CNX Resources Corporation Announces Final Results and Expiration of Tender Offer for 6.000% Senior Notes Due 2029

PITTSBURGH, February 23, 2026 – CNX Resources Corporation (NYSE: CNX) has released the final results of its previously announced cash tender offer to purchase any and all outstanding \$500 million aggregate principal amount of its 6.000% Senior Notes due 2029 (the “2029 Notes”). This announcement marks a significant financial maneuver for the company and is likely to be of considerable interest to investors and shareholders.

Key Points of the Announcement

• Final Tender Results: As of the expiration time of 5:00 p.m., New York City time, on February 23, 2026, CNX received tenders for an aggregate principal amount of \$420,200,000 of the 2029 Notes, representing approximately 84.04% of the total outstanding principal. This figure excludes any notes tendered under guaranteed delivery procedures.
• Tender Offer Details: The offer was conducted in accordance with the “Offer to Purchase” dated February 17, 2026, and the related Notice of Guaranteed Delivery. The settlement date for validly tendered notes is set for February 26, 2026.
• Purchase Price: CNX will pay \$1,016.10 per \$1,000 principal amount of the 2029 Notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the settlement date. Interest will cease to accrue on the settlement date for all notes accepted, and all purchased notes will be retired.
• Concurrent Redemption Notice: At the start of the tender offer, CNX issued a conditional notice to redeem all remaining 2029 Notes not purchased in the tender offer. The redemption price is set at 101.50% of principal, plus accrued and unpaid interest until the redemption date of March 19, 2026.
• Condition of Redemption: The redemption is conditional upon the successful closing of a contemporaneous offering of new senior notes and CNX’s receipt of net proceeds from that offering. There is no assurance that the redemption will be completed; the company may terminate the redemption if these conditions are not met.
• Dealer Manager and Agents: Wells Fargo Securities, LLC acted as the Dealer Manager for the Tender Offer. Global Bondholder Services Corporation was the tender agent and information agent.
• Company Overview: CNX is described as a leading ultra-low carbon intensive natural gas development, production, midstream, and technology company focused in Appalachia, with a 161-year regional legacy and 9.7 trillion cubic feet equivalent of proved natural gas reserves as of December 31, 2025. The company is a member of the S&P Midcap 400 Index.

Shareholder and Investor Considerations

• Potentially Price-Sensitive Developments:
  • The substantial take-up (84.04%) of the tender offer signals strong demand for early liquidity and may reduce outstanding debt, which could positively impact CNX’s future interest expenses and balance sheet strength.
  • Any remaining 2029 Notes are set to be redeemed at a premium (101.50% of principal), conditional on the success of a new senior notes offering. The outcome of this new notes offering and the subsequent redemption could affect CNX’s capital structure and liquidity profile.
  • Shareholders should note the possibility that the redemption may not proceed if the new notes offering does not close as planned, introducing some uncertainty regarding the final disposition of the remaining 2029 Notes.
• Capital Allocation and Strategic Focus: The company’s actions demonstrate a proactive approach to managing its balance sheet and optimizing capital allocation, which may be viewed favorably by investors focused on long-term value creation.
• Caution on Forward-Looking Statements: Management emphasizes that statements regarding the tender offer, new notes offering, and redemption are forward-looking and subject to significant risks and uncertainties, including market conditions, regulatory factors, and other variables beyond the company’s control.
• Risk Factors: Investors are encouraged to review the company’s 2025 Annual Report on Form 10-K for a comprehensive discussion of risk factors that could materially affect results.

Conclusion

The successful completion of the tender offer and the potential redemption of the remaining 2029 Notes represent significant steps in CNX Resources Corporation’s ongoing capital management efforts. Reducing debt and optimizing the capital structure could enhance the company’s financial flexibility and possibly support future growth initiatives or shareholder returns. However, the final outcome remains contingent on the successful execution of the new notes offering. Investors should monitor CNX’s upcoming announcements for further updates, as these developments may have a material impact on the company’s share price and overall financial position.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or a solicitation to buy or sell any securities. Forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied in such statements. Investors should conduct their own due diligence and consult their financial advisor before making any investment decisions.

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