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

CenterPoint, NVIDIA and Palantir have formed Chain Reaction. Photo via Getty Images

Houston-based utility company CenterPoint Energy is one of the founding partners of a new AI infrastructure initiative called Chain Reaction.

Software companies NVIDIA and Palantir have joined CenterPoint in forming Chain Reaction, which is aimed at speeding up AI buildouts for energy producers and distributors, data centers and infrastructure builders. Among the initiative’s goals are to stabilize and expand the power grid to meet growing demand from data centers, and to design and develop large data centers that can support AI activity.

“The energy infrastructure buildout is the industrial challenge of our generation,” Tristan Gruska, Palantir’s head of energy and infrastructure, says in a news release. “But the software that the sector relies on was not built for this moment. We have spent years quietly deploying systems that keep power plants running and grids reliable. Chain Reaction is the result of building from the ground up for the demands of AI.”

CenterPoint serves about 7 million customers in Texas, Indiana, Minnesota and Ohio. After Hurricane Beryl struck Houston in July 2024, CenterPoint committed to building a resilient power grid for the region and chose Palantir as its “software backbone.”

“Never before have technology and energy been so intertwined in determining the future course of American innovation, commercial growth, and economic security,” Jason Wells, chairman, president, and CEO of CenterPoint added in the release.

In November, the utility company got the go-ahead from the Public Utility Commission of Texas for a $2.9 billion upgrade of its Houston-area power grid. CenterPoint serves 2.9 million customers in a 12-county territory anchored by Houston.

A month earlier, CenterPoint launched a $65 billion, 10-year capital improvement plan to support rising demand for power across all of its service territories.

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