HOUSTON, Sept. 24, 2018 (GLOBE NEWSWIRE) -- Rosehill Resources Inc. (NASDAQ: ROSE, ROSEW, ROSEU) (the “Company”) announced today that it has commenced an underwritten public offering (the “Offering”) of 6,150,000 shares of its Class A common stock (the “Class A Common Stock”). All of the shares of Class A Common Stock in the Offering will be sold by the Company. In addition, the Company expects to grant the underwriters a 30-day option to purchase up to an additional 922,500 shares of Class A Common Stock at the public offering price, less the underwriting discount.
The Company intends to contribute all of the net proceeds of the Offering to Rosehill Operating Company, LLC (“Rosehill Operating”) in exchange for a number of units in Rosehill Operating equal to the number of shares of Class A Common Stock issued by the Company in the Offering. Rosehill Operating intends to use the net proceeds to finance its development plan and for general corporate purposes, including to fund potential future acquisitions.
Citigroup, SunTrust Robinson Humphrey and J.P. Morgan are acting as joint book-running managers for the Offering. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering.
A registration statement relating to the Offering has been filed with the U.S. Securities and Exchange Commission but has not yet become effective. The securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities, nor shall there be any sale of the 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.
The Offering is being made only by means of a prospectus that meets the requirements of Section 10 of the Securities Act of 1933, as amended. Copies of the preliminary prospectus relating to the Offering may be obtained, when available, from:
| Citigroup Global Markets Inc. c/o Broadridge Financial Services 1155 Long Island Avenue, Edgewood, NY 11717 Telephone: (800) 831-9146 J.P. Morgan Securities LLC c/o Broadridge Financial Services 1155 Long Island Avenue, Edgewood, NY 11717 Attention: Prospectus Department Telephone: (866) 803-9204 Email: prospectus-eq_fi@jpmchase.com | SunTrust Robinson Humphrey, Inc. 3333 Peachtree Road NE, 9th Floor Atlanta, GA 30326 Attention: Prospectus Department Telephone: (404) 926-5744 Fax: (404) 926-5464 Email: strh.prospectus.com |
About Rosehill Resources Inc.
Rosehill Resources Inc. is an oil and gas exploration company with producing assets in Texas and New Mexico with its investment activity focused in the Delaware Basin portion of the Permian Basin. The Company’s strategy for growth includes the organic development of its two core acreage areas in the Northern Delaware Basin and the Southern Delaware Basin, as well as focused acquisitions in the Delaware Basin.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, including statements regarding the intention, completion, timing and option relating to the Offering, represent the Company’s expectations or beliefs concerning future events. These forward-looking statements are subject to risks and uncertainties related to market conditions and the satisfaction of customary closing conditions related to the Offering. There can be no assurance that the Company will be able to complete the Offering.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, the Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for the Company to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the Company’s periodic reports, including its annual report on Form 10-K and quarterly reports on Form 10-Q, and in the preliminary prospectus filed with the SEC in connection with the Offering. The risk factors and other factors noted in the Company’s prospectus could cause its actual results to differ materially from those contained in any forward-looking statement.
Contact Information:
| Gary C. Hanna | Craig Owen | John Crain |
| Interim President and Chief Executive Officer | Chief Financial Officer | Senior Manager – Finance & Investor Relations |
| 281-675-3400 | 281-675-3400 | 281-675-3493 |