ITEM 5. Other Events and
Regulation FD Disclosure.
On July 21, 2003, Range Resources Corporation
(the “Company”) issued a press release announcing the completion of its
previously announced private placement of $100.0 million of 7-3/8% senior
subordinated notes due 2013 to qualified institutional buyers pursuant to Rule
144A under the Securities Act of 1933, as amended (the “Act”), and other
eligible purchasers pursuant to offers and sales that occur outside the United
States within the meaning of Regulation S under the Act.
On
July 21, 2003, the Company
issued a press release announcing its election to redeem all of its outstanding
8-3/4% senior subordinated notes due 2007 on August 20, 2003.
ITEM 7. Financial Statements and Exhibits.
(c) Exhibits:
99.1 Press Release dated July 21, 2003 related to the completion of the
Company’s previously announced
private placement of $100.0 million of 7-3/8% senior subordinated notes due 2013
99.2 Press Release dated July 21, 2003 related to the Company’s election
to redeem all of its outstanding
8-3/4% senior subordinated notes due 2007 on August 20, 2003
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
RANGE
RESOURCES CORPORATION
Rodney
L. Waller
Senior Vice President
Date: July
22, 2003
EXHIBIT INDEX
Exhibit Number Description
99.1
Press Release dated July 21, 2003 related to the completion of the Company’s
previously announced private placement of $100.0 million of 7-3/8% senior
subordinated notes due 2013
99.2
Press Release dated July 21, 2003 related to the Company’s election to
redeem all of its outstanding 8-3/4% senior subordinated notes due 2007 on August 20, 2003
EXHIBIT 99.1
NEWS RELEASE
RANGE
COMPLETES SENIOR SUBORDINATED NOTES OFFERING
FORT WORTH, TEXAS, JULY 21,
2003 – RANGE RESOURCES CORPORATION (NYSE: RRC) today
announced that it completed the private placement of $100 million of 7-3/8%
senior subordinated notes due 2013 to qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended (the “Act”), and
other eligible purchasers pursuant to offers and sales that occur outside the
United States within the meaning of Regulation S under the Act. The net proceeds of the offering will be used
to redeem all of the Company’s outstanding 8.75% senior subordinated notes due
2007 and to repay approximately $25 million of amounts outstanding under the
Company’s bank credit facility.
Thereafter, the Company will have approximately $85 million of
availability under the credit facility.
This
announcement is neither an offer to sell nor a solicitation of an offer to buy
any of the senior subordinated notes or any other security of the Company. The senior subordinated notes have not been
registered under the Securities Act of 1933, as amended, or applicable state
securities laws, and were offered to qualified institutional buyers in reliance
on the exemption from registration provided by Rule 144A and other eligible purchasers
pursuant to offers and sales that occur outside the United States within the
meaning of Regulation S under the Act. Unless so registered, the senior subordinated
notes issued may not be offered or sold in the United States except pursuant to
an exemption from the registration requirements of the Securities Act of 1933,
as amended, and applicable state securities laws.
RANGE RESOURCES CORPORATION (NYSE: RRC) is an independent oil and gas company operating in
the Permian, Midcontinent, Gulf Coast and Appalachian regions of the United States.
2003-16
Contact: Rodney
Waller, Senior Vice President
Karen Giles
(817) 870-2601
www.rangeresources.com
EXHIBIT 99.2
NEWS RELEASE
RANGE ANNOUNCES
REDEMPTION OF 8-3/4% NOTES
FORT WORTH, TEXAS, JULY 21, 2003 – RANGE
RESOURCES CORPORATION (NYSE: RRC) today
announced that it had elected to redeem all of its outstanding 8-3/4% Senior
Subordinated Notes due 2007 on August
20, 2003.
The notes are being called at 102.9167% of principal amount, plus
accrued interest. Interest on the notes
ceases to accrue on the redemption date.
The aggregate redemption price, including the premium, will be
approximately $70.8 million. The
redemption was financed by the issuance of $100 million of 7-3/8% Senior
Subordinated Notes due 2013, which closed today.
John
H. Pinkerton, Range’s President, stated, “We are pleased with the results of
this redemption, which will effectively extend the maturity of our senior subordinated
notes by six years, reduce ongoing interest expense and enhance our flexibility
to further simplify our capital structure.
With our stronger balance sheet and excess cash flow, we are better
positioned to continue to execute our growth plan.”
Except
for historical information, statements made in this release are forward-looking
statements as defined by the Securities and Exchange Commission. These
statements are based on assumptions and estimates that management believes are
reasonable based on currently available information; however, management's
assumptions and the Company's future performance are subject to a wide range of
business risks and uncertainties and there is no assurance that these goals and
projections can or will be met. Any number of factors could cause actual
results to differ materially from those in the forward-looking statements,
including, but not limited to, the volatility of oil and gas prices, the costs
and results of drilling and operations, the timing of production, mechanical
and other inherent risks associated with oil and gas production, weather, the
availability of drilling equipment, changes in interest rates, litigation,
uncertainties about reserve estimates, and environmental risks. The Company
undertakes no obligation to publicly update or revise any forward-looking
statements. Further information on risks and uncertainties is available in the
Company's filings with the Securities and Exchange Commission, which are
incorporated by reference.
RANGE
RESOURCES CORPORATION (NYSE: RRC) is an independent oil and gas company operating in
the Permian, Midcontinent, Gulf Coast and Appalachian regions of
the United States.
2003-17
Contact: Rodney Waller, Senior Vice President
Karen Giles
(817) 870-2601
www.rangeresources.com
