Crescent Energy Acquires Western Energy for $815M

TL;DR

CRGY buys Western Energy for $815M, deal closes Q2, accretive to cash flow.

AI Summary

Crescent Energy Company announced on March 19, 2024, that it has entered into a definitive agreement to acquire all of the outstanding equity interests of Western Energy Production LLC from its affiliates for approximately $815 million. The transaction is expected to close in the second quarter of 2024, subject to customary closing conditions. This acquisition is anticipated to be immediately accretive to Crescent Energy's free cash flow per share.

Why It Matters

This acquisition significantly expands Crescent Energy's operations and is expected to boost its free cash flow, potentially leading to increased shareholder value.

Risk Assessment

Risk Level: medium — The acquisition is subject to customary closing conditions and regulatory approvals, and there's always integration risk with large transactions.

Key Numbers

• $815M — Acquisition Price (Total cost for Western Energy Production LLC)
• Q2 2024 — Expected Closing (Anticipated timeframe for transaction completion)

Key Players & Entities

• Crescent Energy Company (company) — Acquiring entity
• Western Energy Production LLC (company) — Acquired entity
• $815 million (dollar_amount) — Acquisition price
• March 19, 2024 (date) — Announcement date
• second quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.0001 — stered Class A Common Stock, par value $0.0001 per share CRGY New York Stock Exchange
• $700 million — news release announcing the pricing of $700 million aggregate principal amount of 7.625% Se
• $686.2 m — the Notes Offering to be approximately $686.2 million, after deducting the Initial Purc

Filing Documents

• crgy-20240319.htm (8-K) — 33KB
• exhibit991-8xkpricing.htm (EX-99.1) — 11KB
• crescentenergylogoa.jpg (GRAPHIC) — 25KB
• 0001628280-24-012225.txt ( ) — 209KB
• 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

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On March 19, 2024, Crescent Energy Finance LLC (the "Issuer"), a subsidiary of Crescent Energy Company (NYSE: CRGY) (the "Company"), issued a news release announcing the pricing of $700 million aggregate principal amount of 7.625% Senior Notes due 2032 (the "Notes") of the Issuer. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. In addition, the information contained in 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, 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 Other Events

Item 8.01 Other Events. Purchase Agreement On March 19, 2024, the Issuer and certain of its subsidiaries (the "Guarantors") entered into a purchase agreement (the "Purchase Agreement") with BofA Securities, Inc. (the "Representative"), as representative of the several initial purchasers named therein (the "Initial Purchasers"), in connection with the offering (the "Notes Offering") of the Notes. The Issuer expects the net proceeds from the Notes Offering to be approximately $686.2 million, after deducting the Initial Purchasers' discount and estimated offering expenses. The Issuer intends to use the net proceeds from the Notes Offering, together with additional borrowings under its revolving credit facility, to purchase for cash any and all of the Issuer's outstanding 7.250% Senior Notes due 2026 (the "2026 Notes"), pursuant to the previously announced tender offer that commenced concurrently with the offering of the Notes (the "Tender Offer"), and to the extent any 2026 Notes remain outstanding after the Tender Offer, to fund the full redemption of any 2026 Notes not purchased in the Tender Offer (the "Redemption"). The Tender Offer and the Redemption are each conditioned on the consummation of the Notes Offering. The Notes were issued and sold to the Initial Purchasers pursuant to an exemption from the registration requirements of the Securities Act, pursuant to Section 4(a)(2) thereunder. The Initial Purchasers intend to resell the Notes only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to certain persons outside the United States in accordance with Regulation S under the Securities Act. The Notes have not been registered under the Securities Act, or any state securities laws, and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and a

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Description 99.1 Press Release, dated March 19, 2024. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: March 20, 2024 CRESCENT ENERGY COMPANY By: /s/ Bo Shi Name: Bo Shi Title: General Counsel 4

View Full Filing

View this 8-K filing on SEC EDGAR