Chevron Corporation (NYSE: CVX) today announced the Federal
Trade Commission (FTC) completed antitrust review of the company’s
merger with Hess Corporation (NYSE: HES), satisfying a key closing
condition for the transaction.
“This is an important step toward completing the merger, which
will benefit our shareholders, the industry, and the country of
Guyana, and add world class assets to our already advantaged
portfolio,” said Chevron Chairman and CEO Mike Wirth. “We look
forward to completing the transaction and welcoming Hess into our
company.”
To facilitate completion of the merger, Hess and Chevron have
agreed that Hess CEO John Hess will not be appointed to the Chevron
Board of Directors. Instead, Mr. Hess will serve as an advisor to
Chevron on government relations and social investments in Guyana as
well as on support for the Salk Institute’s Harnessing Plants
Initiative.
“I have the utmost respect for John, the company he has built,
and the contributions he has made to our industry. It is
unfortunate that our Board of Directors will not get the benefit of
his decades of global experience, but we look forward to drawing
upon his knowledge, relationships and experience in Guyana through
his service as an advisor to Chevron,” added Mr. Wirth.
Completion of the merger remains subject to other closing
conditions, including the satisfactory resolution of ongoing
arbitration proceedings regarding preemptive rights in the Stabroek
Block joint operating agreement. Chevron remains confident that the
arbitration process will affirm the company’s position. Hess
shareholders approved the merger agreement in May 2024.
About Chevron
Chevron is one of the world’s leading integrated energy
companies. We believe affordable, reliable and ever-cleaner energy
is essential to enabling human progress. Chevron produces crude oil
and natural gas; manufactures transportation fuels, lubricants,
petrochemicals and additives; and develops technologies that
enhance our business and the industry. We aim to grow our oil and
gas business, lower the carbon intensity of our operations and grow
lower carbon businesses in renewable fuels, carbon capture and
offsets, hydrogen and other emerging technologies. More information
about Chevron is available at www.chevron.com.
NOTICE
As used in this news release, the term “Chevron” and such terms
as “the company,” “the corporation,” “our,” “we,” “us” and “its”
may refer to Chevron Corporation, one or more of its consolidated
subsidiaries, or to all of them taken as a whole. All of these
terms are used for convenience only and are not intended as a
precise description of any of the separate companies, each of which
manages its own affairs.
Please visit Chevron’s website and Investor Relations page at
www.chevron.com and www.chevron.com/investors, LinkedIn:
www.linkedin.com/company/chevron, Twitter: @Chevron, Facebook:
www.facebook.com/chevron, and Instagram: www.instagram.com/chevron,
where Chevron often discloses important information about the
company, its business, and its results of operations.
CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION
FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995
This news release contains forward-looking statements relating
to Chevron’s operations and lower carbon strategy that are based on
management’s current expectations, estimates, and projections about
the petroleum, chemicals and other energy-related industries. Words
or phrases such as “anticipates,” “expects,” “intends,” “plans,”
“targets,” “advances,” “commits,” “drives,” “aims,” “forecasts,”
“projects,” “believes,” “approaches,” “seeks,” “schedules,”
“estimates,” “positions,” “pursues,” “progress,” “may,” “can,”
“could,” “should,” “will,” “budgets,” “outlook,” “trends,”
“guidance,” “focus,” “on track,” “goals,” “objectives,”
“strategies,” “opportunities,” “poised,” “potential,” “ambitions,”
“aspires” and similar expressions, and variations or negatives of
these words, are intended to identify such forward-looking
statements, but not all forward-looking statements include such
words. These statements are not guarantees of future performance
and are subject to numerous risks, uncertainties and other factors,
many of which are beyond the company’s control and are difficult to
predict. Therefore, actual outcomes and results may differ
materially from what is expressed or forecasted in such
forward-looking statements. The reader should not place undue
reliance on these forward-looking statements, which speak only as
of the date of this news release. Unless legally required, Chevron
undertakes no obligation to update publicly any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Among the important factors that could cause actual results to
differ materially from those in the forward-looking statements are:
changing crude oil and natural gas prices and demand for the
company’s products, and production curtailments due to market
conditions; crude oil production quotas or other actions that might
be imposed by the Organization of Petroleum Exporting Countries and
other producing countries; technological advancements; changes to
government policies in the countries in which the company operates;
public health crises, such as pandemics and epidemics, and any
