CNX Resources Corporation Announces Closing of $500 Million Senior Notes Offering [Accessibility Statement] Skip NavigationPITTSBURGH, Feb. 26, 2026 /PRNewswire/ -- CNX Resources Corporation (NYSE: CNX) ("CNX," "we," or "our") today announced the closing of its private placement of $500 million aggregate principal amount of its 5.875% senior notes due 2034 (the "Notes"). The Notes were offered under an indenture, dated February 26, 2026 (the "Indenture"), among CNX, the subsidiary guarantors party thereto a ...

Core Viewpoint - CNX Resources Corporation has successfully completed a cash tender offer for its 6.000% Senior Notes due 2029, with 84.04% of the notes tendered, and plans to redeem the remaining notes contingent on a new senior notes offering [1] Group 1: Tender Offer Details - The total principal amount of the 2029 Notes outstanding is $500 million, with tenders received for $420,200,000 [1] - The purchase price for the validly tendered 2029 Notes is set at $1,016.10 for each $1,000 principal amount, plus accrued interest [1] - The settlement date for the tender offer is scheduled for February 26, 2026, after which interest will cease to accrue on the accepted notes [1] Group 2: Redemption Conditions - CNX has issued a conditional notice to redeem all 2029 Notes not purchased in the tender offer at a redemption price of 101.50% of the principal amount, plus accrued interest [1] - The redemption is contingent upon the successful closing of a new senior notes offering and receipt of net proceeds [1] - There is no assurance that the redemption will be completed, as it may be terminated if conditions are not met by the redemption date of March 19, 2026 [1] Group 3: Company Overview - CNX Resources Corporation is a leading natural gas development and production company based in Appalachia, with a focus on ultra-low carbon intensity [1] - As of December 31, 2025, the company reported 9.7 trillion cubic feet equivalent of proved natural gas reserves [1] - CNX is a member of the Standard & Poor's Midcap 400 Index, highlighting its significant market presence [1]

Core Viewpoint - CNX Resources Corporation has announced the pricing of $500 million of its 5.875% senior notes due 2034, indicating a strong capital-raising effort by the company [1] Group 1: Financial Details - The senior notes are priced at 100.0% of their face value, reflecting a stable market demand for the company's debt instruments [1] - The offering is expected to close on February 26, 2026, pending customary closing conditions [1]

Core Viewpoint - CNX Resources Corporation has initiated a cash tender offer to purchase all outstanding 6.000% Senior Notes due 2029, with a purchase price of $1,016.10 per $1,000 principal amount of the notes validly tendered and accepted for purchase [1]. Group 1: Tender Offer Details - The total principal amount outstanding for the 6.000% Senior Notes due 2029 is $500 million [1]. - The tender offer will expire at 5:00 p.m. New York City Time on February 23, 2026, unless extended or terminated [1]. - Holders of the notes will also receive accrued and unpaid interest from the last interest payment date up to the payment date, expected to be February 26, 2026 [1]. Group 2: Conditions and Redemption - The tender offer is conditioned upon the completion of a contemporaneous notes offering by CNX, which must meet terms satisfactory to the company [1]. - CNX has issued a conditional notice to redeem all notes not purchased in the tender offer at a redemption price of 101.50% of the principal amount, plus accrued interest, with a redemption date of March 19, 2026 [1]. - The redemption is also contingent on the successful closing of CNX's new notes offering and receipt of net proceeds [1]. Group 3: Company Overview - CNX Resources Corporation is focused on ultra-low carbon intensive natural gas development and production, with a significant asset base and a legacy of 161 years in the energy sector [1]. - As of December 31, 2025, CNX reported 9.7 trillion cubic feet equivalent of proved natural gas reserves [1]. - The company is a member of the Standard & Poor's Midcap 400 Index, indicating its established position in the market [1].

