SilverBow Resources, Inc. (SBOW)

SilverBow's (SBOW) shareholders show overwhelming support for the company's acquisition in the special shareholders' meeting held on Jul 29, 2024, with 99% votes cast in favor of the proposed deal.

HOUSTON--(BUSINESS WIRE)--Crescent Energy Company (NYSE: CRGY) ("Crescent" or the "Company"), today announced the closing of its acquisition of SilverBow Resources, Inc. (“SilverBow”). The transaction was closed ahead of schedule, and Crescent plans to provide pro forma second half 2024 guidance reflecting the acquisition, as well as issue its second quarter 2024 financial and operating results, after market close on August 5, 2024. A conference call is planned for August 6, 2024. The SilverBow integration is well underway with approximately $35 million of the previously announced $65 – $100 million in annual synergies captured to date through an improved cost of capital resulting in reduced interest expense. Crescent Energy is a leading growth through acquisition company primed for sustainable value creation with a focused portfolio of high-quality and long-life assets, an attractive, returns-driven financial framework and strong balance sheet, led by a management team executing on the same strategy for more than a decade. The combined portfolio of assets positions the company for substantial free cash flow generation with balanced and attractive exposure to commodity price upside. Crescent Energy Offers a Compelling Value Proposition – Combined company is the second largest operator in the Eagle Ford – Creates leading mid-cap E&P with scaled, balanced portfolio of high-quality assets – Substantial free cash flow generation with disciplined capital allocation framework – Well-positioned for further growth through accretive, returns-driven M&A “Today is an exciting day for Crescent. We are well positioned to create value, and I am grateful for the trust from our original Crescent and new SilverBow shareholders, each of whom voted with an overwhelming majority to approve our merger and to take equity consideration and participate in the go-forward company,” said Crescent CEO David Rockecharlie. “Through disciplined investing and operations, we have delivered profitable growth, tripling the size of our business over the last four years. We have created a premier growth through acquisition platform by executing on our cash flow and returns-oriented strategy. Today, we are focused on rapidly integrating our new assets and personnel and continuing to deliver on the significant synergies we’ve identified to strengthen returns. We are highly confident in our ability to execute and demonstrate Crescent’s value proposition as a leading mid-cap company.” Transaction Details Pursuant to the consideration election mechanics of the transaction, SilverBow shareholders elected to receive in aggregate approximately $358 million in total cash consideration as part of the transaction. Crescent issued approximately 52 million shares of Class A common stock to fund the non-cash portion of the consideration. As of closing, former SilverBow shareholders own approximately 23% of the combined company on a fully diluted basis. (Shares in MM) CRGY Status Quo SBOW Acquisition CRGY Pro Forma Class A (Public Shares) 112 52 164 Class B (Private Shares) 66 -- 66 Total Shares Outstanding (Public and Private Shares) 177 52 230 Governance Update Pursuant to the merger agreement, Marc Rowland and Michael Duginski have been appointed to Crescent’s Board of Directors effective as of closing of the acquisition. The additions expand Crescent’s board to a total of eleven directors, of which nine are considered independent directors. The new directors will complement Crescent’s experienced and engaged board. Further detail on the additional directors can be found on the Crescent website (www.crescentenergyco.com). Conference Call Information Crescent plans to host a conference call to discuss its second quarter financial and operating results, as well as its pro forma outlook for the remainder of 2024, at 10 a.m. CT on Tuesday, August 6, 2024. Complete details are below. A webcast replay will be available on the website following the call. Date: August 6, 2024 Time: 10 a.m. CT (11 a.m. ET) Conference Dial-In: 877-407-0989 / 201-389-0921 (Domestic / International) Webcast Link: www.crescentenergyco.com About Crescent Energy Company Crescent is a differentiated U.S. energy company committed to delivering value for shareholders through a disciplined growth through acquisition strategy and consistent return of capital. Crescent’s portfolio of low-decline, cash-flow oriented assets comprises both mid-cycle unconventional and conventional assets with a long reserve life and deep inventory of high-return development locations in the Eagle Ford and Uinta basins. Crescent’s leadership is an experienced team of investment, financial and industry professionals that combines proven investment and operating expertise. For more than a decade, Crescent and its predecessors have executed on a consistent strategy focused on cash flow, risk management and returns. For additional information, please visit www.crescentenergyco.com. Cautionary Statement Regarding Forward-Looking Statements This communication contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements are based on current expectations. The words and phrases “should”, “could”, “may”, “will”, “believe”, “plan”, “intend”, “expect”, “potential”, “possible”, “anticipate”, “estimate”, “forecast”, “view”, “efforts”, “goal” and similar expressions identify forward-looking statements and express the Company’s expectations about future events. All statements, other than statements of historical facts, included in this communication that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the Company’s control. Such risks and uncertainties include, but are not limited to, weather, political, economic and market conditions, including a decline in the price and market demand for natural gas, natural gas liquids and crude oil, uncertainties inherent in estimating natural gas and oil reserves and in projecting future rates of production; the anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the combined company’s operations; the ability of Crescent to integrate the business successfully and to achieve anticipated synergies and value creation; the risk that cost savings, synergies and growth may take longer to realize than expected; potential litigation relating to the transaction; the risk that disruptions from the transaction will harm Crescent’s business, including current plans and operations and that management’s time and attention will be diverted on transaction-related issues; potential adverse reactions or changes to business relationships, including with employees, suppliers, customers, competitors or credit rating agencies, resulting from the completion of the transaction; our hedging strategy and results; federal and state regulations and laws; upcoming elections and associated political volatility; the severity and duration of public health crises; actions by the Organization of the Petroleum Exporting Countries (“OPEC”) and non-OPEC oil-producing countries; the impact of the armed conflict in Ukraine; continued hostilities in the Middle East, including the Israel-Hamas conflict and rising tensions with Iran; the impact of disruptions in the capital markets; the timing and success of business development efforts, including acquisition and disposition opportunities; our reliance on our external manager, sustained cost inflation, elevated interest rates and central bank policy changes associated therewith and other uncertainties. Consequently, actual future results could differ materially from expectations. The Company assumes no duty to update or revise its respective forward-looking statements based on new information, future events or otherwise.

