WPX Energy,Inc. (NYSE:WPX) Files An 8-K Other Events

WPX Energy,Inc. (NYSE:WPX) Files An 8-K Other Events
Item 8.01 Other Events.

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On August8, 2017, WPX Energy,Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC as representative of the several underwriters named therein with respect to the offering and sale in an underwritten public offering (the “Offering”) by the Company of $150,000,000 aggregate principal amount of its 5.25% Senior Notes due 2024 (the “Notes”). The Notes will constitute an additional issuance of the Company’s 5.25% Senior Notes due 2024, $500 million aggregate principal amount of which were issued on September8, 2014. The Underwriting Agreement is filed as Exhibit1.1 hereto.

The Offering is expected to close on August22, 2017. The Company intends to use the net proceeds from the Offering, together with borrowings under the Company’s senior secured credit facility, to fund the Company’s previously announced cash tender offers for up to $150 million aggregate principal amount of its outstanding 7.500% Senior Notes due 2020, 8.250% Senior Notes due 2023 and 6.000% Senior Notes due 2022. $150 million of 7.500% Senior Notes due 2020 is expected to be purchased in the tender offers on August 22, 2017. The Offering was made to the Company’s shelf registration statement on FormS-3 (File No.333-198523) (the “Registration Statement”). A legal opinion of Gibson, Dunn& Crutcher LLP relating to the Registration Statement is filed herewith as Exhibit5.1.

Item 8.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.



Underwriting Agreement, dated August8, 2017, by and between WPX Energy,Inc. and Wells Fargo Securities, LLC as representative of the several underwriters.


Formof 5.25% Senior Note due 2024.


Opinion of Gibson, Dunn& Crutcher LLP.


Consent of Gibson, Dunn& Crutcher LLP (included in its opinion filed as Exhibit5.1).

EX-1.1 2 a17-20776_1ex1d1.htm EX-1.1 Exhibit 1.1   Execution Version       WPX ENERGY,…
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About WPX Energy,Inc. (NYSE:WPX)

WPX Energy, Inc. is an independent oil and natural gas exploration and production company. The Company is engaged in the exploitation and development of long-life unconventional properties. It is engaged in the domestic development, production and gas management activities of oil, natural gas and natural gas liquids (NGLs) segment. It is focused on exploiting and developing its oil positions in the Williston Basin in North Dakota, and the Permian and San Juan Basins in the southwestern United States. It operates approximately 700 wells in the Permian Basin and also owns interests in over 960 wells operated by others. It holds over 94,000 net acres in the Permian Basin, and specifically in the Delaware Basin sub-area, with operations located in Eddy, Lea and Chaves Counties in New Mexico and Loving, Pecos, Reeves, Ward and Winkler Counties in Texas. It holds over 84,740 net acres in the Williston Basin. It holds approximately 130,000 net acres in the gas window of the San Juan basin.

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