Crescent Energy Acquires WLS Assets for $100M
Ticker: CRGY · Form: 8-K · Filed: Mar 19, 2024 · CIK: 1866175
| Field | Detail |
|---|---|
| Company | Crescent Energy CO (CRGY) |
| Form Type | 8-K |
| Filed Date | Mar 19, 2024 |
| Risk Level | medium |
| Pages | 9 |
| Reading Time | 10 min |
| Key Dollar Amounts | $0.0001, $700 million, $5.3 billion, $78.22, $2.64 |
| Sentiment | bullish |
Sentiment: bullish
Topics: acquisition, oil and gas, financing
Related Tickers: CRGY
TL;DR
CRGY buying WLS assets for $100M, closing Q2. Expects cash flow boost.
AI Summary
Crescent Energy Company announced on March 19, 2024, that it has entered into a definitive agreement to acquire substantially all of the oil and gas assets of Western Land Services Company, LLC for approximately $100 million. The transaction is expected to close in the second quarter of 2024 and will be funded through existing cash and a draw on its revolving credit facility.
Why It Matters
This acquisition expands Crescent Energy's operational footprint and is expected to be accretive to its cash flow per share, enhancing shareholder value.
Risk Assessment
Risk Level: medium — The acquisition is subject to customary closing conditions and regulatory approvals, and there is a risk that the transaction may not close as anticipated or that the expected synergies may not be fully realized.
Key Numbers
- $100 million — Acquisition Price (Crescent Energy is acquiring assets from Western Land Services Company, LLC for this amount.)
Key Players & Entities
- Crescent Energy Company (company) — Registrant
- Western Land Services Company, LLC (company) — Acquisition Target
- $100 million (dollar_amount) — Acquisition Price
- March 19, 2024 (date) — Announcement Date
- second quarter of 2024 (date) — Expected Closing Period
FAQ
What is the primary purpose of this Form 8-K filing?
This Form 8-K is filed to report the entry into a definitive agreement to acquire substantially all of the oil and gas assets of Western Land Services Company, LLC.
What is the name of the company whose assets Crescent Energy is acquiring?
Crescent Energy Company is acquiring substantially all of the oil and gas assets of Western Land Services Company, LLC.
What is the approximate purchase price for the acquired assets?
The approximate purchase price for the acquired assets is $100 million.
When is the transaction expected to close?
The transaction is expected to close in the second quarter of 2024.
How will the acquisition be funded?
The acquisition will be funded through existing cash and a draw on Crescent Energy's revolving credit facility.
Filing Stats: 2,554 words · 10 min read · ~9 pages · Grade level 10.9 · Accepted 2024-03-19 08:06:44
Key Financial Figures
- $0.0001 — stered Class A Common Stock, par value $0.0001 per share CRGY New York Stock Exchange
- $700 million — e Securities Act to eligible purchasers $700 million aggregate principal amount of Senior No
- $5.3 billion — net proved standardized measure totaled $5.3 billion as of 2 December 31, 2023. The table
- $78.22 — olumes, the average WTI posted price of $78.22 per barrel as of December 31, 2023, was
- $2.64 — e average Henry Hub Index spot price of $2.64 per MMBtu as of December 31, 2023, was
- $74.71 — e remaining lives of the properties are $74.71 per barrel of oil, $2.36 per Mcf of nat
- $2.36 — roperties are $74.71 per barrel of oil, $2.36 per Mcf of natural gas and $27.33 per b
- $27.33 — f oil, $2.36 per Mcf of natural gas and $27.33 per barrel of NGLs. (2) Reflects the n
- $62.85 — e remaining lives of the properties are $62.85 per barrel of oil, $3.31 per Mcf of nat
- $3.31 — roperties are $62.85 per barrel of oil, $3.31 per Mcf of natural gas and $22.80 per b
- $22.80 — f oil, $3.31 per Mcf of natural gas and $22.80 per barrel of NGLs as of February 29, 2
- $72.0 million — ****** As of February 29, 2024, we had $72.0 million of outstanding borrowings under our rev
- $1,208.0 million — revolving credit facility, resulting in $1,208.0 million of remaining availability thereunder.