Core Viewpoint - CNX Resources Corporation announced a private offering of $500 million in senior notes due 2034, alongside a tender offer to purchase its existing 6.000% senior notes due 2029, indicating a strategic move to manage its debt obligations and optimize its capital structure [1]. Group 1: Offering Details - The company intends to offer $500 million of senior notes, which will be guaranteed by all restricted subsidiaries that guarantee its revolving credit facility [1]. - The tender offer aims to purchase any and all of the 2029 Notes that are validly tendered and not withdrawn, with a conditional notice to redeem any remaining 2029 Notes not purchased [1]. - The net proceeds from the sale of the notes will be used to fund obligations under the tender offer and, if necessary, to redeem any outstanding 2029 Notes [1]. Group 2: Financial Position - As of December 31, 2025, CNX Resources had 9.7 trillion cubic feet equivalent of proved natural gas reserves, highlighting its substantial asset base in the energy sector [1]. - The company is positioned as a premier, ultra-low carbon intensive natural gas development and production company, emphasizing its commitment to responsible resource development and long-term shareholder value [1]. Group 3: Regulatory and Market Context - The notes will not be registered under the Securities Act of 1933 and will be offered only to qualified institutional buyers and non-U.S. persons in compliance with relevant regulations [1]. - The offering is subject to market and other conditions, indicating a strategic approach to capital raising in a potentially volatile market environment [1].

Natural Gas Operations - CNX owns or operates approximately 2,600 miles of natural gas gathering pipelines and has developed a diversified portfolio of firm transportation capacity options to support its production [80][82]. - The company expects natural gas to remain a significant contributor to the domestic electric generation mix and industrial growth in the U.S. economy, influenced by factors such as pipeline capacity and overall economic strength [88]. - CNX has significant natural gas assets not in short-term or medium-term development plans and is exploring monetization options for these non-core assets [95]. - The company has not experienced significant difficulty in transporting or marketing its natural gas production, although future challenges are not guaranteed [87]. - CNX's marketing strategy involves selling natural gas at market prices primarily under short-term sales contracts, with an extensive hedge position to mitigate pricing unpredictability [85]. Environmental Compliance and Regulations - The company is subject to numerous federal and state environmental laws and regulations that govern its natural gas and midstream operations [108]. - The company has established protocols for ongoing assessments to identify potential environmental exposures, including reviews of third-party service providers [109]. - The company cannot predict the impact of potential new legislation or regulations on its operations or its customers' ability to use natural gas [107]. - The company is subject to the Clean Air Act, which regulates air emissions and may require additional capital expenditures or operational changes [113]. - The company must comply with the Clean Water Act, which regulates discharges into surface waters and imposes monitoring and reporting requirements [114]. - The company operates under the Endangered Species Act, which may lead to delays in permits and restrictions on construction due to protected habitats [115]. - The company is regulated by the U.S. Department of Transportation's Pipeline and Hazardous Materials Safety Administration, which may impose additional safety requirements [116]. - The company is affected by the Resource Conservation and Recovery Act, which imposes requirements for the management and disposal of hazardous and non-hazardous wastes [117]. - The company is subject to financial regulations under the Dodd-Frank Act, which imposes recordkeeping and reporting obligations relevant to its natural gas hedging activities [125]. Financial Risks and Market Conditions - Natural gas and NGL prices are volatile, influenced by supply and demand factors beyond the company's control [132]. - The company may face write-downs of proved natural gas properties if prices decrease or operational efforts fail [132]. - Competition and consolidation in the natural gas industry could negatively impact the company's ability to sell products and services [132]. - Economic downturns or negative credit market conditions may adversely affect the company's liquidity and financial condition [132]. - The company is dependent on third-party pipeline and processing systems, which could limit operations and sales due to disruptions [132]. - Climate change risks and environmental regulations may increase operating costs and reduce the value of natural gas assets [136]. - The company may incur significant costs due to pipeline operations and increased regulation of natural gas pipelines [136]. - Future tax liabilities may exceed expectations if net operating loss carryforwards are limited or challenged by tax authorities [136]. - The company faces risks related to its long-term debt obligations, which could adversely affect financial condition and liquidity [136]. - Cybersecurity incidents could materially impact the company's business and financial results [136]. Workforce and Corporate Culture - As of December 31, 2025, CNX had 390 employees, with a focus on health and safety, and is committed to continuous training and education for its workforce [96][97]. - The company emphasizes a culture of accountability and continuous improvement through its Quality Management System (QMS), which integrates health, safety, environmental, and quality control [101].

