K C S Energy (NYSE:KCS)
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From Jun 2019 to Jun 2024
Petrohawk Energy Corporation (NASDAQ:HAWK) ("Petrohawk"
or the "Company") announced today that Petrohawk and KCS Energy, Inc.
(NYSE:KCS) ("KCS") held their respective stockholder meetings at which
stockholders of each company approved the agreement and plan of merger
that provides for the merger of KCS and Petrohawk.
Upon the closing of the transaction, which also occurred today,
KCS stockholders became entitled to receive a combination of $9.00 in
cash and 1.65 shares of Petrohawk common stock for each share of KCS
common stock. At the time of the merger, there were 50,036,576 shares
of KCS common stock outstanding that will be converted into 82,560,350
shares of Petrohawk common stock. In addition, each holder of a
restricted share of KCS common stock became entitled to receive 2.3706
restricted shares of Petrohawk common stock. In total, Petrohawk will
issue 83,828,085 common shares and pay $450.3 million in cash as
consideration to the KCS stockholders. Immediately prior to the
closing of the merger, Petrohawk had 83,643,040 common shares
outstanding. The Company now has 167,471,125 common shares
outstanding.
KCS stockholders will receive written instructions from
Petrohawk's exchange agent, American Stock Transfer & Trust Company,
for exchanging their shares of KCS common stock for the merger
consideration. The exchange and transmittal process is expected to
begin promptly. Questions concerning the process should be directed to
American Stock Transfer & Trust Company, at its toll free number
800-937-5449. Current Petrohawk stockholders will retain their
existing shares.
Petrohawk believes the transaction positions the Company as one of
the top independent exploration and production companies in the U.S.
with estimated proved reserves of approximately 1 Tcfe and current
daily production of over 300 Mmcfe per day. Petrohawk believes the
combination creates one of the most concentrated and high impact set
of domestic oil and natural gas assets among independent E&P
companies.
Petrohawk Energy Corporation is an independent oil and gas company
engaged in the acquisition, development, production and exploration of
natural gas and oil properties located in North America. Petrohawk's
properties are concentrated in the East Texas/North Louisiana, Gulf
Coast, Permian Basin, Anadarko and Arkoma regions.
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For more information please refer to Petrohawk's website at
www.petrohawk.com or contact:
Shane M. Bayless Joan Dunlap
(832) 204-2727 (832) 204-2737
sbayless@petrohawk.com jdunlap@petrohawk.com
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Additional Information for Investors
This press release contains "forward-looking statements" within
the meaning of the US Private Securities Litigation Reform Act of
1995, based on Petrohawk's current expectations and include statements
regarding estimates of future production, the quality and nature of
its asset base, the assumptions upon which estimates are based and
other expectations, beliefs, plans, objectives, assumptions,
strategies or statements about future events or performance (often,
but not always, using words such as "expects", "anticipates", "plans",
"estimates", "potential", "possible", "probable", or "intends", or
stating that certain actions, events or results "may", "will",
"should", or "could" be taken, occur or be achieved). Statements
concerning oil and gas reserves also may be deemed to be forward
looking statements in that they reflect estimates based on certain
assumptions that the resources involved can be economically exploited.
Forward-looking statements are based on current expectations,
estimates and projections that involve a number of risks and
uncertainties, which could cause actual results to differ materially
from those, reflected in the statements. These risks include, but are
not limited to: the possibility that problems may arise in the
integration of the businesses of the two companies; the possibility
the combined company may be unable to achieve cost-cutting objectives;
the risks of the oil and gas industry (for example, operational risks
in exploring for, developing and producing crude oil and natural gas;
risks and uncertainties involving geology of oil and gas deposits; the
uncertainty of reserve estimates; the uncertainty of estimates and
projections relating to future production, costs and expenses;
potential delays or changes in plans with respect to exploration or
development projects or capital expenditures; health, safety and
environmental risks and risks related to weather such as hurricanes
and other natural disasters); uncertainties as to the availability and
cost of financing; fluctuations in oil and gas prices; inability to
realize expected value from acquisitions, inability of our management
team to execute its plans to meet its goals, shortages of drilling
equipment, oil field personnel and services, unavailability of
gathering systems, pipelines and processing facilities and the
possibility that government policies may change or governmental
approvals may be delayed or withheld. Additional information on these
and other factors which could affect either companies' operations or
financial results are included in Petrohawk's other reports on file
with the United States Securities and Exchange Commission.
Forward-looking statements are based on the estimates and opinions of
Petrohawk's management at the time the statements are made. Petrohawk
assumes no obligation to update forward-looking statements should
circumstances or management's estimates or opinions change.