Texas based company, Crescent Energy Company and Vital Energy, Inc. announced that they have entered into a definitive agreement under which Crescent will acquire Vital in an all-stock transaction valued at approximately $3.1 billion, including Vital’s net debt.
he transaction will position the company among the top 10 independent oil and gas producers in the United States. It expands operations across key basins and emphasizes free cash flow and disciplined capital allocation.
The agreement states that Vital shareholders will receive Crescent Class A common stock in exchange for their shares. For each Vital share, they will receive 1.9062 shares of Crescent Class A common stock.
The exchange ratio offers a 15% premium to Vital’s 30-day VWAP. It also reflects a 5% premium to the 30-day VWAP exchange ratio.
Crescent Chairman John Goff called the deal “transformative” and said it aligns with the company’s strategy of returns-driven growth.
“Crescent’s impressive trajectory of returns-driven growth through M&A has cemented the company as a top ten independent, with line of sight to an investment grade credit rating,” Goff said. “Acquiring Vital and executing on an attractive pipeline of non-core divestitures sharpens our focus and expands our opportunity set for accretive future growth.”
Crescent CEO David Rockecharlie emphasized that the merger enhances the company’s ability to deliver long-term shareholder value.
“This combination represents compelling value for all shareholders, with attractive acquisition returns and significant accretion across all key financial metrics,” Rockecharlie said. “Crescent will have more focus, more scale and more potential to deliver long-term value.”
Vital CEO Jason Pigott added that the merger recognizes the value his team has built and offers greater operational flexibility.
“Our combination with Crescent Energy will create a premier, scaled, mid-cap operator with significant efficiencies across a larger asset base. We are confident that this deal is the right move for Vital shareholders.”
The transaction is expected to close by the end of 2025, subject to customary approvals.
