CALGARY, AB, June 3, 2025 /CNW/ - (TSX: ARX) ARC Resources Ltd. ("ARC" or the "Company") announced today an offering of C$1.0 billion aggregate principal amount of senior unsecured notes (the "Offering"), consisting of C$550 million aggregate principal amount of 3.577% Senior Unsecured Notes, Series 3 due 2028 (the "Series 3 Notes") and C$450 million aggregate principal amount of 4.409% Senior Unsecured Notes, Series 4 due 2032 (the "Series 4 Notes", together with the Series 3 Notes, the "Notes"). The closing of the Offering is expected to occur on or about June 17, 2025. DBRS Morningstar has assigned a provisional rating of BBB with a Stable trend to the Notes.

ARC intends to use the net proceeds of the Offering, together with the previously announced committed term loan and drawings under ARC's existing credit facilities, to purchase the Kakwa Assets from Strathcona Resources Ltd. pursuant to the definitive agreement (the "Agreement") announced on May 14, 2025 (the "Transaction"), and the balance remaining, if any, will be used for general corporate purposes.

The Notes will be direct, senior unsecured obligations of ARC and will rank equally and pari passu with all other existing and future unsecured and unsubordinated indebtedness of the Company.

If the closing of the Transaction has not occurred on or prior to the later of October 15, 2025 and the outside date under the Agreement, which may be extended, or if, prior to such time, the Agreement is terminated in accordance with its terms, or ARC issues a news release announcing, or notifies the trustee for the Notes, that it does not intend to proceed with the Transaction, each of the Notes will be subject to a special mandatory redemption at a price equal to 101 percent of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the date of such special mandatory redemption.

The Notes are being offered through a syndicate of agents co-led by RBC Capital Markets, CIBC Capital Markets, TD Securities, and Scotiabank.

The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and will not be offered or sold in the United States. The Notes are being offered only to persons outside the United States in compliance with Regulation S under the U.S. Securities Act. In Canada, the Notes are to be offered and sold on a private placement basis in each of the provinces of Canada. This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation, or sale in the United States or any jurisdiction in which such an offer, solicitation, or sale would be unlawful. Resale of the Notes will be subject to restrictions under applicable securities legislation which vary depending on the relevant jurisdictions. This news release does not constitute an offer to purchase the Notes.

Forward-looking Information and Statements

This news release contains certain forward-looking information and statements within the meaning of applicable securities laws. The use of any of the words "expect," "anticipate," "continue," "estimate," "objective," "ongoing," "may," "will," "project," "should," "believe," "plans," "intends," "strategy," and similar expressions are intended to identify forward-looking information or statements. These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. In particular, but without limiting the foregoing, this news release contains forward-looking information pertaining to the following: the proposed Offering and the terms thereof, the expected credit rating of the Notes, the intended use of proceeds from the Offering, the anticipated closing date of the Offering and the completion of the Transaction, including the anticipated timing thereof.

The forward-looking information and statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such information and statements involve known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information or statements, including, but not limited to that the Transaction and/or the Offering may not be completed on a timely basis, if at all; the conditions of the Transaction or the Offering may not be satisfied; the terms of the Notes may change from that disclosed herein; the use of proceeds from the Offering may change from that disclosed herein; the risk that the Notes, if issued, may be subject to the special mandatory redemption; changes to credit ratings from the provisional rating disclosed herein; general business and economic conditions; and those risks detailed in ARC's most recently filed Management's Discussion and Analysis and Annual Information Form.

These forward-looking statements and information are based on certain key expectations and assumptions made by ARC, including, but not limited to, the satisfaction of the conditions to closing of the Transaction in a timely manner and on the expected terms; the provisional credit rating for the Notes; anticipated market conditions; completion of the Offering; and the anticipated terms of the Notes and the use of proceeds therefrom. Although ARC believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information as ARC cannot give any assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties.

Readers are cautioned that events or circumstances could cause results to differ materially from those predicted. The forward-looking information and statements contained in this news release speak only as of the date of this news release, and ARC assumes no obligation to publicly update or revise such information or statements to reflect new events or circumstances, except as may be required pursuant to applicable laws.

Credit Ratings

Credit ratings are intended to provide investors with an independent measure of credit quality of an issue of securities. Credit ratings are not recommendations to purchase, hold, or sell securities and do not address the market price or suitability of a specific security for a particular investor. There is no assurance that any rating will remain in effect for any given period of time or that any rating will not be revised or withdrawn entirely by a rating agency in the future if, in its judgment, circumstances so warrant.

About ARC

ARC Resources Ltd. is a pure-play Montney producer and one of Canada's largest dividend-paying energy companies, featuring low-cost operations. ARC's investment-grade credit profile is supported by commodity and geographic diversity and robust risk management practices around all aspects of the business. ARC's common shares trade on the Toronto Stock Exchange under the symbol ARX.

ARC RESOURCES LTD.

Please visit ARC's website at www.arcresources.com or contact Investor Relations:
E-mail: IR@arcresources.com
Telephone: (403) 503-8600
Fax: (403) 509-6427
Toll Free: 1-888-272-4900
ARC Resources Ltd.
Suite 1500, 308 - 4 Avenue SW
Calgary, AB  T2P 0H7

SOURCE ARC Resources Ltd.