related government policies and actions; disruptions in the
company’s global supply chain, including supply chain constraints
and escalation of the cost of goods and services; changing
economic, regulatory and political environments in the various
countries in which the company operates; general domestic and
international economic, market and political conditions, including
the military conflict between Russia and Ukraine, the conflict in
Israel and the global response to these hostilities; changing
refining, marketing and chemicals margins; actions of competitors
or regulators; timing of exploration expenses; timing of crude oil
liftings; the competitiveness of alternate-energy sources or
product substitutes; development of large carbon capture and offset
markets; the results of operations and financial condition of the
company’s suppliers, vendors, partners and equity affiliates; the
inability or failure of the company’s joint-venture partners to
fund their share of operations and development activities; the
potential failure to achieve expected net production from existing
and future crude oil and natural gas development projects;
potential delays in the development, construction or start-up of
planned projects; the potential disruption or interruption of the
company’s operations due to war, accidents, political events, civil
unrest, severe weather, cyber threats, terrorist acts, or other
natural or human causes beyond the company’s control; the potential
liability for remedial actions or assessments under existing or
future environmental regulations and litigation; significant
operational, investment or product changes undertaken or required
by existing or future environmental statutes and regulations,
including international agreements and national or regional
legislation and regulatory measures related to greenhouse gas
emissions and climate change; the potential liability resulting
from pending or future litigation; the risk that regulatory
approvals with respect to the Hess Corporation (Hess) transaction
are not obtained or are obtained subject to conditions that are not
anticipated by the company and Hess; potential delays in
consummating the Hess transaction, including as a result of
regulatory proceedings or the ongoing arbitration proceedings
regarding preemptive rights in the Stabroek Block joint operating
agreement; risks that such ongoing arbitration is not
satisfactorily resolved and the potential transaction fails to be
consummated; uncertainties as to whether the potential transaction,
if consummated, will achieve its anticipated economic benefits,
including as a result of regulatory proceedings and risks
associated with third party contracts containing material consent,
anti-assignment, transfer or other provisions that may be related
to the potential transaction that are not waived or otherwise
satisfactorily resolved; the occurrence of any event, change or
other circumstance that could give rise to the termination of the
merger agreement with Hess; risks that the anticipated tax
treatment of the potential transaction is not obtained; unforeseen
or unknown liabilities or unexpected future capital expenditures
relating to Hess; potential litigation relating to the potential
transaction that could be instituted against the company or its
respective directors; the possibility that the potential
transaction may be more expensive to complete than anticipated,
including as a result of unexpected factors or events; the effect
of the pendency or completion of the potential transaction on the
company’s business relationships and business generally; the
company’s ability to integrate Hess’ operations in a successful
manner and in the expected time period; the possibility that any of
the anticipated benefits and projected synergies of the potential
transaction will not be realized or will not be realized within the
expected time period; the company’s future acquisitions or
dispositions of assets or shares or the delay or failure of such
transactions to close based on required closing conditions; the
potential for gains and losses from asset dispositions or
impairments; government mandated sales, divestitures,
recapitalizations, taxes and tax audits, tariffs, sanctions,
changes in fiscal terms or restrictions on scope of company
operations; foreign currency movements compared with the U.S.
dollar; higher inflation and related impacts; material reductions
in corporate liquidity and access to debt markets; changes to the
company’s capital allocation strategies; the effects of changed
accounting rules under generally accepted accounting principles
promulgated by rule-setting bodies; the company’s ability to
identify and mitigate the risks and hazards inherent in operating
in the global energy industry; and the factors set forth under the
heading “Risk Factors” on pages 20 through 26 of the company’s 2023
Annual Report on Form 10-K and in subsequent filings with the U.S.
Securities and Exchange Commission. Other unpredictable or unknown
factors not discussed in this news release could also have material
adverse effects on forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20240924722131/en/
Bill Turenne +1 202-999-8665
Chevron (NYSE:CVX)
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