Tourmaline Oil Corp. acquires Crew Energy Inc. in $1.3 billion all-stock transaction

On August 12, 2024, Tourmaline Oil Corp. agreed to acquire Crew Energy Inc. in a $1.3 billion all-stock transaction, including Crew's net debt of $240 million. The deal valued each Crew share at approximately $6.69, representing a 72% premium over Crew's August 9, 2024, closing price. Crew shareholders will receive 0.114802 of a Tourmaline share for each Crew share, with the transaction expected to close by October 1, 2024. This arrangement was unanimously supported by Crew’s Board and endorsed by its largest institutional shareholder.

The transaction, structured as a plan of arrangement under the Business Corporations Act (Alberta), will grant Crew shareholders continued exposure to their assets while participating in Tourmaline's dividend and future growth. Tourmaline, Canada's largest natural gas producer, will integrate Crew's assets in the Montney region, aiming to accelerate resource development.

Financial advisors included TD Securities Inc. for Crew and ATB Securities Inc. for Crew’s Special Committee, with Torys LLP serving as Crew's legal counsel. The deal also includes customary conditions such as regulatory approvals and a non-solicitation covenant with a right to match superior proposals. Crew's directors, executives, and its largest shareholder, representing 32% of outstanding shares, have committed to vote in favor of the transaction.

Merger & Acquisition
Energy
$ 1,300,000,000
Closed
01 October 2024