HOUSTON, Dec. 9, 2013 (GLOBE NEWSWIRE) -- Memorial Resource Development LLC ("MRD") and its wholly owned subsidiary, Memorial Resource Finance Corp., announced today that, subject to market conditions, they intend to offer $350 million in aggregate principal amount of Senior PIK Toggle Notes due 2018 to eligible purchasers. MRD intends to use the net proceeds from the proposed private placement to repay all loan amounts outstanding under its senior secured credit facility, to establish a cash reserve of $50 million for the payment of interest on the notes, to pay a distribution to its sponsor and for general company purposes.
The securities to be offered have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, 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. MRD plans to offer and sell the securities only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act.
This press release does 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 jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Forward-Looking Statements
This press release may include "forward-looking statements." All statements, other than statements of historical facts, included in this press release that address activities, events or developments that MRD expects, believes or anticipates will or may occur in the future are forward-looking statements, such as statements regarding MRD's plans to offer the securities and its intended use of the net proceeds as indicated above. These statements are based on certain assumptions made by MRD based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of MRD, which may cause MRD's actual results to differ materially from those implied or expressed by the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement. MRD undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release.