Vital Energy, Inc. announced that it intends to offer subject to market and other conditions, $100.0 million in aggregate principal amount of 7.875% senior notes due 2032 in a private placement to eligible purchasers. The Company intends to use the net proceeds from this offering, if completed, to repay or repurchase indebtedness, including in connection with the funding of the purchase for cash 10.125% senior notes due 2028 and certain of 9.750% senior notes due 2030 in the cash tender offers the Company commenced pursuant to an offer to purchase dated March 14, 2024, as amended, or for general corporate purposes. The senior notes will be senior unsecured obligations of the Company and will be guaranteed on a senior unsecured basis by Vital Midstream Services, LLC, a subsidiary of the Company, and certain of its future subsidiaries.

The senior notes are being offered as additional notes under the indenture dated as of March 28, 2024 pursuant to which the Company has previously issued $800.0 million aggregate principal amount of 7.875% senior notes due 2032. The senior notes have substantially identical terms, other than the issue date and issue price, as the existing notes, and the senior notes and the existing notes will be treated as a single class of securities under the Indenture and will vote together as a single class. The senior notes have not been registered under the Securities Act of 1933, as amended or any state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws.

The senior notes will be offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act.