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8-KAccepted Oct 8, 7:08 AM ET

Crescent Energy Co: agrees to acquire Devon EF assets for $4,220,000,000

CRGYCrescent Energy Co

Accepted (ET)

7:08 AM

Oct 8, 2026

Filed

Oct 8, 2026

Documents

23

Size

3.8 MB

Summary

Crescent Energy Co: agrees to acquire Devon EF assets for $4,220,000,000

Updated

What happened

  • Crescent Energy Co reported that a subsidiary entered into a Purchase and Sale Agreement to acquire certain assets from Devon Energy Production Company, L.P. (the "Devon EF Assets") for $4,220,000,000 in cash, with an economic effective date of Jul 1, 2026. The transaction is structured as an all-cash acquisition and is expected to close in the 4th quarter of 2026 or early 2027, subject to customary closing conditions and regulatory approvals.
  • The company obtained a debt commitment letter from JPMorgan Chase Bank, N.A. for, among other things, a bridge credit facility of up to $2,000,000,000, subject to customary terms and conditions.
  • Crescent issued a news release on Oct 8, 2026 announcing the Devon EF Assets Acquisition (filed as Exhibit 99.1).

Key details

  • Proved reserves as of Dec 31, 2025: 975.5 net MMBoe (or 1,127.3 net MMBoe after giving effect to the Devon EF Assets Acquisition); liquids approx 61% (or 63% after giving effect).
  • Standardized measure as of Dec 31, 2025: $7,800,000,000; net proved PV-10 and net proved developed PD PV-10 reported as $8,600,000,000 and $7,500,000,000 respectively (or $11,000,000,000 and $8,900,000,000 after giving effect to the Devon EF Assets Acquisition).
  • Production: year ended Dec 31, 2025 produced 260 net MBoe/d (or 316 net MBoe/d after giving effect); six months ended Jun 30, 2026 produced 338 net MBoe/d (Devon EF Assets to add ~71 net MBoe/d). The company estimates the run-rate production for the Devon EF Assets in Jul 2026 to be 68 net MBoe/d.
  • Financial and operational metrics for year ended Dec 31, 2025 included net income of $167,200,000, net cash provided by operating activities of $1,700,000,000, Adjusted EBITDAX of $2,100,000,000 and Levered Free Cash Flow of $856,100,000; pro forma figures after giving effect to the Transactions and related financing are also provided in the filing.
  • The company now expects, giving effect to the Devon EF Assets Acquisition and assuming a Jan 1, 2026 closing, capital expenditures (excluding acquisitions) for the year ending Dec 31, 2026 of approximately $1,750,000,000.
  • As of Sep 30, 2026, the company's derivative portfolio had an aggregate notional value of approximately $2,100,000,000.

Why it may matter

  • Item 1.01 (entry into a material definitive agreement) reports the purchase and sale agreement to acquire the Devon EF Assets and related financing commitment.
  • Item 7.01 (Regulation FD disclosure) reports the Oct 8, 2026 press release announcing the acquisition.
  • Item 8.01 (other events) reports operational and reserve updates, production figures, decline rates and capital expenditure expectations; Item 2.02 (results of operations and financial condition) references the financial information included in the filing.
  • A filing does not show why the insider traded or why the company acted.

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