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American Eagle (NYSE:AEO) Misses Q3 Revenue Estimates, Stock Drops 14.8%HOUSTON--(BUSINESS WIRE)--Dec 4, 2024-- Crescent Energy Company (NYSE: CRGY) (“we” or “our”) announced today that its indirect subsidiary Crescent Energy Finance LLC (the “Issuer”) has priced its previously announced private placement pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”), to eligible purchasers of $400 million aggregate principal amount of 7.625% Senior Notes due 2032 (the “Additional Notes” and, together with the Existing Notes (as defined below), the “Notes”). The size of this offering was increased from the previously announced $300 million to $400 million. The Notes mature on April 1, 2032 and pay interest at the rate of 7.625% per year, payable on April 1 and October 1 of each year, with interest payments on the Additional Notes commencing on April 1, 2025. The Additional Notes were priced at 100.250% of par, plus accrued and unpaid interest from October 1, 2024. The Issuer intends to use the net proceeds from this offering, together with the net proceeds of the previously announced underwritten public offering of our Class A Common Stock (the “Equity Offering”), to fund the cash portion of the consideration for the previously announced acquisition of Ridgemar (Eagle Ford) LLC (the “Ridgemar Acquisition”). Pending the use of proceeds described in the previous sentence, the proceeds from each of this offering and the Equity Offering will be used to temporarily reduce the borrowings outstanding under our revolving credit facility and any remaining for general corporate purposes. If the Ridgemar Acquisition is not completed, the proceeds of this offering will be used to reduce the borrowings outstanding under our revolving credit facility or for general corporate purposes. This offering is not contingent on the completion of the Ridgemar Acquisition or the Equity Offering, and neither the Ridgemar Acquisition nor the Equity Offering is conditioned on the completion of this offering. This offering is expected to close on December 11, 2024, subject to customary closing conditions. The Additional Notes are being offered as additional notes under the indenture dated as of March 26, 2024, as supplemented (the “Indenture”), pursuant to which the Issuer has previously issued $700 million aggregate principal amount of 7.625% Senior Notes due 2032 (the “Existing Notes”). The Additional Notes will have substantially identical terms, other than the issue date, the first interest payment date and the initial offering price, as the Existing Notes, and the Additional Notes and the Existing Notes will be treated as a single series of securities under the Indenture and will vote together as a single class. The Notes and the related guarantees have not been registered under the Securities Act, or any state securities laws, and, unless so registered, the Notes and the guarantees may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Issuer plans to offer and sell the Additional Notes only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act. This communication shall not constitute an offer to sell, or the solicitation of an offer to buy, the securities described herein, nor shall there be any sale of these 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. Crescent Energy Company is a U.S. energy company with a portfolio of assets concentrated in Texas and the Rockies. This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on current expectations. The words and phrases “should”, “could”, “may”, “will”, “believe”, “think”, “plan”, “intend”, “expect”, “potential”, “possible”, “anticipate”, “estimate”, “forecast”, “view”, “efforts”, “target”, “goal” and similar expressions identify forward-looking statements and express our expectations about future events. This communication includes statements regarding this private placement and the Equity Offering and the use of proceeds therefrom, respectively, and the Ridgemar Acquisition and the transactions related thereto that may contain forward-looking statements within the meaning of federal securities laws. We believe that our expectations are based on reasonable assumptions; however, no assurance can be given that such expectations will prove to be correct. A number of factors could cause actual results to differ materially from the expectations, anticipated results or other forward-looking information expressed in this communication, including weather, political, economic and market conditions, including a decline in the price and market demand for natural gas, natural gas liquids and crude oil, uncertainties inherent in estimating natural gas and oil reserves and in projecting future rates of production, our hedging strategy and results, federal and state regulations and laws, recent elections and associated political volatility, the severity and duration of public health crises, actions by the Organization of the Petroleum Exporting Countries (“OPEC”) and non-OPEC oil-producing countries, the impact of the armed conflict in Ukraine, continued hostilities in the Middle East, including the Israel-Hamas conflict and heightened tensions in Iran, Lebanon and Yemen, the impact of disruptions in the capital markets, the timing and success