Securing a leading position in all key U.S. unconventional resource basins, international supermajor ExxonMobil Corp., Irving, Texas, (NYSE: XOM) has completed its acquisition of independent and U.S. gas-focused XTO Energy Inc., Fort Worth, Texas, (NYSE: XTO) in an all-stock transaction for approximately $41 billion. The deal was announced in December 2009.

ExxonMobil will establish a new upstream organization to manage global development and production of unconventional resources, which will retain both the name XTO Energy Inc. and headquarters in Fort Worth. Approximately 3,000 XTO employees are transitioning to the new organization.

The company will pay 0.7098 share per XTO share, a 25% premium to XTO’s closing price of $41.49 on Dec. 11, 2009, in a tax-free transaction. The transaction value also includes $10 billion of existing XTO debt.

Pro forma, ExxonMobil holds approximately 8 million unconventional acres, with approximately 60% outside of the U.S. The acquired assets comprise interests in the Barnett, Haynes­ville, Fayetteville, Woodford, Marcellus and Bakken shales, the San Juan region, South Texas and the Gulf Coast, offshore Gulf of Mexico and in the North Sea.

Founded in 1986, XTO is a leading U.S. unconventional gas producer with a resource base of approximately 45 trillion cu. ft. of gas and proved reserves of 13.9 trillion cu. ft. equivalent. The company’s production is 2.3 billion cu. ft. equivalent per day (80% gas).

J.P. Morgan Securities Inc. is financial advisor to ExxonMobil. Barclays Capital Inc. and Jefferies & Co. Inc. were financial advisors to XTO, and Barclays provided a fairness opinion.

For more on the acquisition, see “Making the Elephant Dance” in this issue.

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