NEW YORK, July 12, 2024 (GLOBE NEWSWIRE) -- Monteverde & Associates PC (the “M&A Class Action Firm”), has recovered money for shareholders and is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating SilverBow Resources, Inc. (NYSE: SBOW ), relating to its proposed merger with Crescent Energy Company. Under the terms of the agreement, SilverBow shareholders will receive 3.125 shares of Crescent Class A common stock for each share of SilverBow common stock, with the option to elect to receive all or a portion of the proceeds in cash at a value of $38 per share.

NEW YORK , July 11, 2024 /PRNewswire/ -- Monteverde & Associates PC (the "M&A Class Action Firm"), has recovered money for shareholders and is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating SilverBow Resources, Inc. (NYSE: SBOW ), relating to its proposed merger with Crescent Energy Company.

NEW ORLEANS--(BUSINESS WIRE)--Former Attorney General of Louisiana Charles C. Foti, Jr., Esq. and the law firm of Kahn Swick & Foti, LLC (“KSF”) are investigating the proposed sale of SilverBow Resources, Inc. (NYSE: SBOW) to Crescent Energy Company (NYSE: CRGY). Under the terms of the proposed transaction, shareholders of SilverBow will receive 3.125 shares of Crescent Class A common stock for each share of SilverBow, with the option to elect to receive all or a portion of the proceeds in.

NEW YORK , July 2, 2024 /PRNewswire/ -- Monteverde & Associates PC (the "M&A Class Action Firm"), has recovered money for shareholders and is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating SilverBow Resources, Inc. (NYSE: SBOW), relating to its proposed merger with Crescent Energy Company.

Crescent Energy Co CRGY inked an agreement to acquire SilverBow Resources Inc SBOW for $2.1 billion.

The shale industry is showing signs of maturity. Some acquisition trends appear to be burgeoning, such as acquisition premiums, more debt, and looser hedging requirements.

NEW YORK, June 14, 2024 (GLOBE NEWSWIRE) -- Monteverde & Associates PC (the “M&A Class Action Firm”), has recovered money for shareholders and is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and are investigating SilverBow Resources, Inc. (NYSE: SBOW ), relating to its proposed merger with Crescent Energy Company. Under the terms of the agreement, SilverBow shareholders will receive 3.125 shares of Crescent Class A common stock for each share of SilverBow common stock, with the option to elect to receive all or a portion of the proceeds in cash at a value of $38 per share.

HOUSTON--(BUSINESS WIRE)--SilverBow Resources, Inc. (NYSE: SBOW) (“SilverBow” or the “Company”) today announced that SilverBow shareholders have voted to re-elect all three of the Company's director nominees – Gabriel L. Ellisor, Kathleen McAllister and Charles W. Wampler, based on the preliminary vote count provided by its proxy solicitor following the Company's 2024 Annual Meeting of Shareholders (the “2024 Annual Meeting”). The Company issued the following statement: We thank our shareholder.

NEW YORK and DENVER , May 22, 2024 /PRNewswire/ -- Kimmeridge, an alternative asset manager focused on the energy sector and the largest shareholder of SilverBow Resources (NYSE: SBOW) ("SilverBow" or the "Company"), today announced the withdrawal of its independent nominees to SilverBow's Board of Directors (the "Board") in light of the Company's pending sale to Crescent Energy. Ben Dell, Co-Founder and Managing Partner of Kimmeridge, said, "While we are disappointed that SilverBow's Board does not appear to have run a comprehensive sales process, our campaign was always underpinned by a strong belief that consolidation is in the best interests of shareholders.

