UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): March 19, 2015
SOUTHWESTERN ENERGY COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-08246 | 71-0205415 | |
(Commission File Number) | (IRS Employer Identification No.) |
10000 Energy Drive Spring, Texas | 77389 | |
(Address of principal executive offices) | (Zip Code) |
(832) 796-4700
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 7 Regulation FD
Item 7.01 Regulation FD Disclosure.
On March 19, 2015, the Company issued a press release announcing entry into an agreement to divest of its gas gathering assets located in northeastern Pennsylvania. The press release is furnished with this filing as Exhibit 99.1.
The information in this Item 7.01 and this exhibit shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
EXHIBIT INDEX
Exhibit |
| Description |
| Press release issued by Southwestern Energy Company on March 19, 2015. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SOUTHWESTERN ENERGY COMPANY | ||||
Dated: March 19, 2015 | By: | /s/ JOHN C. ALE | ||
Name: | John C. Ale | |||
Title: | Senior Vice President, | |||
General Counsel and Secretary |
EXHIBIT INDEX
Exhibit |
| Description |
|
|
|
| Press release issued by Southwestern Energy Company on March 19, 2015. |
NEWS RELEASE
SOUTHWESTERN ENERGY ANNOUNCES SALE OF
GATHERING ASSETS IN NORTHEAST PENNSYLVANIA
Houston, Texas March 19, 2015...Southwestern Energy Company (NYSE: SWN) announced today that it has executed a definitive purchase and sale agreement with Howard Midstream Energy Partners, LLC to sell Southwestern Energys gathering assets located in Bradford and Lycoming counties in northeastern Pennsylvania for $500 million. The assets include approximately 100 miles of natural gas gathering pipeline, with nearly 600 million cubic feet per day of capacity. The proceeds from the transaction will be used to substantially repay borrowings under Southwestern Energys $500 million term loan facility that matures in December 2016. The transaction is subject to customary closing conditions and is expected to close in the second quarter of 2015. We are excited to have this deal in place as it represents a major step toward completing our acquisition financing plan that we previously announced, remarked Steve Mueller, Chairman and Chief Executive Officer of Southwestern Energy. With this deal, we are well on our way to achieving the $600 million to $800 million in divestiture proceeds announced as part of that plan. Southwestern Energy Company is an independent energy company whose wholly-owned subsidiaries are engaged in natural gas and oil exploration, development and production, natural gas gathering and marketing. Additional information on the company can be found on the Internet at http://www.swn.com.
Contacts: | Steve Mueller Chairman and Chief Executive Officer (832) 796-4700 | ||
R. Craig Owen Senior Vice President | Michael Hancock Director, Investor Relations | ||
and Chief Financial Officer (832) 796-2808 | (832) 796-7367 michael_hancock@swn.com | ||
All statements, other than historical facts and financial information, may be deemed to be 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. All statements that address activities, outcomes and other matters that should or may occur in the future, including, without limitation, statements regarding the financial position, business strategy, production and reserve growth and other plans and objectives for the companys future operations, are forward-looking statements. Although the company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. The company has no obligation and makes no undertaking to publicly update or revise any forward-looking statements, other than to the extent set forth below. You should not place undue reliance on forward-looking statements. They are subject to known and unknown risks, uncertainties and other factors that may affect the companys operations, markets, products, services and prices and cause its actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with forward-looking statements, risks, uncertainties and factors that could cause the companys actual results to differ materially from those indicated in any forward-looking statement include, but are not limited to: the timing and extent of changes in market conditions and prices for natural gas and oil (including regional basis differentials); the companys ability to transport its production to the most favorable markets or at all; the timing and extent of the companys success in discovering, developing, producing and estimating reserves; the economic viability of, and the companys success in drilling, the companys large acreage position in various areas and, in particular, the Fayetteville Shale play, overall as well as relative to other productive shale gas areas; the companys ability to fund the companys planned capital investments; the impact of federal, state and local government regulation, including any legislation relating to hydraulic fracturing, the climate or over the counter derivatives; the companys ability to determine the most effective and economic fracture stimulation for its shale plays; the costs and availability of oil field personnel services and drilling supplies, raw materials, and equipment and services; the companys future property acquisition or divestiture activities; increased competition; the companys ability to access debt and equity capital markets to refinance its short- and long-term bank debt; the financial impact of accounting regulations and critical accounting policies; the comparative cost of alternative fuels; conditions in capital markets, changes in interest rates and the ability of the companys lenders to provide it with funds as agreed; credit risk relating to the risk of loss as a result of non-performance by the companys counterparties and any other factors listed in the reports the company has filed and may file with the Securities and Exchange Commission (SEC). For additional information with respect to certain of these and other factors, see the reports filed by the company with the SEC. The company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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