| Item 1.01 | Entry into a Material Definitive Agreement. |
Supplemental Indenture
On September 17, 2018, Southwestern Energy Company (the “Company”) entered into (i) a third supplemental indenture (the “Supplemental Indenture”) to the indenture dated as of March 5, 2012 (the “2022 Notes Indenture”), by and between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the Company’s 4.10% Senior Notes due 2022 (the “2022 Notes”).
The Supplemental Indenture was entered into to effectuate certain amendments to the 2022 Notes Indenture in connection with the consummation of the Company’s consent solicitations, as further described under Item 7.01 of this Current Report on Form8-K. The Supplemental Indenture, among other things, amends the 2022 Notes Indenture by eliminating the limitation on liens and limitation on sale and leaseback transactions covenants in their entirety, and eliminating certain events of default.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Supplemental Indenture, a copy of which is attached to this Current Report on Form8-K as Exhibit 4.1, and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure |
On September 18, 2018, the Company announced the early results of the previously announced (i) cash tender offers for its 2022 Notes, 4.05% Senior Notes due 2020 (the “2020 Notes”), 4.95% Senior Notes due 2025 (the “2025 Notes”), 7.50% Senior Notes due 2026 (the “2026 Notes”) and 7.75% Senior Notes due 2027 (the “2027 Notes” and, collectively with the 2022 Notes, the 2020 Notes, the 2025 Notes and the 2026 Notes, the “Notes”) and (ii) solicitation of consents from holders of the Notes to amend the indentures governing the Notes to, among other things, modify the reporting covenant (with respect to the indenture governing the 2020 Notes and the 2025 Notes only), eliminate the limitation on liens and limitation on sale and leaseback transactions covenants in their entirety, and eliminate certain events of default.
The Company received the requisite number of consents to amend the 2022 Notes Indenture and entered into the Supplemental Indenture. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as set forth by specific reference in such filing.
