DewDiligence
8 월 전
CVX-HES merger has a possible glitch:
https://www.sec.gov/ixviewer/ix.html?doc=/Archives/edgar/data/0000093410/000119312524046223/d576159ds4.htm (p.80) Hess Guyana Exploration Limited (HGEL), a wholly owned subsidiary of Hess, is party to an operating agreement (the Stabroek JOA) with affiliates of Exxon Mobil Corporation (Exxon) and China National Offshore Oil Corporation (CNOOC), which governs the rights and obligations of such parties (the Stabroek Parties) with respect to the exploration and development of their respective interests in the Stabroek Block offshore Guyana (the Stabroek Block).
The Stabroek JOA contains a right of first refusal (the Stabroek ROFR) provision that, if applicable to a change of control transaction and properly exercised, provides the Stabroek Parties with a right to acquire the participating interest in the Stabroek Block held by the Stabroek Party subject to such transaction (at a value that is based on the portion of the value of the change of control transaction that reasonably should be allocated to such participating interest and is increased to reflect a tax gross-up) only after, and conditioned on, the closing of such transaction.
Chevron and Hess believe that the Stabroek ROFR does not apply to the merger due to the structure of the merger and the language of the Stabroek ROFR provisions. Following the announcement of the merger, Exxon and CNOOC informed Hess and Chevron that they disagree with this view and believe the Stabroek ROFR applies to the merger.
Hess, Chevron, Exxon and CNOOC have been engaged in constructive discussions regarding the Stabroek ROFR, and Chevron and Hess believe these discussions will result in an outcome that will not delay, impede or prevent the consummation of the merger. In the event such discussions do not result in an acceptable resolution, either Hess or Chevron could elect for HGEL to pursue arbitration to resolve the matter.
If the discussions with Exxon and CNOOC do not result in an acceptable resolution and arbitration (if pursued) does not result in a confirmation that the Stabroek ROFR is inapplicable to the merger, then there would be a failure of a closing condition under the Merger Agreement, in which case the merger would not close and, pursuant to the terms of the Stabroek JOA, Exxon and CNOOC would cease to have rights under the Stabroek ROFR with respect to the merger. In that event, Hess would remain an independent public company and would continue to own its participating interest in the Stabroek Block.
Based on their discussions with Exxon and CNOOC and the terms of the Stabroek JOA, Chevron and Hess do not believe there is any material likelihood that the circumstances described in this paragraph will occur. Really? I find it hard to accept this (bottommost) assertion at face value.
HES is -4% in AH trading.
DewDiligence
10 월 전
CVX issues_2024 cap-ex guidance—2/3_of upstream in US:
https://finance.yahoo.com/news/chevron-announces-16-billion-2024-221500571.html Upstream spending in 2024 is expected to be about $14 billion. Of this planned expenditure, two-thirds is allocated to the United States, including approximately $6.5 billion to develop Chevron’s U.S. shale and tight portfolio, of which around $5 billion is planned for Permian Basin development. About 25 percent of U.S. upstream capex is planned for projects in the Gulf of Mexico, including the Anchor project, which is expected to achieve first oil in 2024.Plainly, CVX is avoiding undue geopolitical risk. CVX’s Tengiz production in Kazakhstan and its newfound interest in Guyana (via the Hess acquisition) incur ample risk already.
crudeoil24
1 년 전
Exactly! Chevron provides for so many applications. Marine , Industrial, Agricultural, Fleet, & Automotive. Compressor oil, Vacuum Pump oil, Food grade oils & Greases, Turbine oils, Refrigeration oils, Biodegradable oils, Cutting oils, Hydraulic oils.
Oil is here to stay. Tell President Biden that the huge wind turbines have gear boxes . Many holding 80 gallons of Chevron Gear Oil.
crudeoil24
1 년 전
Oil Rises After Saudi Arabia Extends Output Cut -- WSJ
Today 10:03 AM ET (Dow Jones)Print
By Joe Wallace
Saudi Arabia said it is extending its oil production cut, sending crude prices higher in a move that threatens to add fresh fuel to inflation.
