California Resources (NYSE: CRC) priced a private offering of $550 million aggregate principal amount of 7.250% senior unsecured notes due 2035 at par. Net proceeds are estimated at about $541 million.
CRC plans to use proceeds, plus borrowings and/or cash, to redeem its 8.250% senior notes due 2029.
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Positive
Priced $550 million of 7.250% senior unsecured notes due 2035 at par
Estimated net proceeds of approximately $541 million to support debt redemption
Intends to redeem all $550 million of 8.250% senior notes due 2029
Negative
Redemption of 2029 notes set at 104.125% of principal, plus accrued interest
Redemption depends on completion of the new notes offering
News Market Reaction – CRC
-1.60%
-1.60%Session close to close
In the Jun 17 session, CRC declined 1.60%, reflecting a mild negative market reaction.
This announcement details CRC’s plan to issue $550 million of 7.250% senior unsecured notes due 2035...
Analysis
This announcement details CRC’s plan to issue $550 million of 7.250% senior unsecured notes due 2035 and use proceeds plus liquidity to redeem its $550 million 8.250% 2029 notes at 104.125%. The deal continues a multi-year pattern of refinancing and extending maturities. Investors may focus on the interest cost, execution of the redemption, and how these steps interact with the company’s broader post‑merger capital structure.
Key Figures
New notes size:$550 millionCoupon rate:7.250%Net proceeds:$541 million+3 more
6 metrics
New notes size$550 millionAggregate principal amount of 7.250% senior unsecured notes due 2035
Coupon rate7.250%Interest rate on new senior unsecured notes due 2035
Net proceeds$541 millionEstimated net proceeds after discounts and expenses
Redeemed notes$550 millionAggregate principal of 8.250% senior notes due 2029 to be redeemed
Redemption price104.125%Redemption price for 2029 notes, plus accrued interest
Maturity2035Stated maturity year of new senior unsecured notes
Upsized $300M 8.250% 2029 notes to fund tender for 2026 notes.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Pattern Detected
Prior private note offerings and pricings typically produced small, mixed share reactions clustered near flat, suggesting limited but sometimes choppy responses to balance-sheet transactions.
Recent Company History
Over the past two years, CRC has repeatedly used private senior unsecured note offerings to refinance existing debt and fund the Berry merger. Prior transactions included $300–$400 million 8.250% and 7.000% notes due 2029 and 2034, often linked to redeeming older issues or repaying Berry’s debt. Those announcements saw modest positive and negative price moves around flat. Today’s 2035 notes pricing continues that liability-management pattern.
"the pricing of its private offering of $550 million in aggregate principal amount of its 7.250% senior unsecured notes due 2035"
Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.
revolving credit facilityfinancial
"subsidiaries that guarantee its revolving credit facility, its 8.250% senior notes due 2029"
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.
redemption pricefinancial
"to fund the redemption of all outstanding $550 million in aggregate principal amount of its 2029 Notes at a redemption price of 104.125%"
The redemption price is the amount of money a person receives when they sell or redeem a bond or investment before it matures. It’s important because it determines how much you get back and can affect your overall profit or loss on the investment. Think of it like the price you get when returning a gift card early—it's the value you receive at that time.
Rule 144Aregulatory
"offered only to persons reasonably believed to be 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 Sregulatory
"and 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.
qualified institutional buyersfinancial
"offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A"
Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.
forward-looking statementsregulatory
"are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
LONG BEACH, Calif., June 16, 2026 (GLOBE NEWSWIRE) -- California Resources Corporation (NYSE: CRC) (the “Company”) announced today the pricing of its private offering of $550 million in aggregate principal amount of its 7.250% senior unsecured notes due 2035 (the “Notes”) at par. The Notes will be guaranteed by all of the Company’s existing subsidiaries that guarantee its revolving credit facility, its 8.250% senior notes due 2029 (the “2029 Notes”) and its 7.000% senior notes due 2034, and certain future subsidiaries. The offering is expected to close on June 26, 2026, subject to customary closing conditions.