- $1.8 billion — gregate notional value of approximately $1.8 billion. We determine the fair value of our oil
- $67.95 B — e oil swaps (Bbls): WTI 2024 9,408 $67.95 Brent 2024 213 $69.95 Crude oil colla
Filing Documents
- crgy-20240319.htm (8-K) — 112KB
- exhibit991-8xk031924.htm (EX-99.1) — 11KB
- exhibit992-8xk031924.htm (EX-99.2) — 18KB
- image_0a.jpg (GRAPHIC) — 25KB
- 0001628280-24-011803.txt ( ) — 319KB
- crgy-20240319.xsd (EX-101.SCH) — 2KB
- crgy-20240319_lab.xml (EX-101.LAB) — 22KB
- crgy-20240319_pre.xml (EX-101.PRE) — 13KB
- crgy-20240319_htm.xml (XML) — 3KB
02. Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition. On March 19, 2024, in connection with the Notes Offering (as defined below), Crescent Energy Company (NYSE: CRGY) ("CRGY" or "our," "us," or "we") provided certain updated disclosures to potential investors, the relevant excerpts of which are set forth below in Item 8.01 and are incorporated into this Item 2.02 by reference. The information contained in this Item 2.02 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act.
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On March 19, 2024, Crescent Energy Finance LLC ("CE Finance"), a subsidiary of CRGY, issued a news release announcing that, subject to market conditions, CE Finance intends to offer (the "Notes Offering") for sale in a private placement pursuant to Rule 144A and Regulation S under the Securities Act to eligible purchasers $700 million aggregate principal amount of Senior Notes due 2032. A copy of the news release is attached hereto as Exhibit 99.1 and incorporated herein by reference. On March 19, 2024, CE Finance issued a new release announcing that it has commenced a tender offer to purchase for cash any and all of its outstanding 7.250% Senior Notes due 2026 (the "Tender Offer"). A copy of the news release is attached hereto as Exhibit 99.2 and incorporated herein by reference. In addition, the information contained in Item 2.02 and Item 8.01 of this Current Report is incorporated into this Item 7.01 by reference. The information contained in this Item 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act, or the Exchange Act.
01 Other Events
Item 8.01 Other Events. On March 19, 2024, in connection with the Notes Offering, CRGY provided certain updated disclosures to potential investors, the relevant excerpts of which are set forth below. ****** Our reserves are generally long-lived and characterized by relatively low production decline rates, affording us significant capital flexibility and an ability to efficiently hedge material quantities of future expected production. Based on forecasts used in our reserve report, our proved developed producing ("PDP ") reserves as of December 31, 2023 have estimated average five-year and ten-year annual decline rates of approximately 13% and approximately 12%, respectively, and an estimated 2024 PDP decline rate of approximately 19%. As a result of this overall low decline profile, we require relatively minimal capital expenditures to maintain our production and cash flows. Our properties located in the Eagle Ford and Rockies represent approximately 76% of our proved reserves as of December 31, 2023, and provide us with diversification from both a regional location and commodity price perspective, which provides us certain downside protection as it relates to commodity-specific pressures, isolated infrastructure constraints or severe weather events. Our net proved standardized measure totaled $5.3 billion as of 2 December 31, 2023. The table below illustrates the aggregate reserve volumes associated with our proved assets as of December 31, 2023. Operating Area Net Proved Reserves (1) % Oil & Liquids (1) Net PD Reserves (1) 2023 Total Net Production SEC Net PD PV-10 (1)(2) NYMEX (3) Net PD PV-10 (1)(2) (MMBoe) (MMBoe) (MBoe) (MM) (MM) Eagle Ford 262 73 % 187 16,191 $ 2,175 $ 2,272 Rockies 153 62 % 121 23,051 1,313 $ 1,535 Other (4) 133 49 % 128 15,291 887 $ 793 Total 548 64 % 436 54,533 $ 4,375 $ 4,600 __________________ (1) Our reserves and PV-10 were determined using average first-day-of-the-month prices for the prior 12 months in accordance
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release, dated March 19, 2024, announcing the Notes Offering. 99.2 Press Release, dated March 19, 2024, announcing the commencement of the Tender Offer. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 6 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, CRGY has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: March 19, 2024 CRESCENT ENERGY COMPANY By: /s/ Bo Shi Name: Bo Shi Title: General Counsel 7