HOUSTON, Oct. 1, 2021 /PRNewswire/ -- Coterra
Energy Inc. ("Coterra" or the "Company") (NYSE: COG) today
announced the successful completion of the combination of Cabot Oil
& Gas Corporation ("Cabot") and Cimarex Energy Co. ("Cimarex"),
creating a premier, diversified energy company with a strong free
cash flow profile, well positioned to deliver superior and
sustainable returns to shareholders through commodity cycles.
Coterra's common stock will trade on the New York Stock Exchange
under the ticker symbol "CTRA" at the open of trading on
October 4, 2021 and under the symbol
"COG" until then.
The Coterra name reflects two companies coming together,
combining teams and assets to create a stronger platform to deliver
sustainably higher returns.
Dan O. Dinges, Executive Chairman
of Coterra, said, "We are proud to complete our transaction and
launch Coterra, which will build upon the impressive legacies and
many strengths of both Cabot and Cimarex. Driven by a commitment to
operating accountably, sustainably and safely, Coterra will be well
positioned to increase returns to shareholders and deliver
long-term value for all our stakeholders."
Thomas E. Jorden, Chief Executive
Officer, President and Director of Coterra, said, "Today marks
the beginning of our journey as one Coterra team. We couldn't be
more excited to bring together our teams and form a new E&P
company that is positioned to succeed in the next phase of the
shale revolution and beyond. With tremendous flexibility between
premier oil and natural gas assets and a focus on operating
efficiently, driving substantial cash flows and generating capital
returns through commodity cycles, Coterra is poised to deliver
enhanced value to our shareholders."
With the transaction now closed, Coterra is positioned to drive
enhanced shareholder value by:
- Facilitating significant capital returns, with an
increased base dividend, a variable dividend reflecting the
Company's commitment to return 50% of quarterly free cash flow
("FCF") to shareholders and a special cash dividend of $0.50 per share post-closing.
- Delivering substantial and sustained cash generation across
cycles and supporting a more resilient free cash flow profile
with the flexibility to leverage commodity specific cycles in
allocating capital.
- Leveraging a top tier asset base across over 700,000 net
acres, with high-return Marcellus, Permian and Anadarko Basins
inventory and a combined production base of approximately 605
MBoepd as of the second quarter of 2021.
- Ensuring a strong financial profile through enhanced
scale and a stronger balance sheet characterized by increased
liquidity and reduced volatility, including an improved credit
rating, a favorable net debt-to-EBITDAX ratio and $100 million in targeted G&A synergies.
- Strengthening its commitment to ESG through industry
leading practices and policies, a commitment to further improvement
across critical sustainability metrics and the alignment of
executive compensation with shareholder value creation and
environmental sustainability.
Coterra Senior Leadership Team
As previously announced, joining Mr. Jorden as a member of
Coterra's senior leadership team is Scott
C. Schroeder, previously Cabot's Executive Vice President
and Chief Financial Officer, who will serve as EVP and CFO of the
combined business. Additional members of Coterra's senior
leadership team announced today include:
- Stephen P. Bell, Executive Vice
President – Business Development
- Francis B. Barron, Senior Vice
President and General Counsel
- Christopher H. Clason, Senior
Vice President and Chief Human Resources Officer
- Steven W. Lindeman, Senior Vice
President – Production & Operations
- Phil L. Stalnaker, Senior Vice
President – Marcellus Business Unit
- Michael D. DeShazer, Vice
President of Business Units
- Kevin W. Smith, Vice President
and Chief Technology Officer
Coterra Board of Directors
Coterra's 10-member Board of Directors has equal representation
from Cabot and Cimarex and was selected to ensure that the Company
has the diverse skills, experience and perspectives along with the
necessary independence and diversity to provide strong corporate
governance and expert oversight of management. They include:
- Dan O. Dinges, Executive
Chairman (former Cabot Board member)
- Thomas E. Jorden, CEO &
President (former Cimarex Board member)
- Lisa A. Stewart, Lead
Independent Director (former Cimarex Board member)
- Dorothy M. Ables, Independent
Director (former Cabot Board member)
- Robert S. Boswell, Independent
Director (former Cabot Board member)
- Amanda M. Brock, Independent
Director (former Cabot Board member)
- Paul N. Eckley, Independent
Director (former Cimarex Board member)
- Hans Helmerich, Independent
Director (former Cimarex Board member)
- Frances M. Vallejo, Independent
Director (former Cimarex Board member)
- Marcus A. Watts, Independent
Director (former Cabot Board member)
For more information on Coterra's Board of Directors and senior
leadership team, please visit our website at www.coterra.com.
