Southwestern Energy Co. (NYSE: SWN) closed its deal with Chesapeake Energy Corp. (NYSE: CHK) Dec. 22 and knocked about $400 million off the asking price for assets in the southern Marcellus Shale and a portion of the eastern Utica Shale.
Southwestern bought oil and gas assets in West Virginia and southwest Pennsylvania for $4.975 billion, about 7% less than the $5.375 billion deal announced in October.
Chesapeake said the $400 million adjustment settled various matters, including Southwestern’s waiver of any future claims related to title defects and environmental liabilities.
The deal should be favorably received as investors voiced concerns the deal might not get done, said David Tameron, senior analyst, Wells Fargo Securities.
“The deal should help further clean up the balance sheet and could enable management to get acquisitive if the right assets become available at the right price,” he said.
Despite the reduced price, the transaction remains accretive and will allow Chesapeake to focus capital on the core areas of its portfolio, while maintaining Utica upside, said Andy Peterson, analyst, Simmons & Co. International.
The company now has an advantaged liquidity position of about $9 billion, Peterson said. Chesapeake’s board has also authorized a $1 billion common stock repurchase program, a show of confidence in the company’s direction.
For Southwestern, the reduced purchase price is a positive, but investors are focused on the finalized structure of the financing for the acquisition, said Kashy Harrison, analyst, Simmons.
Southwestern temporarily financed the deal using a $4.5 billion, 364-day senior unsecured bridge term loan credit facility and a $500 million two-year unsecured term loan. The company has scheduled a conference call Dec. 30 to talk about the deal.
Southwestern purchased about 413,000 net acres and 1,500 wells along with related property, plant and equipment. Net production of the divested properties in mid-December was about 57,000 barrels of oil equivalent per day (boe/d).
The volume represented about 7% of a new Chesapeake record for total production—770,000 boe/d—reached last week.
“We are very pleased with today’s closing and the addition of this world-class asset into our portfolio,” said Steve Mueller, Southwestern chairman and CEO. “We believe this is a transformational transaction for the company and we are excited to begin development of this new asset as we continue our focus on creating value for our shareholders.”
For Chesapeake, the sale was another in a long line of divestments that stretches more than two years back.
Doug Lawler, Chesapeake’s CEO, said the transaction was a significant event in Chesapeake’s transformation and solidifies its financial position.
“Building on our outstanding operational momentum of 2014, we will be focused on additional strategic growth opportunities to enhance our asset portfolio and continue to improve our ability to deliver top quartile growth metrics and shareholder returns,” Lawler said.
The transaction was subject to the consent of co-owner Statoil ASA (NYSE: STO). The Norwegian company also had a 30-day preferential right to purchase the property under the terms of its deal with Chesapeake.
However, in June 2013, analysts at Bernstein Research said a sale of the joint-venture assets held by Statoil and Chesapeake were likely candidates for sale.
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