SilverBow Resources, Inc. (NYSE: SBOW) (“SilverBow” or the “Company”) today announced the upsize and pricing of its previously announced underwritten public offering of its common stock (the “Offering”). The size of the Offering increased from the previously announced 3,000,000 shares to an aggregate of 4,000,000 shares of the Company’s common stock, which includes 2,810,811 shares offered by the Company and 1,189,189 shares offered by an affiliate of Strategic Value Partners, LLC (the “Selling Stockholder”), at a price to the public of $37.00 per share. The Company and the Selling Stockholder have granted the underwriters a 30-day option to purchase up to an additional 600,000 shares, upsized from the previously announced 450,000 shares. The Offering is expected to close on or about September 18, 2023, subject to customary closing conditions.
The Company intends to use the net proceeds from the Offering to repay a portion of the amounts outstanding under its senior secured revolving credit facility (“Credit Facility”) and for general corporate purposes, and will subsequently use borrowings under its Credit Facility and proceeds from its amended second lien notes to fund the purchase price for the Company’s pending acquisition of Chesapeake Energy Corporation’s oil and gas assets in South Texas (the “Chesapeake Acquisition”). The Company will not receive any proceeds from any sale of shares by the Selling Stockholder. The consummation of the Offering is not conditioned upon the completion of the Chesapeake Acquisition and the consummation of the Offering is not a condition to the completion of the Chesapeake Acquisition.
Citigroup, Mizuho and Johnson Rice & Company L.L.C. are acting as joint book-running managers for the Offering. Truist Securities, BofA Securities, KeyBanc Capital Markets, Capital One Securities and Barclays are also acting as joint book-running managers. PNC Capital Markets LLC and CIBC Capital Markets are acting as senior co-managers, and Fifth Third Securities, Northland Capital Markets, Tuohy Brothers and Regions Securities LLC are acting as co-managers.
The Offering was made only by means of a prospectus supplement and the accompanying base prospectus, which were filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission (“SEC”) on Form S-3. Copies of the final prospectus supplement and accompanying base prospectus relating to the Offering, once available, may be obtained on the SEC’s website at www.sec.gov or by contacting Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (Tel: 800-831-9146); Mizuho Securities USA LLC, Attention: U.S. ECM Desk, 1271 Avenue of the Americas, New York, NY 10020, by telephone at (212) 205-7602 or by email at US-ECM@mizuhogroup.com; or Johnson Rice & Company L.L.C., Attention: Equity Capital Markets, 639 Loyola Avenue, Suite 2775, New Orleans, LA 70113, or by phone at (504) 584-1231.
This press release does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
ABOUT SILVERBOW RESOURCES, INC.
SilverBow Resources, Inc. (NYSE: SBOW) is a Houston-based energy company actively engaged in the exploration, development and production of oil and gas in the Eagle Ford Shale and Austin Chalk in South Texas. With over 30 years of history operating in South Texas, the Company possesses a significant understanding of regional reservoirs that it leverages to assemble high quality drilling inventory while continuously enhancing its operations to maximize returns on capital invested.
This release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements represent management’s expectations or beliefs concerning future events, and it is possible that the Offering may not be completed on the timing described in this release or at all. These forward-looking statements are based on current expectations and assumptions and are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than statements of historical fact included in this release, including those regarding the timing of the Offering, are forward-looking statements. When used in this report, the words “will,” “expect,” “intend” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, changes in market conditions, the risk that the Offering will not be consummated on the timing contemplated or otherwise, and the satisfaction of customary closing conditions related to the Offering, as well as the risks and uncertainties discussed in the preliminary prospectus supplement for the Offering and the Company’s reports filed with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2022, and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. All forward-looking statements speak only as of the date of this release. You should not place undue reliance on these forward-looking statements. All subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the foregoing. We undertake no obligation to publicly release the results of any revisions to any such forward-looking statements that may be made to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events, except as required by law.
Vice President of Finance & Investor Relations
(281) 874-2700, (888) 991-SBOW