M&A moves

ConocoPhillips buying Marathon Oil for $17.B in all-stock deal as energy prices rise

The deal to combine the two Houston-headquartered companies is valued at $22.5 billion when including $5.4 billion in debt. Photo via conocophillips.com

ConocoPhillips is buying Marathon Oil in an all-stock deal valued at approximately $17.1 billion as energy prices rise and big oil companies reap massive profits.

The deal to combine the two Houston-headquartered companies is valued at $22.5 billion when including $5.4 billion in debt.

Crude prices have jumped more than 12% this year and the cost for a barrel rose above $80 this week. Oil majors put up record profits after Russia's invasion of Ukraine in 2022 and while those numbers have slipped, there has been a surge in mergers between energy companies flush with cash.

Chevron said last year that it was buying Hess in a $53 billion acquisition, though that deal faces headwinds. The company warned the buyout may be in jeopardy because it will require the approval of Exxon Mobil and a Chinese national oil company, which both hold rights to development of an oil field off the coast of the South American nation Guyana where Hess is a big player.

In July of last year, Exxon Mobil said that it would pay $4.9 billion for Denbury Resources, an oil and gas producer that has entered the business of capturing and storing carbon and stands to benefit from changes in U.S. climate policy. Three months later, Exxon announced the proposed acquisition of shale operator Pioneer Natural Resources for $60 billion.

All of the proposed acquisitions could face pushback from the U.S. which, under the Biden administration, has stepped up antitrust reviews for energy companies and other sectors as well, such as tech.

Federal Trade Commission, which enforces federal antitrust law, asked for additional information from Exxon and Pioneer about their proposed deal. The request is a step the agency takes when reviewing whether a merger could be anticompetitive under U.S. law. Pioneer disclosed the request in a filing in January.

As part of the ConocoPhillips transaction, Marathon Oil shareholders will receive 0.2550 shares of ConocoPhillips common stock for each share of Marathon Oil common stock that they own, the companies said Wednesday.

ConocoPhillips said Wednesday that the transaction will add highly desired acreage to its existing U.S. onshore portfolio.

“This acquisition of Marathon Oil further deepens our portfolio and fits within our financial framework, adding high-quality, low cost of supply inventory adjacent to our leading U.S. unconventional position,” ConocoPhillips Chairman and CEO Ryan Lance said in a prepared statement.

The deal is expected to close in the fourth quarter. It still needs approval from Marathon Oil stockholders.

Separate from the transaction, ConocoPhillips said that it anticipates raising its ordinary dividend by 34% to 78 cents per share starting in the fourth quarter. The company said that once the Marathon Oil deal closes and assuming recent commodity prices, ConocoPhillips plans to buy back more than $7 billion in shares in the first full year. It plans to repurchase more than $20 billion in shares in the first three years.

Shares of ConocoPhillips declined 3.3% before the market open, while Marathon Oil Corp.'s stock rose more than 7%.

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A View From HETI

John Carrington is now CEO of Enchanted Rock. Photo courtesy Enchanted Rock.

Houston-based electric microgrid company Enchanted Rock has named a new CEO.

John Carrington has assumed the role after serving as Enchanted Rock's executive chairman since June, the company announced earlier this month.

Carrington most recently was CEO of Houston-based Stem, which offers AI-enabled software and services designed for setting up and operating clean energy facilities. He stepped down as Stem’s CEO in September 2024. Stem, which was founded in 2006 and went public under Carrington's leadership in 2021, was previously based in San Francisco.

Carrington has also held senior leadership roles at Miasolé, First Solar and GE.

Corey Amthor has served as acting CEO of Enchanted Rock since June. He succeeded Enchanted Rock founder Thomas McAndrew in the role, with McAndrew staying on with the company as a strategic advisor and board member. With the hiring of Carrington, Amthor has returned to his role as president. According to the company, Amthor and Carrington will "partner to drive the company’s next phase of growth."

“I’m proud to join a leadership team known for technical excellence and execution, and with our company-wide commitment to innovation, we are well positioned to navigate this moment of unprecedented demand and advance our mission alongside our customers nationwide,” Carrington said in the news release. “Enchanted Rock’s technology platform delivers resilient, clean and scalable ultra-low-emissions onsite power that solves some of the most urgent challenges facing our country today. I’m energized by the strong momentum and growing market demand for our solutions, and we remain committed to providing data centers and other critical sectors with the reliable power essential to their operations.”

This summer, Enchanted Rock also announced that Ian Blakely would reassume the role of CFO at the company. He previously served as chief strategy officer. Paul Froutan, Enchanted Rock's former CTO, was also named COO last year.

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