SilverBow Resources Confirms Receipt of Proposal from Kimmeridge
13 Mars 2024 - 2:29PM
Business Wire
No Shareholder Action Required at this Time
SilverBow Resources, Inc. (NYSE: SBOW) today confirmed that it
has received a proposal from Kimmeridge Energy Management
(“Kimmeridge”) with respect to a potential transaction between the
Company and Kimmeridge Texas Gas (“KTG”). Kimmeridge proposes to
contribute the assets of KTG and $500 million of cash in exchange
for shares issued by the combined entity. Following the proposed
transaction, Kimmeridge would control a supermajority of the
combined company (including the shares currently held by
Kimmeridge), with the remaining shares held by public
shareholders.
Consistent with its fiduciary duties and in consultation with
its financial and legal advisors, the SilverBow Board of Directors
will carefully review and consider the proposal to determine the
course of action that it believes is in the best interest of the
Company and all of its shareholders. SilverBow shareholders do not
need to take any action at this time.
SilverBow notes that it has engaged extensively with Kimmeridge,
consistent with its goal of maximizing value for shareholders,
beginning in August 2022. On March 1, 2024, the Company disclosed
its history of engagement and negotiation with Kimmeridge on Form
8-K filed with the Securities and Exchange Commission.
ABOUT SILVERBOW RESOURCES, INC.
SilverBow Resources, Inc. (NYSE: SBOW) is a Houston-based energy
company actively engaged in the exploration, development and
production of oil and gas in the Eagle Ford Shale and Austin Chalk
in South Texas. With over 30 years of history operating in South
Texas, the Company possesses a significant understanding of
regional reservoirs that it leverages to assemble high quality
drilling inventory while continuously enhancing its operations to
maximize returns on capital invested.
IMPORTANT ADDITIONAL INFORMATION AND WHERE TO FIND IT
The Company, its directors and certain of its executive officers
and employees may be deemed to be participants in the solicitation
of proxies from shareholders in connection with the 2024 Annual
Meeting. The Company plans to file a proxy statement with the SEC
in connection with the solicitation of proxies for the 2024 Annual
Meeting (the “2024 Proxy Statement”), together with a WHITE proxy
card. SHAREHOLDERS ARE URGED TO READ THE 2024 PROXY STATEMENT
(INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER
RELEVANT DOCUMENTS THAT THE COMPANY WILL FILE WITH THE SEC
CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION. Additional information
regarding the identity of these potential participants and their
direct or indirect interests, by security holdings or otherwise,
will be set forth in the 2024 Proxy Statement and other materials
to be filed with the SEC in connection with the 2024 Annual
Meeting. Information relating to direct and indirect interests, by
security holdings or otherwise, of the directors and executive
officers of the Company is contained in the Company’s definitive
proxy statement for its 2023 Annual Meeting of Shareholders (the
“2023 Proxy Statement”), filed with the SEC on April 3, 2023. To
the extent holdings of the Company’s securities by the Company’s
directors or executive officers have changed since the information
printed in the 2023 Proxy Statement, such information has been or
will be reflected on Statements of Change in Ownership on Forms 3
and 4 filed with the SEC. Shareholders will be able to obtain, free
of charge, copies of the 2024 Proxy Statement, any amendments or
supplements thereto and any other documents (including the proxy
card) when filed by the Company with the SEC in connection with the
2024 Annual Meeting at the SEC’s website (http://www.sec.gov) or at
the Company’s website
(https://www.sbow.com/investor-relations).
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version on businesswire.com: https://www.businesswire.com/news/home/20240313967317/en/
Jeff Magids Vice President of Finance & Investor Relations
(281) 874-2700, (888) 991-SBOW
SilverBow Resources (NYSE:SBOW)
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