Crescent Energy Co

Crescent completed its merger with Vital Energy, converting each Vital share into 1.9062 Crescent shares and forming a top-10 independent E&P spanning the Eagle Ford, Permian and Uinta basins.

business combination

Registration statement for Crescent's all-stock purchase of Vital Energy: 1.9062 Crescent Class A shares per Vital share, about $18.95 a share at the August 24, 2025 signing, leaving Vital holders with roughly 23% of the enlarged company and no appraisal rights. Break fees run $76.9 million against Crescent and $22.5 million against Vital, and the filing flags that the deal triggers change-of-control rights under all three of Vital's note issues if the ratings agencies downgrade them.

business combination

Crescent agreed to acquire Vital Energy in an all-stock deal valued at about $3.1 billion including net debt, with a voting agreement locking up the sponsor group's Crescent shares in support of the deal.

business combination

Crescent and Vital Energy announced the merger publicly: Vital shareholders will receive 1.9062 Crescent shares per Vital share (a 5% premium to trailing VWAP), with former Vital holders ending up owning about 23% of the combined, top-10 independent E&P.

business combination

Crescent's finance subsidiary issued $600 million of unsecured 8.375% notes due 2034 - dearer than the 7.625% notes it sold in 2024 but well below the 9.25% it was paying in 2023 - guaranteed by the same subsidiaries that back its bank facility, with the listed parent not on the hook.

debt financing

Crescent completed its acquisition of Ridgemar (Eagle Ford) LLC for $830 million cash plus about 5.45 million Crescent shares, with up to $170 million more payable as an oil-price-linked earn-out through 2027.

asset acquisition disposition

Crescent completed its merger with SilverBow Resources: each SilverBow share converted, by election, into either 1.866 Crescent shares plus $15.31 cash, $38.00 cash outright, or 3.125 Crescent shares, creating one of the largest operators in the Eagle Ford.

business combination

Crescent shareholders overwhelmingly approved the stock issuance for the SilverBow merger (about 99.94% of votes cast), clearing the way for the deal to close the next day.

merger communication

Amendment No. 1 to the SilverBow registration, filed a week after the original and carrying one piece of real news: Crescent had just raised $750 million of 7.375% notes due 2033 on June 14 to fund the cash half of the deal and repay SilverBow's borrowings. It also set both special meetings for July 29, 2024 off a June 28 record date; SilverBow holders choose $38.00 cash (capped at $400 million in total), 3.125 Crescent shares, or 1.866 shares plus $15.31, worth about $38.28 a share when the deal was announced, leaving them with 21-31% of Crescent.

business combination

Crescent registered the shares for its acquisition of SilverBow Resources, an Eagle Ford producer, on an unusually flexible menu: each SilverBow holder could elect 3.125 Crescent Class A shares, or 1.866 shares plus $15.31 cash, or $38.00 all cash, with total cash capped at $400 million. The election structure was the price of ending a contested approach.

business combination

Crescent agreed to acquire SilverBow Resources, a fellow Eagle Ford operator, in a deal combining both companies into one of the largest operators in the play; the deal also amended Crescent's external management fee arrangement with KKR Energy Assets Manager.

business combination

Crescent refinanced its original 2021 formation-era notes: it issued new 7.625% senior notes due 2032 and used the proceeds, together with a tender offer, to redeem all outstanding 2026 notes, discharging the original 2021 indenture.

debt financing

Crescent closed its roughly $600 million acquisition of Eagle Ford assets from Mesquite Comanche Holdings/SN EF Maverick, amending its credit facility in connection with the deal.

asset acquisition disposition

Crescent agreed to acquire Eagle Ford oil and gas assets from Mesquite Comanche Holdings and SN EF Maverick for approximately $600 million cash.

material agreement

Crescent's finance subsidiary issued $400 million of new 9.250% senior notes due 2028 - a markedly higher coupon than its 2021/2022 notes, reflecting a tougher high-yield market.

debt financing

Crescent completed its acquisition of the Utah (Uinta Basin) exploration and production assets from Verdun Oil Company II LLC, amending its credit facility in connection with the deal.

asset acquisition disposition

Crescent agreed to acquire Utah exploration and production assets (originally EP Energy's) from Verdun Oil Company II LLC, once Verdun completed forming the holding entity that would carry them.

material agreement

The combination closed: Contango Oil & Gas and Independence Energy LLC both became subsidiaries of the renamed entity, now Crescent Energy Company, backed by KKR, Liberty Energy and the Goff family as sponsor groups - the transaction that created the company this history tracks.

business combination

the exchange certified Crescent Energy Co's securities for listing, clearing them to begin trading.

listing compliance notice

Much more than consents: this amendment set the 15 October record date and, for the first time, spelled out what the KKR-affiliated external manager would be paid -- incentive compensation in five annual tranches, each targeting 2% of the Class A shares and settling anywhere from 0% to 240% of that -- alongside a $53.3 million fee carve-out. It also disclosed a fifth shareholder suit over the deal (Provost v. Contango, filed 21 September in the Southern District of New York) and conceded that 12,613 MBoe of Independence's proved undeveloped reserves carried a negative PV-10 at SEC prices.

business combination

IE PubCo's first registration statement for the combination that became Crescent Energy: KKR-backed Independence Energy LLC folded together with listed Contango Oil & Gas through a chain of mergers, with Contango holders receiving 0.2000 shares of the new company for each Contango share. Independence's owners come out with roughly 75% of the combined equity and all of the Class B stock that carries no economics but does carry control; Contango holders have no dissenters' rights and Jefferies gave their board the only fairness opinion.

business combination