Panagora Asset Management Inc. lifted its position in SilverBow Resources, Inc. (NYSE:SBOW – Free Report) by 78.5% during the 4th quarter, according to the company in its most recent Form 13F filing with the SEC. The institutional investor owned 105,024 shares of the company’s stock after buying an additional 46,202 shares during the period. Panagora Asset Management Inc. owned about 0.41% of SilverBow Resources worth $3,054,000 as of its most recent SEC filing. Other hedge funds and other institutional investors have also recently modified their holdings of the company. Harbor Capital Advisors Inc. increased its holdings in SilverBow Resources by 33.9% during the fourth quarter. Harbor Capital Advisors Inc. now owns 4,303 shares of the company’s stock valued at $125,000 after buying an additional 1,089 shares during the last quarter. Callahan Advisors LLC lifted its position in shares of SilverBow Resources by 10.4% in the fourth quarter. Callahan Advisors LLC now owns 12,700 shares of the company’s stock worth $369,000 after buying an additional 1,200 shares in the last quarter. Montgomery Investment Management Inc. grew its stake in shares of SilverBow Resources by 8.7% in the 4th quarter. Montgomery Investment Management Inc. now owns 15,550 shares of the company’s stock worth $452,000 after buying an additional 1,250 shares in the last quarter. DekaBank Deutsche Girozentrale bought a new position in shares of SilverBow Resources during the 3rd quarter valued at approximately $50,000. Finally, Allspring Global Investments Holdings LLC raised its position in SilverBow Resources by 138.4% in the 4th quarter. Allspring Global Investments Holdings LLC now owns 3,126 shares of the company’s stock worth $91,000 after purchasing an additional 1,815 shares during the period. 91.83% of the stock is owned by institutional investors. SilverBow Resources Stock Up 2.3 % SilverBow Resources stock opened at $37.48 on Monday. The company has a debt-to-equity ratio of 0.88, a quick ratio of 0.63 and a current ratio of 0.63. SilverBow Resources, Inc. has a fifty-two week low of $22.14 and a fifty-two week high of $43.95. The stock has a 50-day simple moving average of $33.09 and a 200-day simple moving average of $30.55. The company has a market capitalization of $957.24 million, a P/E ratio of 5.06 and a beta of 2.52. SilverBow Resources (NYSE:SBOW – Get Free Report) last announced its quarterly earnings results on Wednesday, May 1st. The company reported $2.09 earnings per share (EPS) for the quarter, beating analysts’ consensus estimates of $1.84 by $0.25. SilverBow Resources had a net margin of 24.41% and a return on equity of 16.48%. The business had revenue of $256.68 million during the quarter, compared to the consensus estimate of $272.27 million. During the same quarter last year, the firm posted $0.95 EPS. Equities research analysts expect that SilverBow Resources, Inc. will post 8.64 earnings per share for the current year. Analyst Ratings Changes A number of research analysts have commented on the stock. TheStreet raised shares of SilverBow Resources from a “c” rating to a “b-” rating in a research report on Wednesday, February 28th. Roth Mkm began coverage on shares of SilverBow Resources in a research note on Monday, February 12th. They set a “buy” rating and a $41.00 price objective for the company. Mizuho upped their target price on SilverBow Resources from $43.00 to $45.00 and gave the company a “buy” rating in a research report on Monday, May 13th. Finally, Truist Financial boosted their price objective on SilverBow Resources from $45.00 to $47.00 and gave the company a “buy” rating in a report on Tuesday, May 7th. Three equities research analysts have rated the stock with a hold rating and four have given a buy rating to the stock. According to data from MarketBeat, the company presently has a consensus rating of “Moderate Buy” and a consensus price target of $45.33. Read Our Latest Report on SBOW SilverBow Resources Company Profile (Free Report) SilverBow Resources, Inc, an independent oil and gas company, exploration, develops, acquires, and operates oil and natural gas properties in the Eagle Ford shale and Austin Chalk located in South Texas. The company was formerly known as Swift Energy Company and changed its name to SilverBow Resources, Inc in May 2017.

Crescent Energy (CRGY) shareholders will own about 69-79% of the combined company, while SilverBow (SBOW) shareholders will own around 21-31% post completion of the deal.

NEW ORLEANS , May 16, 2024 /PRNewswire/ -- Former Attorney General of Louisiana Charles C. Foti, Jr., Esq.

NEW YORK , May 16, 2024 /PRNewswire/ -- Monteverde & Associates PC (the "M&A Class Action Firm"), has recovered money for shareholders and is recognized as a Top 50 Firm in the 2018-2022 ISS Securities Class Action Services Report. We are headquartered at the Empire State Building in New York City and is investigating SilverBow Resources, Inc. (NYSE: SBOW), relating to its proposed merger with Crescent Energy Company.

NEW YORK , May 16, 2024 /PRNewswire/ -- Halper Sadeh LLC, an investor rights law firm, is investigating the following companies for potential violations of the federal securities laws and/or breaches of fiduciary duties to shareholders relating to: SilverBow Resources, Inc. (NYSE: SBOW)'s  sale to Crescent Energy Company. Under the terms of the proposed transaction, SilverBow shareholders would receive 3.125 shares of Crescent Class A common stock for each share of SilverBow common stock, with the option to elect to receive all or a portion of the proceeds in cash at a value of $38 per share, subject to possible pro ration with a maximum total cash consideration for the transaction of $400 million.