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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): September 19, 2022

 

COTERRA ENERGY INC.

(Exact name of registrant as specified in its charter)

 

Delaware 1-10447 04-3072771
(State or other jurisdiction of
incorporation)		 (Commission File Number) (I.R.S. Employer Identification No.)

 

Three Memorial City Plaza

840 Gessner Road, Suite 1400

Houston, Texas

 77024
(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code: (281) 589-4600 

 
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 (see General Instruction A.2):
   
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which
registered
Common Stock, par value $0.10 per share   CTRA   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 7.01Regulation FD Disclosure.

 

On September 19, 2022, Coterra Energy Inc. (the “Company”) issued a press release announcing that it issued notices of redemption (the “Notices”) with respect to its 4.375% Senior Notes due 2024 (the “Coterra 2024 Notes”) and the 4.375% Senior Notes due 2024 (the “Cimarex 2024 Notes” and, together with the Coterra 2024 Notes, the “Notes”) of Cimarex Energy Co., the Company’s subsidiary. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

The information furnished in this Item 7.01 and the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 8.01Other Events.

 

On September 19, 2022, the Company issued Notices with respect to the redemption of the Notes. The Company (i) gave holders of the Coterra 2024 Notes notice that, on September 29, 2022 (the “Coterra Notes Redemption Date”), the Company will redeem $705,495,000 aggregate principal amount of the outstanding Coterra 2024 Notes, representing all of the outstanding Coterra 2024 Notes, and (ii) gave holders of the Cimarex 2024 Notes notice that, on October 19, 2022 (the “Cimarex Notes Redemption Date” and, together with the Coterra Notes Redemption Date, each a “Redemption Date”), the Company will redeem $44,497,000 aggregate principal amount of the Cimarex 2024 Notes, representing all of the outstanding Cimarex 2024 Notes. The redemption price for each series of Notes will be equal to the greater of (i) 100% of the principal amount thereof and (ii) the "make-whole" redemption premium specified in the respective indenture governing such series of Notes, plus, in either case, accrued and unpaid interest to the respective Redemption Date for each series of Notes.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit Number   Description
99.1   Press release issued by Coterra Energy Inc. dated September 19, 2022
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/ Francis B. Barron
    Francis B. Barron
    Senior Vice President-General Counsel

 

Date: September 19, 2022

 

 

 

 

Exhibit 99.1

 

 

 

Coterra Energy Inc. Issues Notices of Redemption for its 4.375% Senior Notes Due 2024 and Cimarex Energy Co.’s 4.375% Senior Notes Due 2024

 

HOUSTON, Sept. 19, 2022 – Coterra Energy Inc. (NYSE: CTRA) ("Coterra" or the "Company") today announced that it has issued notices of redemption (the “Notices”) with respect to its 4.375% Senior Notes due 2024 (the “Coterra 2024 Notes”) and the 4.375% Senior Notes due 2024 (the “Cimarex 2024 Notes” and, together with the Coterra 2024 Notes, the “Notes”) of Cimarex Energy Co., the Company’s subsidiary. The Company (i) gave holders of the Coterra 2024 Notes notice that, on September 29, 2022 (the “Coterra Notes Redemption Date”), the Company will redeem $705,495,000 aggregate principal amount of the outstanding Coterra 2024 Notes, representing all of the outstanding Coterra 2024 Notes, and (ii) gave holders of the Cimarex 2024 Notes notice that, on October 19, 2022 (the “Cimarex Notes Redemption Date” and, together with the Coterra Notes Redemption Date, each a “Redemption Date”), the Company will redeem $44,497,000 aggregate principal amount of the Cimarex 2024 Notes, representing all of the outstanding Cimarex 2024 Notes (the redemptions described in (i) and (ii), the “Redemptions”). The redemption price for each series of Notes will be equal to the greater of (i) 100% of the principal amount thereof and (ii) the "make-whole" redemption premium specified in the respective indenture governing such series of Notes, plus, in either case, accrued and unpaid interest to the respective Redemption Date for each series of Notes.

 

This press release is for informational purposes only and shall not constitute a notice of redemption with respect to the Notes. Additional information concerning the terms of the Redemptions are fully described in the respective Notices distributed to the holders of the Notes. Beneficial holders of the Notes with any questions about the Redemptions should contact their respective brokerage firm or financial institution.

 

About Coterra Energy Inc.

 

Coterra is a premier exploration and production company based in Houston, Texas with focused operations in the Permian Basin, Marcellus Shale and Anadarko Basin. We strive to be a leading producer, delivering returns with a commitment to sustainability leadership. Learn more about us at www.coterra.com.

 

Cautionary Statement Regarding Forward-Looking Information

 

This press release contains certain forward-looking statements within the meaning of federal securities laws. Forward-looking statements are not statements of historical fact and reflect Coterra's current views about future events. Such forward-looking statements include, but are not limited to, statements about the Redemptions and other statements that are not historical facts contained in this press release.

 

We can provide no assurance that the forward-looking statements contained in this press release will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to Coterra's annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other filings with the SEC, which are available on Coterra's website at www.coterra.com.

 

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Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Except to the extent required by applicable law, Coterra does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.

 

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