WPX - WPX Energy Announces Proposed Public Offering of Senior Unsecured Notes

WPX Energy (NYSE:WPX) announced today that it has commenced a public offering of $900 million aggregate principal amount of senior unsecured notes.

The proceeds of the proposed offering will be deposited into an escrow account upon the closing of the offering. Upon release from escrow, WPX Energy intends to use the proceeds to finance a portion of the cash consideration of the previously announced acquisition of Felix Energy Holdings II, LLC (“Felix”) and to pay related fees and expenses. The offering is not contingent upon the consummation of the acquisition of Felix, although the notes are subject to a special mandatory redemption if the Felix acquisition is not consummated.

Barclays Capital Inc. and Citigroup Global Markets Inc. are acting as joint lead book-running managers for the offering.

The offering is being made pursuant to an effective registration statement previously filed with the Securities and Exchange Commission ("SEC") on Form S-3 and available for review on the SEC's website at www.sec.gov.

This announcement is neither an offer to sell nor a solicitation of an offer to buy any of the securities referred to above. An offering of any such securities will be made only by means of a prospectus forming a part of the effective registration statement, the preliminary prospectus supplement thereto and other related documents.

Copies of the preliminary prospectus supplement and base prospectus related to the offering can be obtained from Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (888) 603-5847, or by email at Barclaysprospectus@broadridge.com; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or by calling (800) 831-9146 or by email at prospectus@citi.com.

Any such documents shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of any such 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.

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, those regarding the proposed transaction between WPX Energy and Felix and the financing transactions related thereto. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the company expects, believes or anticipates will or may occur in the future are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. The forward-looking statements or information in this press release are made as of the date of this press release, even if subsequently made available by WPX Energy on its website or otherwise. WPX Energy does not undertake and expressly disclaims any obligation to update the forward-looking statements as a result of new information, future events or otherwise. Investors are urged to consider carefully the disclosure in our filings with the Securities and Exchange Commission, available from us at WPX Energy, Attn: Investor Relations, P.O. Box 21810, Tulsa, Okla., 74102, or from the SEC’s website at www.sec.gov.

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