
Marathon Oil, also headquartered in Houston, Texas, will add complementary acreage to ConocoPhillips’ Lower 48 portfolio with more than 2 Bbbl of resource. (Source: Shutterstock)
Houston, Texas-based ConocoPhillips is acquiring Marathon Oil Corp. in an all-stock transaction for approximately $17.1 billion—$22.5 billion including $5.4 billion of net debt, the companies announced May 29.
The deal adds complementary acreage to ConocoPhillips’ Lower 48 portfolio with more than 2 Bbbl of resource and an estimated average point forward cost of supply of less than $30/bbl West Texas Intermediate.
"We built a top performing portfolio with a multi-year track record of peer-leading operational execution, strong financial results and compelling return of capital to our shareholders—all while holding true to our core values of safety and environmental excellence," said Lee Tillman, Marathon Oil chairman, president and CEO. “ConocoPhillips is the right home to build on that legacy, offering a truly unique combination of added scale, resilience and long-term durability.”

ConocoPhillips expects to deliver at least $500 million of run rate cost and capital savings in the first year once the transaction closes.
"Importantly, we share similar values and cultures with a focus on operating safely and responsibly to create long-term value for our shareholders," said Ryan Lance, ConocoPhillips chairman and CEO. “The transaction is immediately accretive to earnings, cash flows and distributions per share, and we see significant synergy potential."
Marathon Oil shareholders will receive 0.2550 shares of ConocoPhillips common stock for each share of Marathon Oil common stock, a 14.7% premium to the closing share price of Marathon Oil on May 28.
ConocoPhillips plans to also repurchase $7 billion in shares in the first full year following the transaction’s close and over $20 billion in shares in the first three years.
Expected to close in the fourth quarter, the deal remains subject to the approval of Marathon Oil shareholders, regulatory clearance and customary closing conditions.
Evercore is serving as ConocoPhillips’ financial adviser and Wachtell, Lipton, Rosen & Katz is serving as ConocoPhillips' legal adviser. Morgan Stanley & Co. LLC is serving as Marathon Oil's financial adviser and Kirkland & Ellis LLP is serving as Marathon Oil's legal adviser for the transaction.
Recommended Reading
Chevron Technology Ventures Would Like to See the Manager
2025-03-13 - Chevron Corp.’s Chevron Technology Ventures, which turns 25 this year, pays close attention to leadership teams when making investment decisions in technology startups.
Double Eagle Team Re-Ups in Permian, Backed by EnCap’s $2.5B
2025-04-02 - The fifth iterations of Double Eagle Energy and its minerals subsidiary, Tumbleweed Royalty, have received a $2.5 billion equity commitment from EnCap Investments LP—the day the E&P finalized a $4.1 billion sale to Diamondback Energy.
Artificial Lift Firm Flowco’s Stock Surges 23% in First-Day Trading
2025-01-22 - Shares for artificial lift specialist Flowco Holdings spiked 23% in their first day of trading. Flowco CEO Joe Bob Edwards told Hart Energy that the durability of artificial lift and production optimization stands out in the OFS space.
Baker Hughes Appoints Ahmed Moghal to CFO
2025-02-24 - Ahmed Moghal is taking over as CFO of Baker Hughes following Nancy Buese’s departure from the position.
More Players, More Dry Powder—So Where are the Deals?
2025-03-24 - Bankers are back and ready to invest in the oil and gas space, but assets for sale remain few and far between, lenders say.
Comments
Add new comment
This conversation is moderated according to Hart Energy community rules. Please read the rules before joining the discussion. If you’re experiencing any technical problems, please contact our customer care team.