Athlon Energy Launches Proposed $500 Million Senior Notes Offering

FORT WORTH, Texas--()--Athlon Energy Inc. (NYSE: ATHL) (“Athlon”) announced today that Athlon Holdings LP and its co-issuer and wholly owned subsidiary, Athlon Finance Corp. propose to offer, subject to market conditions and other factors, $500 million aggregate principal amount of senior notes due 2022 (the "Notes") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons in accordance with Regulation S under the Securities Act. Athlon plans to use a portion of the net proceeds from this offering, together with net proceeds from a concurrent registered equity offering and/or borrowings under its credit agreement to fund the purchase price of pending acquisitions and for general corporate purposes.

The Notes will be general unsecured senior obligations of Athlon Holdings LP and Athlon Finance Corp. and will be guaranteed on a senior unsecured basis by Athlon and each of Athlon Holdings LP’s other current subsidiaries and any future restricted subsidiaries that guarantee its senior credit facility. Interest on the Notes will be payable semi-annually.

The Notes will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

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 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.

About Athlon Energy:

Athlon Energy is an independent exploration and production company focused on the acquisition, development, and exploitation of unconventional oil and liquids-rich natural gas reserves in the Permian Basin.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements represent Athlon’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Athlon’s control, which could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Athlon does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Athlon to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus filed with the SEC in connection with this offering. The risk factors and other factors noted in Athlon’s prospectus could cause our actual results to differ materially from those contained in any forward-looking statement.

Contacts

Athlon Energy Inc.
William Butler, 817-984-8200
Chief Financial Officer
InvestorRelations@athlonenergy.com

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Contacts

Athlon Energy Inc.
William Butler, 817-984-8200
Chief Financial Officer
InvestorRelations@athlonenergy.com