8-KOther EventsExhibits & Filings

OCCIDENTAL PETROLEUM CORP /DE/ 8-K Report, Corporate Update (Jul 19, 2024)

Filed July 19, 2024For Securities:OXYOXY-WT

Summary

Occidental Petroleum Corporation (OXY) has filed an 8-K detailing significant progress on its previously announced acquisition of CrownRock. The Hart-Scott-Rodino (HSR) Act waiting period has expired, removing a key antitrust hurdle and satisfying a condition for closing. Occidental now expects the acquisition to close in August 2024, following a financing period. Furthermore, OXY has made substantial progress with Ecopetrol regarding a potential joint venture for the CrownRock assets. Ecopetrol has indicated its intent to acquire a 30% interest for approximately $3.6 billion. While this transaction is not yet definitive, OXY anticipates using any proceeds from this potential deal to pay down its term loans. The filing also provides access to audited and unaudited financial statements for CrownRock, as well as pro forma combined financial statements.

Key Highlights

  • 1HSR Act waiting period for CrownRock acquisition has expired, clearing a significant regulatory obstacle.
  • 2Occidental now anticipates closing the CrownRock acquisition in August 2024.
  • 3Ecopetrol has expressed intent to acquire a 30% interest in the CrownRock assets for approximately $3.6 billion.
  • 4Proceeds from a potential Ecopetrol transaction are earmarked for debt reduction.
  • 5An alternative structure involving the Rodeo Midland Basin Joint Venture, granting Ecopetrol a 49% indirect interest, is available if direct agreement is not reached in August.
  • 6Audited and unaudited financial statements for CrownRock, along with pro forma combined financials, are now available.

Frequently Asked Questions

Occidental Petroleum now expects the CrownRock acquisition to close in August 2024, following the completion of a financing marketing period.

Ecopetrol has notified Occidental of its intent to acquire a 30% interest in the CrownRock assets for approximately $3.6 billion. Discussions are ongoing to finalize a definitive agreement, which is subject to customary closing conditions including HSR approval and CFIUS clearance, as well as the closing of Occidental's acquisition of CrownRock.

Occidental expects to use any proceeds received from the Ecopetrol transaction to pay down a portion of its existing term loans, which would help reduce its overall debt.

If an agreement on the direct acquisition structure is not reached by August 2024, Ecopetrol has an option to acquire a 49% indirect interest in the CrownRock assets through the existing Rodeo Midland Basin Joint Venture. This option also expires in August 2024.