Core Insights - CNX Resources Corporation (CNX) reported fourth-quarter 2025 operating earnings of 68 cents per share, exceeding the Zacks Consensus Estimate of 40 cents by 70.0% and increasing 19.3% from 57 cents in the year-ago quarter [1] CNX's Revenues - The company reported revenues of $419 million, surpassing the Zacks Consensus Estimate of $373 million by 12.3% and rising 8.6% from $386 million in the prior-year quarter [2] - Total revenues for 2025 reached $1.73 billion, compared to $1.47 billion in 2024, reflecting a year-over-year increase of 18.13% [2] Highlights of CNX's Q4 Release - The average selling price in the quarter was $2.75 per thousand cubic feet equivalent (Mcfe), up 1.1% from the year-ago figure of $2.72 [3] - Total production cost was $1.72 per Mcfe, down 0.58% year over year [3] - Total production volumes were 152.3 billion cubic feet equivalent (Bcfe), up 7.3% year over year [3] - Interest expenses totaled $42 million, an increase of 13.5% year over year [3] Share Repurchase and Debt Management - During the fourth quarter, CNX repurchased 2.9 million shares at an average price of $34.05 per share for a total cost of $100 million [4] - Over the past 21 quarters, CNX has repurchased nearly 98.2 million shares at an average price of $19.27 per share, incurring a total cost of $1.9 billion [4] - CNX reduced its debt by $122 million during the fourth quarter by exchanging a portion of convertible notes for common stock [4] Financial Update - As of December 31, 2025, CNX had cash and cash equivalents of $0.8 million, down from $17.2 million as of December 31, 2024 [5] - Long-term debt as of December 31, 2025, was $2.21 billion, compared to $1.84 billion as of December 31, 2024 [5] - Cash from operating activities for 2025 totaled $1.03 billion, compared to $816 million in the previous year [5] - Free cash flow amounted to $646 million [5] Capital Expenditure and Guidance - Capital expenditure for the year totaled $495 million, down from $540.3 million in the year-ago period [6] - CNX expects total capital expenditure between $556 million and $586 million in 2026 [7] - The company anticipates 2026 production volume in the range of 605-620 Bcfe [7] - Total free cash flow is now expected to be $550 million [7] - CNX projects 2026 adjusted EBITDAX in the range of $1.31-$1.36 billion [9]

Group 1 - The article discusses the analysis of oil and gas companies, specifically focusing on CNX Resources and similar firms, highlighting the importance of understanding their balance sheets, competitive positions, and development prospects [1] - The author emphasizes the cyclical nature of the oil and gas industry, indicating that it requires patience and experience to navigate effectively [2] - The investing group, Oil & Gas Value Research, seeks out under-followed oil companies and midstream firms that present attractive investment opportunities [2] Group 2 - The article mentions that the investing group includes an active chat room for Oil & Gas investors to discuss recent information and share ideas [2] - The author has a beneficial long position in shares of specific companies, indicating a personal investment interest in the sector [3]

Group 1 - The article discusses the analysis of oil and gas companies, specifically focusing on CNX Resources and similar firms, highlighting the importance of understanding their balance sheets, competitive positions, and development prospects [1] - The industry is characterized as a boom-bust, cyclical sector, requiring patience and experience for successful investment [2] - The investing group, Oil & Gas Value Research, seeks out under-followed oil companies and midstream firms that present compelling investment opportunities [2] Group 2 - The article emphasizes the need for thorough research and analysis of companies' filings and press releases to align with individual investment objectives [4] - It is noted that past performance does not guarantee future results, and no specific investment recommendations are provided [5]

Core Insights - CNX Resources is focusing on maintaining a flat production profile through 2026 while being flexible to adjust capital spending based on market conditions [2][5][3] Capital and Production Strategy - The company's capital program is expected to be front-half weighted, with approximately 60% of the total capital spending allocated to the first half of the year [2][5] - CNX plans to keep production relatively flat throughout the year, with no significant disruptions anticipated despite recent cold weather [2][3] Utica Program - CNX is set to complete about five deep Utica laterals in 2026, with drilling costs around $1,700 per foot [4][7] - The company is currently conducting two spacing tests at 1,300 feet and 1,500 feet to evaluate well performance [6][7] Renewable Natural Gas (RNG) and Pricing - Pennsylvania Tier 1 REC pricing has been stable but has softened slightly recently; current production levels could generate approximately $30 million annually under the proposed guidance [4][10][11] - Management believes that tighter renewable contribution requirements could drive higher pricing in the long term [10] Hedging Strategy - CNX aims to be approximately 80% hedged as it approaches 2027, with a current weighted average NYMEX price of about $4 for its hedge position [5][13] - The company is already over 60% hedged for 2027 and plans to continue building its hedge book [13] Technology Initiatives - CNX has fully adopted the AutoSep technology in its operations, which has led to cost savings and environmental benefits [14] - The company is not currently seeing material financial contributions from this technology but is optimistic about its future potential [14][15]