The Company estimates that the net proceeds from the offering will be approximately $541 million after deducting the initial purchasers’ discount and estimated expenses. The Company intends to use the net proceeds from this offering, together with borrowings under its revolving credit facility and/or cash on hand to fund the redemption of all outstanding $550 million in aggregate principal amount of its 2029 Notes at a redemption price of 104.125% thereof, plus accrued and unpaid interest to, but excluding, the date of redemption. The redemption of the 2029 Notes is conditioned on the completion of the offering of the Notes. The offering of the Notes is not contingent upon the completion of such redemption.
The Notes have not been, and will not be, registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and 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.
This press release does not and shall not constitute an offer to sell or the solicitation of an offer to buy any Notes, nor shall there be any offer, solicitation or sale of Notes 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. Additionally, this press release shall not constitute a notice of redemption under the indenture governing the 2029 Notes.
Forward-Looking Statement Disclosure
All statements, except for statements of historical fact, made in this release regarding activities, events or developments the Company expects, believes or anticipates will or may occur in the future, such as statements regarding the proposed offering and the intended use of proceeds, including the redemption of the 2029 Notes, are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. All forward-looking statements speak only as of the date of this release. Although the Company believes that the plans, intentions and expectations reflected in or suggested by the forward-looking statements are reasonable, there is no assurance that these plans, intentions or expectations will be achieved. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Except as required by law, the Company expressly disclaims any obligation to and does not intend to publicly update or revise any forward-looking statements.
The Company cautions you that these forward-looking statements are subject to all of the risks and uncertainties incident to the Company’s business, most of which are difficult to predict and many of which are beyond the Company’s control. These risks include, but are not limited to, the risks described under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 and its subsequently filed Quarterly Reports on Form 10-Q.
About California Resources Corporation
California Resources Corporation (CRC) is an independent energy and carbon management company advancing the energy transition. CRC is committed to environmental stewardship while safely providing local, responsibly sourced energy. CRC is also focused on maximizing the value of its land, mineral ownership, and energy expertise for decarbonization by developing carbon capture and storage and other emissions-reducing projects.
Daniel Juck CRC Investor Relations 818-661-3700 CRC_IR@crc.com
FAQ
What did California Resources (CRC) announce on June 16, 2026 about its senior notes offering?
California Resources (CRC) announced pricing of a $550 million private offering of 7.250% senior unsecured notes due 2035 at par. According to the company, the transaction is expected to close on June 26, 2026, subject to customary closing conditions.
How will California Resources (CRC) use the $550 million senior notes proceeds?
California Resources plans to use net proceeds to help fund redemption of its 8.250% senior notes due 2029. According to the company, proceeds will be combined with revolving credit facility borrowings and/or cash on hand to retire all $550 million principal of the 2029 notes.
What are the key terms of California Resources (CRC) 7.250% senior notes due 2035?
The new California Resources notes carry a 7.250% coupon, are senior unsecured, and mature in 2035. According to the company, they total $550 million in aggregate principal amount and are being offered at par in a private placement to qualified investors.
Who will guarantee California Resources (CRC) new 7.250% senior unsecured notes?
The notes will be guaranteed by all existing CRC subsidiaries that guarantee its credit facility and certain senior notes. According to the company, certain future subsidiaries may also provide guarantees, aligning the new notes with existing secured capital structure guarantees.
How is the redemption of California Resources (CRC) 8.250% notes due 2029 structured?
CRC intends to redeem all $550 million of its 8.250% notes due 2029 at 104.125% of principal, plus accrued interest. According to the company, this redemption is conditioned on completing the new notes offering but the offering itself is not contingent on redemption.
Who can buy California Resources (CRC) new 7.250% senior notes under the 2026 offering?
The notes are offered only to qualified institutional buyers under Rule 144A and certain non-U.S. persons. According to the company, the securities are unregistered under the Securities Act and can only be sold using applicable registration exemptions and regulations.
