Chesapeake Energy Corp. (NYSE: CHK) said Feb. 1 that it has completed its acquisition of WildHorse Resource Development Corp., creating an Eagle Ford oil producing powerhouse for Oklahoma City-based Chesapeake.
The acquisition, previously announced in late October, is worth nearly $4 billion in cash and stock and also includes the assumption of WildHorse's $930 million net debt.
The consideration for the transaction consisted of either 5.989 shares of Chesapeake common stock or a combination of 5.336 shares of Chesapeake common stock and $3 cash, in exchange for each share of WildHorse common stock. Chesapeake intended to finance the cash portion of the WildHorse acquisition, which was expected to be between $275 million and $400 million, through its revolving credit facility.
Doug Lawler, Chesapeake’s CEO, said in a statement: “In 2018, Chesapeake Energy continued to build upon our track record of consistent business delivery and transformational progress through both financial and operating improvements. The addition of the WildHorse assets to our high-quality, diverse portfolio, combined with our operating expertise and experience, provides another oil growth engine with significant oil inventory for years to come and gives us tremendous flexibility and optionality to help achieve our strategic goals.”
Pro forma, Chesapeake’s position in the Eagle Ford will grow to roughly 655,000 net acres with about 150,000 barrels of oil equivalent per day of production, about 60% oil. The company also expects the combination to help it save between $200 million and $280 million in annual costs.
Jay C. Graham, WildHorse CEO and chairman who took the company public less than two years ago, will be appointed to fill the next vacancy on the Chesapeake board, according to a company release.
Also in conjunction with the closing, David W. Hayes has joined the Chesapeake board, effective immediately.
In connection with the merger, Chesapeake said Feb. 1 it had made amendments to its credit agreement, which, among other things, expressly permitted the company’s initial investment in WildHorse.
The merger was approved by Chesapeake and WildHorse shareholders at special meetings held on Jan. 31.
In a separate vote at the special meeting, Chesapeake shareholders approved a proposal to amend Chesapeake’s restated certificate of incorporation to increase the number of authorized shares of Chesapeake common stock to 3 billion shares from 2 billion.
Goldman Sachs & Co. LLC was financial adviser to Chesapeake for the WildHorse acquisition, and Wachtell, Lipton, Rosen & Katz and Baker Botts LLP was its legal counsel. Tudor, Pickering, Holt & Co., Morgan Stanley & Co. LLC and Guggenheim Securities LLC acted as financial advisers to WildHorse and Vinson & Elkins LLP and Akin Gump Strauss Hauer & Feld LLP were the company’s legal counsel.
Plains All American Pipeline LP (NYSE: PAA) and Plains GP Holdings (NYSE: PAGP) have named Willie Chiang as CEO following the retirement of sitting CEO Greg Armstrong.
The promotions of John R. Keffer, Sam N. Brown, Jeremy L. Goebel and James H. Pinchback are effective immediately. John Rutherford will step down as executive vice president.
These transactions were approved by a special committee of the board of directors consisting of the sole disinterested member. The board authorized and approved the transactions based on the recommendation of the special committee.