Share Exchange
As previously announced, in accordance with the terms of the
merger agreement, each eligible share of Cimarex common stock
issued and outstanding immediately prior to the effective time of
the transaction will be exchanged for 4.0146 shares of Cabot common
stock.
Additional information regarding the exchange of Cimarex common
stock for merger consideration was mailed to registered holders of
Cimarex common stock.
With the completion of the transaction, as of today, Cimarex
common stock will no longer be listed for trading.
Coterra Energy
Coterra is a premier, diversified energy company based in
Houston, Texas. We strive to be a
leading producer, delivering returns with a commitment to
sustainability leadership. Learn more about us at
www.coterra.com.
Cautionary Statement Regarding Forward-Looking
Information
This press release contains certain forward-looking statements
within the meaning of federal securities laws. Words such as
anticipates, believes, expects, intends, plans, outlook, will,
should, may and similar expressions may be used to identify
forward-looking statements. Forward-looking statements are not
statements of historical fact and reflect Coterra's current views
about future events. Such forward-looking statements include, but
are not limited to, statements about the benefits of the merger
involving Cabot and Cimarex, including future financial and
operating results, free cash flow profile and returns to
shareholders; Coterra's plans, objectives, expectations and
intentions; future dividends; and other statements that are not
historical facts, including estimates of future oil and natural gas
production, projected synergies, business strategy and other plans
and objectives for future operations. No assurances can be given
that the forward-looking statements contained in this press release
will occur as projected and actual results may differ materially
from those projected. Forward-looking statements are based on
current expectations, estimates and assumptions that involve a
number of risks and uncertainties that could cause actual results
to differ materially from those projected. These risks and
uncertainties include, without limitation, the risk that the
businesses will not integrate successfully; the risk that the cost
savings and any other synergies from the transaction may not be
fully realized or may take longer to realize than expected; the
effect of future regulatory or legislative actions, including the
risk of new restrictions with respect to well spacing, hydraulic
fracturing, natural gas flaring or other oil and natural gas
development activities; disruption from the transaction making it
more difficult to maintain relationships with customers, employees
or suppliers; the diversion of management time on
integration-related issues; the volatility in commodity prices for
crude oil and natural gas; the continuing effects of the COVID-19
pandemic and the impact thereof on the combined business, financial
condition and results of operations; actions by, or disputes among
or between, the Organization of Petroleum Exporting Countries and
other producer countries; the presence or recoverability of
estimated reserves; the ability to replace reserves; environmental
risks; drilling and operating risks; exploration and development
risks; competition; the ability of management to execute its plans
to meet its goals; and other risks inherent in Cabot's and
Cimarex's businesses. In addition, the declaration and payment of
any future dividends, whether regular base quarterly dividends,
variable dividends or special dividends, will depend on Coterra's
financial results, cash requirements, future prospects and other
factors deemed relevant by Coterra's board of directors. While the
list of factors presented here is considered representative, no
such list should be considered to be a complete statement of all
potential risks and uncertainties. Should one or more of these
risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual outcomes may vary materially
from those indicated. For additional information about other
factors that could cause actual results to differ materially from
those described in the forward-looking statements, please refer to:
(1) Cabot's annual reports on Form 10-K, quarterly reports on Form
10-Q, current reports on Form 8-K and other filings with the SEC,
and (2) Cimarex's annual reports on Form 10-K, quarterly reports on
Form 10-Q, current reports on Form 8-K and other filings with the
SEC, which are available on Coterra's website at
www.coterra.com.
Forward-looking statements are based on the estimates and
opinions of management at the time the statements are made. Except
to the extent required by applicable law, Coterra does not
undertake any obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. Readers are cautioned not to place
undue reliance on these forward-looking statements that speak only
as of the date hereof.
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SOURCE Coterra Energy Inc.
