Riley Exploration Permian, Inc. Announces Proposed Public Offering of Common Stock

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Jun 29, 2021, 16:05 ET

OKLAHOMA CITY, June 29, 2021 /PRNewswire/ -- Riley Exploration Permian, Inc. (NYSE American: REPX) ("Riley Permian" or the "Company") announced today that it has commenced an underwritten public offering of shares of its common stock (the "Offering"). The Company intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of common stock sold in the Offering. The Offering is subject to market and other conditions, and there can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering.

The Company intends to use approximately $25 million of the net proceeds from the Offering to accelerate its enhanced oil recovery ("EOR") pilot program, including funding capital expenditures related to drilling, completions and infrastructure. The EOR pilot program encompasses a 960-acre project area in Yoakum County, Texas, and will apply water and CO₂ through vertical injection wells adjacent to horizontal producing wells, with the goal of using anthropogenic CO₂ ("ACO₂"). The Company intends to use the remaining net proceeds from the Offering for general corporate purposes, including, but not limited to, financing of capital expenditures, financing acquisitions or investments, repaying or refinancing of outstanding debt, financing other business opportunities, and working capital purposes.

Truist Securities is acting as sole book-running manager for the Offering.

The Offering will be made only by means of a prospectus supplement and the accompanying base prospectus filed as part of an effective shelf registration statement filed with the Securities and Exchange Commission ("SEC") on Form S-3. 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 on the SEC's website at www.sec.gov or by contacting Truist Securities, Inc., Attention: Prospectus Department, 3333 Peachtree Road NE, 9th floor, Atlanta, Georgia 30326, [email protected].

This press release does not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities, nor shall there be any sale of these securities in any state or jurisdiction 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 Riley Exploration Permian, Inc.
Riley Permian is an independent oil and natural gas company focused on steadily growing its reserves, production and cash flow per share through the acquisition, exploration, development and production of oil, natural gas, and natural gas liquids in the Permian Basin. For more information please visit www.rileypermian.com.

CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This press release contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts included in this press release, are forward-looking statements, including, but not limited to, statements regarding the Company's plans to issue the common stock and the anticipated use of the net proceeds from the Offering. When used in this press release, forward-looking statements are generally accompanied by terms or phrases such as "estimate," "project," "predict," "believe," "expect," "continue," "anticipate," "target," "could," "plan," "intend," "seek," "goal," "will," "should," "may" or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or potential future production and sales, market size, collaborations, and trends or operating results also constitute such forward-looking statements.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond the Company's control) that could cause actual results to differ materially from those set forth in the forward looking statements, including fluctuations in the price we receive for our oil, gas, and NGL production, including local market price differentials; the impact of the COVID-19 pandemic, including reduced demand for oil and natural gas, economic slowdown, governmental and societal actions taken in response to the COVID-19 pandemic, and stay-at-home orders or illness that may cause interruptions to our operations; cost and availability of gathering, pipeline, refining, transportation and other midstream and downstream activities and our ability to sell oil, gas, and NGLs, which may be negatively impacted by the COVID-19 pandemic; severe weather and other risks and lead to a lack of any available markets; risks related to our recently completed merger, including challenges associated with integrating operations and diversion of management's attention to merger-related issues; our ability to successfully complete mergers, acquisitions and divestitures; the risk that the Company's EOR project may not perform as expected or produce the anticipated benefits; risks relating to our operations, including development drilling and testing results and performance of acquired properties and newly drilled wells; any reduction in our borrowing base from time to time and our ability to repay any excess borrowings as a result of such reduction; the impact of our derivative instruments and hedging activities; continuing compliance with the financial covenants contained in our credit agreement; the loss of certain federal income tax deductions; risks associated with executing our business strategy, including any changes in our strategy; inability to prove up undeveloped acreage and maintaining production on leases; risks associated with concentration of operations in one major geographic area; deviations from our forecasts and budgets, including our 2021 capital expenditure budget; the ability of the members of the Organization of Petroleum Exporting Countries ("OPEC") and other oil exporting nations to agree to, adhere to and maintain oil price and production controls; legislative or regulatory changes, including initiatives related to hydraulic fracturing, emissions, and disposal of produced water, which may be negatively impacted by the recent change in Presidential administration or legislatures; the ability to receive drilling and other permits or approvals and rights-of-way in a timely manner (or at all), which may be negatively impacted by the impact of COVID-19 restrictions on regulatory employees who process and approve permits, other approvals and rights-of-way and which may be restricted by new Presidential and Secretarial orders and regulation and legislation; risks related to litigation; and cybersecurity threats, technology system failures and data security issues.

Additional factors that could cause results to differ materially from those described above can be found in the preliminary prospectus supplement and prospectus supplement and base prospectus related to the Offering, Riley Permian's Annual Report on Form 10-K for the year ended December 31, 2020 and in its subsequently filed Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2021, each of which is on file with the SEC and available from the Company's website at www.rileypermian.com under the "Investor" tab.

The Company has based these forward-looking statements on its current expectations and assumptions about future events. While management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond the Company's control. You are urged not to place undue reliance on these forward–looking statements, which speak only as of the date they are made. The forward-looking statements in this press release are made as of the date hereof and are based on information available at that time. Except as may be required by applicable law or regulation, the Company does not undertake, and expressly disclaims, any duty to update or revise our forward-looking statements based on new information, future events or otherwise.

Philip Riley
Executive Vice President, Strategy
[email protected]
(405) 438-0126

Source: Riley Exploration Permian, Inc.

SOURCE Riley Exploration Permian, Inc.