Irving-based Blue Ridge Mountain Resources Inc. and State College, Pennslyvania-based Eclipse Resources Corp. (NYSE:ECR) on Aug. 27 announced that they have entered into a definitive merger agreement under which the two companies will combine in an all-stock transaction valued at about $1.4 billion.
The deal will create one of the largest Utica focused operators with Q4 2018 estimated production of 500-560 million cubic feet per day estimated production and ~227,000 net effective undeveloped core acres providing over 20 years of prolific wet and dry gas inventory.
Blue Ridge CEO John Reinhart will become president & CEO of the combined company which will be based in Irving.
Under the transaction, Blue Ridge stockholders will receive consideration consisting of 4.4259 shares of Eclipse Resources common stock for each share of Blue Ridge common stock, before adjustment for a 15-to-1 reverse stock split of Eclipse Resources common stock to be effected concurrently with closing of the transaction. Based on the closing price of Eclipse Resources common stock on Aug. 24, 2018, the transaction implies an enterprise value for the combined company of approximately $1.4 billion and an equity value of approximately $908 million. The transaction has been unanimously approved by the board of directors of each company, and has been approved by the written consent of stockholders of Eclipse Resources holding a majority of the outstanding common shares of Eclipse Resources. Stockholders of Blue Ridge owning approximately 60 percent of the outstanding common shares of Blue Ridge have entered into a voting agreement with both companies to, among other things, vote or provide written consents in favor of approval of the transaction, subject to certain terms and conditions.