TULSA, Okla., Dec. 12, 2025 (GLOBE NEWSWIRE) -- Vital Energy, Inc. (NYSE: VTLE) ("Vital Energy" or the "Company") today announced that, at a special meeting of Vital Energy stockholders held today, the stockholders of the Company approved the previously announced merger (the "Merger") between Vital Energy and Crescent Energy Company ("Crescent"). Vital Energy will file the final vote results for its special meeting on a Form 8-K with the U.S. Securities and Exchange Commission (the "SEC"). The Merger is ant ...

Core Insights - Vital Energy, Inc. reported a net loss of $353.5 million for Q3 2025, primarily due to a non-cash impairment loss of $420.0 million on oil and gas properties, while adjusted net income was $57.6 million [5][9] - The company is focused on operational execution and cost discipline, having turned in 26 wells during the quarter and exceeding production guidance [4][5] - A pending merger with Crescent Energy Company is expected to create a premier mid-cap operator, although prior guidance is no longer applicable due to the transaction [6][7] Financial Performance - Total revenues for Q3 2025 were $420.8 million, down from $459.2 million in Q3 2024 [31] - Cash flows from operating activities were $286.6 million, with consolidated EBITDAX reported at $308.5 million [5][9] - The company produced an average of 136.2 thousand barrels of oil equivalent per day during the quarter [9][22] Operational Highlights - The company completed a package of 12 horseshoe wells in mid-October, contributing to its production success [4] - Capital investments for the quarter totaled $257.5 million, excluding non-budgeted acquisitions [9] - Lease operating expenses were reported at $114.3 million, with total general and administrative expenses of $25.0 million [9][31] Merger and Future Outlook - The merger with Crescent Energy is progressing despite a temporary halt in SEC review due to a government shutdown, with a special meeting for stockholders scheduled for December 12, 2025 [7] - The company will not provide further guidance until the merger is completed, indicating a shift in focus towards the transaction [6][7]

Core Viewpoint - The Ademi Firm is investigating Vital Energy for potential breaches of fiduciary duty and other legal violations related to its transaction with Crescent Energy Company [1][3]. Group 1: Transaction Details - Shareholders of Vital Energy will receive 1.9062 shares of Crescent Class A common stock for each share of Vital Energy common stock, resulting in Crescent shareholders owning approximately 77% of the combined company and Vital Energy shareholders owning about 23% on a fully diluted basis [2]. - Vital Energy insiders are set to receive substantial benefits as part of change of control arrangements [2]. Group 2: Investigation Focus - The transaction agreement imposes significant penalties on Vital Energy if it accepts a competing bid, which may limit competing transactions unreasonably [3]. - The investigation will assess whether the Vital Energy board of directors is fulfilling their fiduciary duties to all shareholders [3].

Core Viewpoint - The Ademi Firm is investigating Vital Energy for potential breaches of fiduciary duty and other legal violations related to its transaction with Crescent Energy Company [1] Company Summary - Vital Energy shareholders will receive 1.9062 shares of Crescent Class A common stock for each share of Vital Energy [1]

Group 1 - Halper Sadeh LLC is investigating Vital Energy, Inc. for potential violations related to its sale to Crescent Energy Company, where shareholders will receive 1.9062 shares of Crescent Class A common stock for each share of Vital common stock [1] - scPharmaceuticals Inc. is being investigated for its sale to MannKind Corporation, offering shareholders a cash payment of $5.35 per share plus a non-tradable contingent value right (CVR) worth up to $1.00 per CVR upon achieving specific milestones [2] - The firm may seek increased consideration for shareholders and additional disclosures regarding the proposed transactions [3] Group 2 - Shareholders are encouraged to contact Halper Sadeh LLC to discuss their legal rights and options at no charge [4] - Halper Sadeh LLC represents investors globally who have experienced securities fraud and corporate misconduct, recovering millions for defrauded investors [4]

Core Viewpoint - Wohl & Fruchter LLP is investigating the fairness of the proposed sale of Vital Energy, Inc. to Crescent Energy Company, as the exchange ratio appears to undervalue Vital shares significantly compared to their recent trading history [1][4][6]. Transaction Details - Vital shareholders will receive 1.9062 shares of Crescent Class A common stock for each share of Vital common stock they own [1][4]. - The implied value of $18.05 per Vital share, based on Crescent's stock price of $9.47, is substantially lower than Vital's 52-week high of $38.02, indicating a potentially opportunistic acquisition [2][5]. Shareholder Sentiment - Several Vital shareholders have expressed dissatisfaction with the proposed exchange ratio, with comments highlighting concerns over value destruction and the fairness of the deal [5][6]. - One investor explicitly stated opposition to the proposal, criticizing the Board of Directors for selling at a low valuation [6]. Investigation Focus - The investigation aims to determine if the Vital Board of Directors acted in the best interests of shareholders and whether the agreed exchange ratio is fair [6].