2025-08-25 12:30Transaction Overview - Crescent Energy will acquire Vital Energy in an all-stock transaction, with 1.9062 shares of Crescent exchanged for each share of Vital[17] - The transaction implies a 5% premium to the 30-day VWAP exchange ratio and a 15% premium to Vital's 30-day VWAP as of August 22, 2025[17] - Post-transaction, Crescent shareholders will own approximately 77% and Vital shareholders will own approximately 23% of the combined company[17] - The combined company targets $90 to $100 million in estimated annual synergies within the first 12 months[17] Financial Highlights - The combined entity anticipates generating over $4 billion in free cash flow over the next 5 years[17] - Leverage is expected to be approximately 1.5x at closing, with further deleveraging planned through organic free cash flow and potential divestitures of non-core assets worth around $1 billion[17] - Crescent plans to maintain a quarterly dividend of $0.12 per share[17] - The pro forma company anticipates approximately $3.4 billion in EBITDA for 2025[18] and $1 billion in levered free cash flow[18] Asset Portfolio - The combined company will have a scaled asset portfolio across the Eagle Ford, Permian, and Uinta Basins[16] - Pro forma production is estimated at approximately 397 Mboe/d, with approximately 64% liquids[31] - The company holds approximately 1 million net acres across the Eagle Ford, Uinta, and Permian basins[34]