Denbury Announces Completion Of Acquisition Of Encore, Entry Into New $1.6 Billion Credit Facility And Extension Of Tender Offers For Encore Senior Subordinated Notes
Denbury Resources Inc. (NYSE: DNR) (“Denbury”) announced today that it has closed its acquisition of Encore Acquisition Company (“Encore”), entered into a new $1.6 billion 24-bank credit facility, and briefly extended its tender offers for Encore senior subordinated notes. With the merger, Denbury becomes one of the largest oil-focused independent oil and natural gas companies in the United States. The combined company will continue to be known as Denbury Resources Inc. (the “Company”) and will be headquartered in Plano, Texas.
The merger closed this evening following approval by the stockholders of both Denbury and Encore at meetings held this morning, and subsequent completion of closing documentation. In the merger, Denbury issued approximately 134.4 million shares of its common stock and paid approximately $829.4 million in cash to Encore stockholders. The number of Denbury shares issued to Encore public holders represents an exchange ratio of 2.4048 Denbury shares and $15.00 in cash for each previously outstanding share of Encore common stock, based on an overall 30% cash and 70% stock pro ration of the overall consideration, subject to different ratios for all-cash and all-stock elections made by Encore stockholders. The Denbury shares issued to Encore stockholders will represent approximately 33.9% of Denbury’s issued and outstanding common stock after the merger, based upon Denbury shares outstanding at January 31, 2010.
Trading in Encore’s common stock on the New York Stock Exchange (NYSE: EAC) terminated after market close today, March 9 th.New Credit Facility Denbury today entered into a new Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and 23 other lenders that are parties thereto. The Credit Agreement provides for an initial borrowing base and aggregate lenders’ commitment of $1.6 billion. Denbury anticipates that after draws under the facility to fund the Encore merger, approximately $600 million to $700 million will remain available under the credit facility. Denbury’s new bank credit facility is secured by substantially all of its producing oil and natural gas properties.
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