UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
On February 28, 2024, Coterra Energy Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, TD Securities (USA) LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several underwriters named in Schedule 1 of the Underwriting Agreement (the “Underwriters”), relating to the underwritten public offering of $500,000,000 aggregate principal amount of the Company’s 5.60% Senior Notes due 2034 (CUSIP: 127097AL7; ISIN: US127097AL75) (the “Notes”). The offering is being made pursuant to the Company’s registration statement on Form S-3 (File No. 333-264652). The offering is expected to close on March 13, 2024, subject to customary closing conditions.
The Underwriting Agreement includes the terms and conditions for the issuance and sale of the Notes, indemnification and contribution obligations and other terms and conditions customary in agreements of this type. The Underwriters are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, principal investment, hedging, financing and brokerage activities. The Underwriters and their respective affiliates have in the past performed commercial banking, investment banking, corporate trust and advisory services for the Company from time to time for which they have received customary fees and reimbursement of expenses and may, from time to time, engage in transactions with and perform services for the Company in the ordinary course of their business for which they may receive customary fees and reimbursement of expenses. Certain of the Underwriters or their respective affiliates are lenders, and in some cases agents or managers for the lenders, under the Company’s revolving credit facility, for which they have been paid customary fees.
The foregoing description of the Underwriting Agreement is not complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 1.1 | Underwriting Agreement, dated February 28, 2024, among Coterra Energy Inc., J.P. Morgan Securities LLC, TD Securities (USA) LLC, Wells Fargo Securities, LLC and BofA Securities, Inc., as representatives of the several underwriters named in Schedule 1 thereto. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
| COTERRA ENERGY INC. | ||
| By: | /s/ Adam M. Vela | |
| Adam M. Vela | ||
| Senior Vice President—General Counsel | ||
Date: March 1, 2024