Item 8.01 Other Events.
On January 5, 2022, Southwestern Energy Company (the "Company") filed with the
Securities and Exchange Commission a prospectus supplement (the "Resale
Prospectus Supplement") to the prospectus dated August 16, 2021 included in the
Company's automatic shelf registration statement on Form S-3ASR (File
No. 333-238633). The Resale Prospectus Supplement was filed for the purpose of
registering the sale from time to time by certain selling stockholders
(collectively, the "Selling Stockholders") of up to 99,337,748 shares of the
Company's common stock, par value $0.01 per share ("Common Stock").
The Company will not receive any of the proceeds from the sale of Common Stock
by the Selling Stockholders.
In connection with the filing of the Resale Prospectus Supplement, the Company
is filing an opinion of its counsel, Skadden, Arps, Slate, Meagher & Flom LLP,
regarding the legality of the securities being registered, which opinion is
attached as Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP relating to the
Resale Prospectus Supplement.
23.1 Consent of Skadden, Arps, Slate, Meagher & Flom LLP (included in
Exhibit 5.1).
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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