of business development efforts, including acquisition and disposition opportunities, our ability to integrate operations or realize any anticipated operational or corporate synergies and other benefits from the Ridgemar Acquisition and the acquisition of SilverBow Resources, Inc., our reliance on our external manager, sustained cost inflation, elevated interest rates and central bank policy changes associated therewith and other uncertainties. All statements, other than statements of historical facts, included in this communication that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond our control. Consequently, actual future results could differ materially from our expectations due to a number of factors, including, but not limited to, those items identified as such in the most recent Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q or Current Reports on Form 8-K and the risk factors described thereunder, filed by Crescent Energy Company with the U.S. Securities and Exchange Commission. Many of such risks, uncertainties and assumptions are beyond our ability to control or predict. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. We do not give any assurance (1) that we will achieve our expectations or (2) concerning any result or the timing thereof. All subsequent written and oral forward-looking statements concerning this offering and the Equity Offering and the use of proceeds therefrom, respectively, and the Ridgemar Acquisition and the transaction related thereto, Crescent Energy Company and the Issuer or other matters and attributable thereto or to any person acting on their behalf are expressly qualified in their entirety by the cautionary statements above. We assume no duty to update or revise these forward-looking statements based on new information, future events or otherwise. View source version on : KEYWORD: UNITED STATES NORTH AMERICA TEXAS INDUSTRY KEYWORD: OIL/GAS ENERGY SOURCE: Crescent Energy Copyright Business Wire 2024. PUB: 12/04/2024 05:15 PM/DISC: 12/04/2024 05:17 PMA non-governmental organisation, Centre for Civic Public Awareness (CCPA), weekend pledged to continue to expose individuals profiting from crude oil theft in order to boost the nation’s oil production. The group said as stakeholders in the Niger Delta, it was concerned about the activities of illegal oil bunkering, adding that it has endangered lives, causing deaths and hindered national aspirations for increased crude oil production. This was contained in a statement jointly issued by Dr. Theophilus Arebamen Okojie and Edosomwan Samuel Iroghama, coordinator and publicity secretary of the centre. The statement cautioned against innuendos targeted at High Chief Government Ekpemupolo Tompolo. It noted: “Their courage in executing the oil pipeline contract deserves recognition and not condemnation.” The centre expressed dismay that some “economic saboteurs” at home and their comrades abroad who allegedly left Nigeria because of Tompolo and his associates curtailment of their illegal access to crude oil have resorted to defaming the latter. The group said: “The Police, DSS and others must act swiftly, starting with the arrest of Jude Gbaboyor, who spreads unverifiable, defaming and misleading information on social media. “These are acts of cyber bullying, injurious and targeted against High Chief Government Ekpemupolo, Dr. Dennis Brutu Otuaro and their associates. “We have credible information that the “sins” of Tompolo, Dr. Dennis Otuaro, and others, stem from their dedication to eliminating vandals and oil theft in the Niger Delta, thereby enriching the nation’s economy and protecting the environment.”
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Bondi is a longtime Trump ally and was one of his lawyers during his first impeachment trial when he was accused — but not convicted — of abusing his power as he tried to condition U.S. military assistance to Ukraine on that country investigating then-former Vice President Joe Biden. She has been a chair at the America First Policy Institute, a think tank set up by former Trump administration staffers. Bondi is from Tampa and spent more than 18 years as a prosecutor. She was Florida’s first female attorney general. THIS IS A BREAKING NEWS UPDATE. AP’s earlier story follows below. WASHINGTON (AP) — Matt Gaetz withdrew Thursday as President-elect Donald Trump’s pick for attorney general amid continued fallout over a federal sex trafficking investigation that cast doubt on his ability to be confirmed as the nation's chief federal law enforcement officer. The announcement caps a turbulent eight-day period in which Trump sought to capitalize on his decisive election win to force Senate Republicans to accept provocative selections like Gaetz, who had been investigated by the Justice Department before being tapped last week to lead it. The decision could heighten scrutiny on other controversial Trump nominees, including Pentagon pick Pete Hegseth , who faces sexual assault allegations that he denies. “While the momentum was strong, it is clear that my confirmation was unfairly becoming a distraction to the critical work of the Trump/Vance Transition,” Gaetz, a Florida Republican who one day earlier met with senators in an effort to win their support, said in a