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Crescent Energy is set to acquire Vital Energy in a $3.1 billion all-stock deal, creating a top 10 independent oil and gas producer.
In a landmark move for the energy sector, Crescent Energy and Vital Energy have announced a definitive merger agreement. The all-stock transaction, valued at approximately $3.1 billion, including Vital's net debt, is poised to reshape the landscape of independent oil and gas producers. This strategic acquisition is a significant step for Crescent, solidifying its position as a major player and establishing a pro forma company that will rank among the top 10 independents. The deal aligns with Crescent’s core strategy of focusing on free cash flow and generating attractive returns for shareholders.
The terms of the merger are favorable to Vital's shareholders, who will receive 1.9062 shares of Crescent Class A common stock for each share of Vital common stock. This represents a 15% premium to Vital’s 30-day volume weighted average price (VWAP) as of August 22, 2025. Following the transaction's completion, Crescent shareholders will own roughly 77% of the combined entity, while Vital shareholders will hold the remaining 23% on a fully diluted basis. The boards of directors of both companies have unanimously approved the deal, which is expected to close by the end of 2025, subject to shareholder and regulatory approvals.
Crescent’s leadership is confident the acquisition will deliver substantial value. The company anticipates immediate annual synergies of $90 million to $100 million, with the potential for additional operational efficiencies in the future. By applying its proven business model, which favors lower activity and higher free cash flow, Crescent plans to optimize Vital's assets. This approach is designed to improve investor returns and support a peer-leading dividend for the combined company.
The merger will create a unified portfolio with significant scale and a flexible approach to capital allocation across key basins, including the Eagle Ford, Permian, and Uinta. The companies have indicated that the combined entity will have more than a decade of high-quality drilling inventory, ensuring long-term growth and stability. Additionally, Crescent plans to pursue a $1 billion pipeline of non-core divestitures, further strengthening its balance sheet and advancing its goal of achieving an investment-grade credit rating. This divestiture strategy is a key component of the deal, as it will allow the combined company to focus on its most productive assets.
The combined company will continue to be led by Crescent’s existing management team and Board. John Goff will remain the Non-Executive Chairman, and David Rockecharlie will continue as Chief Executive Officer. To ensure a smooth integration and maintain leadership continuity, the Crescent board of directors will expand to 12 members, with two new directors designated by Vital.
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