CNX Resources Corporation Announces Pricing of $500 Million of Senior Notes

CNX Resources (NYSE: CNX) priced $500 million of 5.875% senior notes due 2034 at 100.0% of par, with expected closing on February 26, 2026.

Rhea-AI Summary

CNX Resources (NYSE: CNX) priced $500 million of 5.875% senior notes due 2034 at 100.0% of par, with expected closing on February 26, 2026. The new Notes are guaranteed by CNX's restricted subsidiaries. Net proceeds will fund a tender offer and possible redemption of CNX's 6.000% senior notes due 2029; any shortfall may be met by draws on the revolving credit facility.

As of December 31, 2025, CNX reported 9.7 trillion cubic feet equivalent of proved natural gas reserves and is a member of the S&P Midcap 400.

Positive

• $500 million senior notes issuance strengthens long-term debt profile
• New notes carry a 5.875% coupon, lower than the 6.000% 2029 notes
• Notes are guaranteed by all restricted subsidiaries, broadening creditor security

Negative

• Tender offer and redemption create near-term funding obligation for CNX
• Possible draw on revolving credit facility if proceeds are insufficient

Argus Feb 18 session

+0.93% close to close Open Argus

Details

News Market Reaction – CNX

On Feb 18, the first trading day after this news, CNX closed 0.93% above the previous close.

Data tracked by StockTitan Argus for the Feb 18 session.

Market Context

This announcement outlines CNX’s plan to issue $500 million of 5.875% senior notes due 2034, primari...

Analysis

This announcement outlines CNX’s plan to issue $500 million of 5.875% senior notes due 2034, primarily to repurchase and redeem its 6.000% notes due 2029. The transaction extends debt maturity while keeping terms targeted at institutional investors under Rule 144A and Regulation S. With 9.7 Tcfe of proved reserves and a long regional legacy, investors may monitor how this refinancing affects interest costs, balance‑sheet flexibility, and future capital allocation decisions.

Key Figures

New senior notes size: $500 million Coupon rate: 5.875% Issue price: 100.0% of face value +5 more

New senior notes size

$500 million

Private offering of 5.875% senior notes due 2034

Coupon rate

5.875%

Interest rate on new senior notes due 2034

Issue price

100.0% of face value

Pricing of new senior notes to the public

Existing notes coupon

6.000%

Coupon on senior notes due 2029 targeted in tender offer

2029 notes maturity

2029

Existing senior notes to be purchased or redeemed

New notes maturity

2034

Maturity of newly issued senior notes

Proved reserves

9.7 Tcfe

Proved natural gas reserves as of December 31, 2025

Operating legacy

161 years

Stated regional legacy in Appalachia

Historical Context

5 past events · Latest: Jan 29

5 events

1. Jan 29

   Earnings results

   24h Move

   +2.4%

   Release of Q4 2025 financial and operational results with investor materials.

2. Jan 05

   Earnings schedule

   24h Move

   -0.9%

   Announcement of Q4 2025 earnings release timing and Q&A conference call.

3. Nov 18

   CEO succession

   24h Move

   +2.9%

   Planned transition to new President and CEO effective January 1, 2026.

4. Nov 05

   Leadership change

   24h Move

   -0.7%

   Appointment of new Chief Financial Officer effective January 1, 2026.

5. Oct 30

   Earnings results

   24h Move

   +2.5%

   Posting of Q3 2025 financial and operational results with call and webcast.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

senior notes, revolving credit facility, tender offer, redemption, +2 more

6 terms

senior notes financial

"announced the pricing of $500 million of its 5.875% senior notes due 2034"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

revolving credit facility financial

"guaranteed by all of CNX's restricted subsidiaries that guarantee its revolving credit facility."

A revolving credit facility is a type of loan that a business can borrow from whenever it needs money, up to a set limit. It’s like having a credit card for companies—allowing them to borrow, pay back, and borrow again as needed, providing flexibility for managing cash flow or funding short-term expenses.

tender offer financial

"pursuant to the tender offer that commenced concurrently with the offering of the Notes (the "Tender Offer")"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

View in glossary

redemption financial

"fund the redemption of all 2029 Notes not purchased in the Tender Offer (the "Redemption")."

Redemption is when an issuer or holder settles a financial instrument by paying it off or returning it for cash, such as a bond being paid at maturity or a preferred share bought back by the company. It matters to investors because redemption changes when and how they get their money back, can cut off future income from the investment, and affects the issuer’s cash needs—think of it like a loan being paid off early or a store refunding a returned purchase.

Rule 144A regulatory

"qualified institutional buyers in reliance on Rule 144A under the Securities Act"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

Regulation S regulatory

"non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act."

