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Supplemental Indentures
On November29, 2017, the Company entered into (i)a first supplemental indenture (the “First Supplemental Indenture”) to the indenture dated as of March5, 2012 (the “2022 Notes Indenture”), by and between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the Company’s 4.10% Senior Notes due 2022 (the “2022 Notes”) and (ii)a third supplemental indenture (the “Third Supplemental Indenture” and, together with the First Supplemental Indenture, the “Supplemental Indentures”) to the indenture dated as of January23, 2015, as supplemented by the first supplemental indenture, dated as of January23, 2015, and the second supplemental indenture, dated as of September25, 2017 (as so supplemented, the “2025 Notes Indenture” and, together with the 2022 Notes Indenture, the “Indentures”), by and between the Company, as issuer, and U.S. Bank National Association, as trustee, relating to the Company’s 4.95% Senior Notes due 2025 (the “2025 Notes” and, together with the 2022 Notes, the “Notes”).
The Supplemental Indentures were entered into to effectuate certain amendments to the Indentures in connection with the consummation of the Company’s consent solicitations, as further described under Item 1.01 of this Current Report on Form 8-K. The Supplemental Indentures, among other things, amend the limitations on liens covenant in each of the Indentures to be substantially similar to the limitation on liens covenant applicable to the Company’s Senior Notes due 2025, Senior Notes due 2026 and Senior Notes due 2027.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the First Supplemental Indenture and the Third Supplemental Indenture, copies of which are attached to this Current Report on Form 8-K as Exhibit 4.1 and Exhibit 4.2, respectively, and are incorporated herein by reference.
| Item 1.01 | Regulation FD Disclosure |
On November29, 2017, the Company announced the final results and expiration of the previously announced solicitation of consents from holders of the Notes to amend the Indentures to, among other things, amend the limitations on liens covenant in the Indentures to be substantially similar to the limitation on liens covenant applicable to the Company’s Senior Notes due 2025, Senior Notes due 2026 and Senior Notes due 2027. The Company received the requisite number of consents to amend the Indentures and entered into the Supplemental Indentures. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 1.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section18, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as set forth by specific reference in such filing.
| Item 1.01 | Financial Statements and Exhibits. |
EXHIBIT INDEX
|
Exhibit No. |
Description |
| 4.1 | First Supplemental Indenture, dated as of November29, 2017, between Southwestern Energy Company and The Bank of New York Mellon Trust Company, N.A., as trustee |
| 4.2 | Third Supplemental Indenture, dated as of November29, 2017, between Southwestern Energy Company and U.S. Bank National Association, as trustee |
| 99.1 | Press Release of Southwestern Energy Company, dated November29, 2017 relating to the results of its consent solicitations |
SOUTHWESTERN ENERGY CO ExhibitEX-4.1 2 d502441dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 EXECUTION VERSION FIRST SUPPLEMENTAL INDENTURE This First Supplemental Indenture,…To view the full exhibit click here
About SOUTHWESTERN ENERGY COMPANY (NYSE:SWN)
Southwestern Energy Company is an independent energy company engaged in natural gas and oil exploration, development and production. The Company operates through two segments: Exploration and Production (E&P) and Midstream Services. Its operations are focused on the development of unconventional natural gas reservoirs located in Pennsylvania, West Virginia and Arkansas. Its operations in northeast Pennsylvania are focused on the unconventional natural gas reservoir known as the Marcellus Shale. Its operations in West Virginia are also focused on the Utica and the Upper Devonian unconventional natural gas and oil reservoirs (Southwest Appalachia). Its operations in Arkansas are primarily focused on an unconventional natural gas reservoir known as the Fayetteville Shale. It has exploration and production activities in Colorado and Louisiana along with other areas. Through its affiliated midstream subsidiaries, it is engaged in natural gas gathering activities in Arkansas and Louisiana.