Riyadh began to throttle daily crude output (https://www.wsj.com/articles/saudi-arabia-some-opec-members-clash-over-oil-production-quotas-87f43f0c) by a million barrels in July. It has already extended that cut by a month through August, taking daily crude output to nine million barrels. On Thursday, the Ministry of Energy said the cut will remain in place through September.
-- Futures on Brent crude, the global benchmark, rose 0.5% to $83.61 a
barrel.
-- They have jumped 12% over the past month, driven up by the Saudi cuts as
well as export restrictions by Russia.
The rise has boosted gasoline prices at the pump (https://www.wsj.com/articles/oil-prices-perk-up-as-recession-worries-ebb-and-supply-tightens-fb58bf7d) just as the Federal Reserve is expected to pause its efforts to rein in inflation by raising interest rates. Falling energy prices had been helping cool inflation.
Saudi Arabia's energy ministry said the latest extension is in addition to a previous output cut that was announced in April and is due to remain in place through December next year (https://www.wsj.com/articles/opec-members-set-to-cut-production-voluntarily-761602d1).Oil Rises After Saudi Arabia Extends Output Cut -- WSJ
Today 10:03 AM ET (Dow Jones)Print
By Joe Wallace
Saudi Arabia said it is extending its oil production cut, sending crude prices higher in a move that threatens to add fresh fuel to inflation.
Riyadh began to throttle daily crude output (https://www.wsj.com/articles/saudi-arabia-some-opec-members-clash-over-oil-production-quotas-87f43f0c) by a million barrels in July. It has already extended that cut by a month through August, taking daily crude output to nine million barrels. On Thursday, the Ministry of Energy said the cut will remain in place through September.
-- Futures on Brent crude, the global benchmark, rose 0.5% to $83.61 a
barrel.
-- They have jumped 12% over the past month, driven up by the Saudi cuts as
well as export restrictions by Russia.
The rise has boosted gasoline prices at the pump (https://www.wsj.com/articles/oil-prices-perk-up-as-recession-worries-ebb-and-supply-tightens-fb58bf7d) just as the Federal Reserve is expected to pause its efforts to rein in inflation by raising interest rates. Falling energy prices had been helping cool inflation.
Saudi Arabia's energy ministry said the latest extension is in addition to a previous output cut that was announced in April and is due to remain in place through December next year (https://www.wsj.com/articles/opec-members-set-to-cut-production-voluntarily-761602d1).
DewDiligence
1 년 전
CVX-PDCE addendum—For CVX shareholders, the combined effect of CVX's recent share buyback and its all-stock acquisition of PDCE is as though CVS acquired PDCE for cash. However, for PDCE shareholders, the all-stock deal is non-taxable, which makes the deal considerably more attractive than a cash buyout for longtime PDCE shareholders with a low cost basis. This, in turn, allowed CVX to do a deal at a lower price.
DewDiligence
1 년 전
CVX acquires PDCE for $72/sh in_stock—an_11%_premium_to_Friday's_close:
https://finance.yahoo.com/news/chevron-announces-agreement-acquire-pdc-120000591.html Chevron Corporation announced today that it has entered into a definitive agreement with PDC Energy, Inc. (NASDAQ: PDCE) to acquire all of the outstanding shares of PDC in an all-stock transaction valued at $6.3 billion, or $72 per share. Based on Chevron’s closing price on May 19, 2023 and under the terms of the agreement, PDC shareholders will receive 0.4638 shares of Chevron for each PDC share. The total enterprise value, including debt, of the transaction is $7.6 billion.
… PDC brings strong free cash flow, low breakeven production and development opportunities adjacent to Chevron’s position in the Denver-Julesburg (DJ) Basin, as well as additional acreage to Chevron’s leading position in the Permian Basin… [The transaction] increases Chevron’s proved reserves by 10% at an acquisition cost under $7 per barrel of oil equivalent (BOE).
• DJ Basin – 275,000 net acres adjacent to Chevron’s existing operations that add over 1 billion BOE of proved reserves in highly economic locations and enable capital and operational synergies.
• Permian Basin – 25,000 net acres that are held by production and will be integrated into Chevron’s existing capital efficient development operations.
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