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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PITTSBURGH, Feb. 17, 2026 /PRNewswire/ -- CNX Resources Corporation (NYSE: CNX) ("CNX," "we," or "our") today announced the pricing of $500 million of its 5.875% senior notes due 2034 (the "Notes") at a price to the public of 100.0% of their face value.  The offering of Notes is expected to close on February 26, 2026, subject to the satisfaction of customary closing conditions.  The Notes will be guaranteed by all of CNX's restricted subsidiaries that guarantee its revolving credit facility.

CNX intends to use the net proceeds of the sale of the Notes to (i) purchase any and all of its outstanding 6.000% senior notes due 2029 (the "2029 Notes") pursuant to the tender offer that commenced concurrently with the offering of the Notes (the "Tender Offer") and (ii) to the extent any 2029 Notes remain outstanding after the Tender Offer, fund the redemption of all 2029 Notes not purchased in the Tender Offer (the "Redemption"). To the extent the net proceeds of the sale of Notes are not sufficient to fund its obligations under the Tender Offer and the Redemption, it intends to draw on its revolving credit facility to provide the additional funds to satisfy such obligations. Until it uses the remaining net proceeds of the sale of the Notes to fund the Redemption, if applicable, it will reduce amounts outstanding under its revolving credit facility.

The Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the rules promulgated thereunder and applicable state securities laws. The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act.

CNX Resources Corporation (NYSE: CNX) is unique. We are a premier, ultra-low carbon intensive natural gas development, production, midstream, and technology company centered in Appalachia, one of the most energy abundant regions in the world. With the benefit of a 161-year regional legacy, substantial asset base, leading core operational competencies, technology development and innovation, and astute capital allocation methodologies, we responsibly develop our resources and deploy free cash flow to create long-term per share value for our shareholders, employees, and the communities where we operate. As of December 31, 2025, CNX had 9.7 trillion cubic feet equivalent of proved natural gas reserves. The company is a member of the Standard & Poor's Midcap 400 Index.  

Cautionary Statements:

This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer, solicitation or sale of 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. The offering of Notes may be made only by means of an offering memorandum. This press release does not constitute an offer to purchase or the solicitation of an offer to sell any 2029 Notes in the Tender Offer, nor does it constitute a notice of redemption under the indenture governing the 2029 Notes.

Various statements in this release, including those that express a belief, expectation or intention, may be considered forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) that involve risks and uncertainties that could cause actual results to differ materially from projected results. Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. When we use the words "believe," "intend," "expect," "may," "should," "anticipate," "could," "estimate," "plan," "predict," "project," "will" or their negatives, or other similar expressions, the statements which include those words are usually forward-looking statements. When we describe strategy that involves risks or uncertainties, we are making forward-looking statements. The forward-looking statements in this press release, including those relating to the offering of Notes and the use of proceeds therefrom, the Tender Offer and the Redemption, speak only as of the date of this press release; we disclaim any obligation to update these statements unless required by securities laws and we caution you not to rely on them unduly. We have based these forward-looking statements on our current expectations and assumptions about future events. While our 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 our control. These risks, contingencies and uncertainties relate to, among other matters, the factors discussed in our 2025 Annual Report on Form 10-K under "Risk Factors," which is on file at the U.S. Securities and Exchange Commission.

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SOURCE CNX Resources Corporation

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CNX (NYSE: CNX) announce about the $500 million senior notes on February 17, 2026?

CNX priced $500 million of 5.875% senior notes due 2034 at 100.0% of par, expected to close February 26, 2026. According to the company, proceeds will fund a concurrent tender offer and any needed redemption of its 6.000% 2029 notes.

How will the CNX 5.875% notes due 2034 affect the company's existing 6.000% 2029 notes?

CNX intends to use proceeds to purchase outstanding 6.000% senior notes due 2029 via a tender offer and redeem remaining 2029 notes. According to the company, this is the primary purpose of the offering.

When will CNX's $500 million senior notes offering close and what are its guarantees?

The offering is expected to close on February 26, 2026, subject to customary conditions. According to the company, the notes will be guaranteed by all restricted subsidiaries that guarantee the revolving credit facility.

Will CNX use its credit facility in connection with the 2034 notes offering?

CNX may draw on its revolving credit facility if net proceeds are insufficient to fund the tender offer and redemption. According to the company, remaining proceeds will be used to reduce amounts outstanding under the revolver until applied to redemption.

Who can purchase the CNX 5.875% senior notes under the Securities Act exemptions?

The notes are offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S. According to the company, the notes are not registered under the Securities Act and rely on these exemptions.

How large are CNX's proved reserves reported at year-end 2025 and does this relate to the financing?

CNX reported 9.7 trillion cubic feet equivalent of proved natural gas reserves as of December 31, 2025. According to the company, this reserve base underpins its business and long-term capital allocation strategy.