AUSTIN, Texas–(BUSINESS WIRE)–Brigham Minerals, Inc. (NYSE: MNRL) (“Brigham Minerals” or the “Company”) today announced the commencement of an underwritten public offering of 4,366,209 shares of its Class A common stock (“common stock”) by certain of its stockholders which are affiliates of Warburg Pincus LLC. The selling stockholders intend to grant the underwriter a 30-day option to purchase up to an additional 654,931 shares of common stock. Brigham Minerals will not sell any shares of its common stock in the offering and will not receive any proceeds therefrom. Credit Suisse Securities (USA) LLC is acting as sole underwriter for the offering.
In addition, the Company announced that it has agreed to repurchase 436,630 shares of common stock from the selling shareholders in a separate, privately negotiated Share Repurchase Agreement (the “Share Repurchase”) at a price equal to the price per share that the selling shareholders will receive from its sale of common stock to the underwriter of the offering. The Company intends to fund the Share Repurchase with cash on hand and other available sources of liquidity. Although the Share Repurchase will be conditioned upon, among other things, the closing of the offering, the closing of the offering will not be conditioned upon the closing of the Share Repurchase. The Share Repurchase has been unanimously approved by disinterested members of the Company’s Board of Directors who are not affiliated with the Selling Shareholder.
The offering is being made pursuant to an effective shelf registration statement and prospectuses filed by the Company with the Securities and Exchange Commission. The offering of these securities will be made only by means of a prospectus and prospectus supplement. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the offering, as well as copies of the final prospectus supplement once available, may be obtained from:
Credit Suisse Securities (USA) LLC
Attention: Prospectus Department
6933 Louis Stephens Drive
Morrisville, NC 27560
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful without registration or qualification under the securities laws of any such state or jurisdiction.
About Brigham Minerals, Inc.
Brigham Minerals is an Austin, Texas, based company that acquires and actively manages a portfolio of mineral and royalty interests in the core of some of the most active, highly economic, liquids-rich resource basins across the continental United States. Brigham Minerals’ assets are located in the Permian Basin in Texas and New Mexico, the SCOOP and STACK plays in the Anadarko Basin of Oklahoma, the DJ Basin in Colorado and Wyoming, and the Williston Basin in North Dakota. The Company’s primary business objective is to maximize risk-adjusted total return to its shareholders by both capturing organic growth in its existing assets as well as leveraging its highly experienced technical evaluation team to continue acquiring minerals.
Cautionary Statement Concerning Forward-Looking Statements
This press release contains forward-looking statements. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include the expectations of plans, strategies, objectives and anticipated financial and operating results of the Company. These statements are based on certain assumptions made by the Company based on management’s experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Such uncertainties and other risks are described more fully in the prospectus and the Company’s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020 and any subsequently filed Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, the Company’s actual results and plans could differ materially from those expressed in any forward-looking statements.
Any forward-looking statement speaks only as of the date on which such statement is made and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise except as required by applicable law.
At the Company:
Brigham Minerals, Inc.
Blake C. Williams
Chief Financial Officer
For Investor and Media Inquiries:
Lincoln Churchill Advisors
Julie D. Baughman
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