Crescent Energy Co 8-K

What Happened
Crescent Energy Company (through its finance subsidiary Crescent Energy Finance LLC, the “Issuer”) announced the issuance of two series of senior unsecured notes on January 2, 2026. The Issuer issued $294,843,000 of 7.75% senior notes due July 31, 2029 (the “Crescent 2029 Notes”) and $237,179,000 of 9.75% senior notes due October 15, 2030 (the “Crescent 2030 Notes”) under separate indentures with U.S. Bank Trust Company, N.A. as trustee. The notes are fully and unconditionally guaranteed on a senior unsecured basis by the Issuer’s existing guarantor subsidiaries but are not guaranteed by Crescent Energy Company (the parent) or Crescent Energy OpCo LLC (OpCo). The Crescent Notes were issued in exchange for previously outstanding Vital notes pursuant to exchange offers; they have not been registered under the Securities Act.

Key Details

• Amounts issued: $294,843,000 (7.75% due 7/31/2029) and $237,179,000 (9.75% due 10/15/2030); total ≈ $532,022,000.
• Interest & payments: 7.75% notes pay semiannually Jan 31 & Jul 31 (first interest 1/31/2026); 9.75% notes pay Apr 15 & Oct 15 (first interest 4/15/2026).
• Redemption and change-of-control: Both series include optional redemption provisions (detailed step‑down redemption prices) and a change-of-control repurchase right at 101% of principal plus accrued interest if triggered with a ratings decline.
• Covenants & defaults: Indentures include customary covenants limiting subsidiary debt, dividends, asset sales, liens, affiliate transactions and mergers; events of default can accelerate repayment (trustee or holders of ≥30% may act; bankruptcy defaults accelerate automatically).

Why It Matters
This filing documents a material refinancing/recapitalization move: Crescent’s finance subsidiary replaced Vital notes with the new Crescent notes, creating direct, long‑term debt obligations with significant annual interest costs (7.75% and 9.75%). For investors, key points are the added senior unsecured obligations on the subsidiary balance sheet, the guarantor structure that does not include the parent or OpCo, and the covenants that restrict subsidiary actions. These factors affect creditor priority, interest expense, and the company’s financial flexibility; events of default could lead to acceleration of the obligations.