Crescent Energy Amends SilverBow Acquisition Filing
Ticker: CRGY · Form: 8-K/A · Filed: 2024-08-13T00:00:00.000Z
Sentiment: neutral
Topics: acquisition, amendment, merger
TL;DR
CRGY amended its 8-K on SilverBow deal, confirming acquisition details.
AI Summary
Crescent Energy Company filed an 8-K/A on August 13, 2024, to amend its previous 8-K filing from August 2, 2024. The amendment concerns the acquisition of SilverBow Resources, Inc. (SilverBow) under a Merger Agreement dated May 15, 2024. The original filing disclosed the consummation of this acquisition, which involved a series of transactions.
Why It Matters
This amendment clarifies details surrounding Crescent Energy's acquisition of SilverBow Resources, providing updated information for investors regarding the transaction's completion.
Risk Assessment
Risk Level: low — This is an amendment to a previous filing, primarily for clarification and not introducing new material events.
Key Players & Entities
- Crescent Energy Company (company) — Filer and acquirer
- SilverBow Resources, Inc. (company) — Acquired company
- May 15, 2024 (date) — Date of Merger Agreement
- August 2, 2024 (date) — Date of original 8-K filing
- August 13, 2024 (date) — Date of 8-K/A filing
FAQ
What is the purpose of this 8-K/A filing?
The 8-K/A filing is an amendment to the original Form 8-K filed on August 2, 2024, to provide additional information or corrections regarding the consummation of the acquisition of SilverBow Resources, Inc.
What was the original filing about?
The original filing on August 2, 2024, disclosed the consummation of the acquisition of SilverBow Resources, Inc. by Crescent Energy Company, as contemplated by the Merger Agreement dated May 15, 2024.
Who are the main companies involved in the transaction?
The main companies involved are Crescent Energy Company (the acquirer) and SilverBow Resources, Inc. (the acquired company).
When was the Merger Agreement signed?
The Merger Agreement between Crescent Energy Company and SilverBow Resources, Inc. was dated as of May 15, 2024.
What is the filing date of this amendment?
This amendment, Form 8-K/A, was filed on August 13, 2024.
Filing Stats: 954 words · 4 min read · ~3 pages · Grade level 10.1 · Accepted 2024-08-13 16:47:52
Key Financial Figures
- $0.0001 — tered Class A Common Stock, par value $0.0001 per share CRGY The New York Stock Excha
Filing Documents
- crgy-20240729.htm (8-K/A) — 38KB
- exhibit231-8xka.htm (EX-23.1) — 5KB
- exhibit232-8xka.htm (EX-23.2) — 3KB
- exhibit991-8xka.htm (EX-99.1) — 28KB
- exhibit992-8xka.htm (EX-99.2) — 865KB
- exhibit993-8xka.htm (EX-99.3) — 637KB
- exhibit994-8xka.htm (EX-99.4) — 865KB
- 0001628280-24-036961.txt ( ) — 2758KB
- crgy-20240729.xsd (EX-101.SCH) — 2KB
- crgy-20240729_lab.xml (EX-101.LAB) — 23KB
- crgy-20240729_pre.xml (EX-101.PRE) — 13KB
- crgy-20240729_htm.xml (XML) — 4KB
01 Other Events
Item 8.01 Other Events In addition to the financial statements and pro forma financial information included in Item 9.01 of this Current Report on Form 8-K/A, this Item 8.01 incorporates by reference the following: The reserves letter regarding estimated quantities of proved reserves of SilverBow Resources, Inc. as of December 31, 2023, prepared by H.J. Gruy and Associates, Inc., attached as Exhibit 99.1 hereto.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired The following historical financial statements of the business acquired in the Merger are attached as Exhibit 99.2 and Exhibit 99.3 hereto. The audited consolidated financial statements of SilverBow Resources, Inc. as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022 and 2021, and the related notes to the consolidated financial statements, attached as Exhibit 99.2 hereto and are incorporated herein by reference; and The unaudited condensed consolidated financial statements of SilverBow as of June 30, 2024 and December 31, 2023 and for the three- and six-month periods ended June 30, 2024 and 2023, and the related notes to the condensed consolidated financial statements, attached as Exhibit 99.3 hereto and are incorporated herein by reference. (b) Pro Forma Financial Information The following unaudited pro forma condensed combined financial information of the Company, giving effect to the Merger, is attached as Exhibit 99.4 hereto: The unaudited pro forma condensed combined financial statements of the Company as of June 30, 2024 and for the six months ended June 30, 2024 and for the year ended December 31, 2023, and the related notes to the pro forma condensed combined financial statements, attached as Exhibit 99.4 hereto and are incorporated herein by reference. 2 (d) Exhibits. Exhibit No. Description 23.1 Consent of H.J. Gruy and Associates, Inc. 23.2 Consent of BDO USA, P.C. 99.1 The reserves letter of H.J. Gruy and Associates, Inc. dated February 1, 2024. 99.2 Historical audited consolidated financial statements of SilverBow Resources, Inc. as of December 31, 2023 and 2022 and for the years ended December 31, 2023, 2022, and 2021. 99.3 Historical unaudited condensed consolidated financial statements of SilverBow Resources, Inc. as of June 30, 2024 and December 31, 2023 and for the three- and six-month periods ended June 30,
SIGNATURES
SIGNATURES 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: August 13, 2024 CRESCENT ENERGY COMPANY By: /s/ Brandi Kendall Name: Brandi Kendall Title: Chief Financial Officer 4