What is the total value of the proposed acquisition of Anadarko Petroleum by Occidental Petroleum?

The proposed acquisition offers Anadarko shareholders $59.00 in cash and 0.2934 shares of Occidental Petroleum common stock for each share of Anadarko common stock. The total value will fluctuate based on Occidental's stock price at the time of closing.

How does Occidental plan to finance this acquisition?

Occidental intends to finance the cash component of the acquisition through a combination of debt and equity financing. This includes a $10 billion equity investment from Berkshire Hathaway and a committed $21.8 billion bridge loan facility.

What are the key conditions that need to be met for the merger to be completed?

Key conditions include the approval of the merger agreement by Anadarko's shareholders, the expiration or termination of the waiting period under the Hart-Scott-Rodino (HSR) Act, the absence of any legal prohibitions, the effectiveness of Occidental's Form S-4 registration statement for the new shares, and the listing of these shares on the New York Stock Exchange.

Are there any provisions for termination fees in the merger agreement?

Yes, under specified circumstances, such as Anadarko terminating the agreement to enter into a definitive agreement for a superior proposal, Anadarko would be required to pay Occidental a termination fee of $1,000,000,000. Conversely, Occidental would reimburse Anadarko for a previously paid termination fee to Chevron if Occidental materially breaches the agreement.

OXY/OXY-WT 8-K: Material Agreements

Summary

Occidental Petroleum Corporation (OXY) has entered into a definitive agreement to acquire Anadarko Petroleum Corporation (Anadarko) for a combination of cash and stock valued at approximately $59.00 per Anadarko share plus 0.2934 shares of Occidental common stock. This significant strategic move aims to expand Occidental's operations and asset base. The transaction is subject to customary closing conditions, including Anadarko shareholder approval and regulatory clearance. Occidental plans to finance the cash portion of the acquisition through debt and equity, notably including a $10 billion investment from Berkshire Hathaway Inc. and a substantial bridge loan facility.

Key Highlights

1Occidental Petroleum agrees to acquire Anadarko Petroleum in a stock and cash transaction.
2The offer values Anadarko at approximately $59.00 in cash and 0.2934 shares of Occidental common stock per Anadarko share.
3Anadarko's Board of Directors has unanimously approved the merger agreement and recommends its adoption by Anadarko shareholders.
4Completion of the merger is contingent upon Anadarko shareholder approval, HSR Act clearance, and other customary closing conditions.
5Occidental plans to fund the cash portion of the acquisition through debt and equity financing, including a significant investment from Berkshire Hathaway.
6A termination fee of $1 billion may be payable by Anadarko to Occidental under certain circumstances, such as Anadarko entering into an agreement for a superior proposal.
7Occidental has secured a commitment for a $21.8 billion bridge loan facility to support the transaction.

OCCIDENTAL PETROLEUM CORP /DE/ 8-K Report, Material Agreement (May 10, 2019)

Summary

Key Highlights

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