statement. “There is no time to waste on a needlessly protracted Washington scuffle, thus I’ll be withdrawing my name from consideration to serve as Attorney General. Trump’s DOJ must be in place and ready on Day 1," he added. Hours later, Gaetz posted on social media that he looks “forward to continuing the fight to save our country,” adding, “Just maybe from a different post.” Trump, in a social media post, said: “I greatly appreciate the recent efforts of Matt Gaetz in seeking approval to be Attorney General. He was doing very well but, at the same time, did not want to be a distraction for the Administration, for which he has much respect. Matt has a wonderful future, and I look forward to watching all of the great things he will do!” He did not immediately announce a new selection. Last week, he named personal lawyers Todd Blanche, Emil Bove and D. John Sauer to senior roles in the department. Another possible contender, Matt Whitaker, was announced Wednesday as the U.S. ambassador to NATO. The withdrawal, just a week after the pick was announced, averts what was shaping up to be a pitched confirmation fight that would have tested how far Senate Republicans were willing to go to support Trump’s Cabinet picks. The selection of the fierce Trump ally over well-regarded veteran lawyers whose names had circulated as possible contenders stirred concern for the Justice Department's independence at a time when Trump has openly threatened to seek retribution against political adversaries. It underscored the premium Trump places on personal loyalty and reflected the president-elect's desire to have a disruptor lead a Justice Department that for years investigated and ultimately indicted him. In the Senate, deeply skeptical lawmakers sought more information about Justice Department and congressional investigations into sex trafficking allegations involving underage girls, which Gaetz has denied. Meanwhile, Justice Department lawyers were taken aback by the pick of a partisan lawmaker with limited legal experience who has echoed Trump's claims of a weaponized criminal justice system. As Gaetz sought to lock down Senate support, concern over the sex trafficking allegations showed no signs of abating. In recent days, an attorney for two women said his clients told House Ethics Committee investigators that Gaetz paid them for sex on multiple occasions beginning in 2017, when Gaetz was a Florida congressman. One of the women testified she saw Gaetz having sex with a 17-year-old at a party in Florida in 2017, according to the attorney, Joel Leppard. Leppard has said that his client testified she didn’t think Gaetz knew the girl was underage, stopped their relationship when he found out and did not resume it until after she turned 18. The age of consent in Florida is 18. "They’re grateful for the opportunity to move forward with their lives,” Leppard said Thursday of his clients. “They’re hoping that this brings final closure for all the parties involved.” Gaetz has vehemently denied any wrongdoing. The Justice Department’s investigation ended last year with no charges against him. Gaetz’s political future is uncertain. He had abruptly resigned his congressional seat upon being selected as attorney general, a move seen as a way to shut down the ethics investigation into sexual misconduct allegations. He did win reelection in November for the new Congress, which convenes Jan. 3, 2025, but he said in his resignation letter last week to House Speaker Mike Johnson that he did not intend to take the oath of office. He transmitted a similar letter to Florida Gov. Ron DeSantis as the state launched a special election process to fill the vacancy. Republicans on the House Ethics Committee declined this week to release the panel's findings, over objections from Democrats in a split vote. But the committee did agree to finish its work and is scheduled to meet again Dec. 5 to discuss the matter. As word of Gaetz's decision spread across the Capitol, Republican senators seemed divided. Oklahoma Sen. Markwayne Mullin, who served with Gaetz in the House, called it a “positive move." Maine Sen. Susan Collins said Gaetz “put country first and I am pleased with his decision.” Others said they had hoped Gaetz could have overhauled the department. Florida Sen. Rick Scott, a close ally of Trump, said he was “disappointed. I like Matt and I think he would have changed the way DOJ is run.” Kentucky Sen. Rand Paul said he hoped that Trump will pick someone “equally as tenacious and equally as committed to rooting out and eliminating bias and politicization at the DOJ.” Gaetz is not the only Trump pick facing congressional scrutiny over past allegations. A detailed investigative police report made public Wednesday shows that a woman told police that she was sexually assaulted in 2017 by Hegseth, the former Fox News host now tapped to lead the Pentagon, after he took her phone, blocked the door to a California hotel room and refused to let her leave. “The matter was fully investigated and I was completely cleared,” Hegseth told reporters Thursday at the Capitol, where he was meeting with senators to build support for his nomination. Associated Press writers Michelle L. Price, Lisa Mascaro, Mary Clare Jalonick and Adriana Gomez Licon contributed to this report.