In connection with the transaction, LinnCo has issued 1.68 common shares for each common share of Berry outstanding as of December 16, 2013, the last trading day prior to the completion of the acquisition, totaling approximately 93.6 million shares. The transaction, which is structured as a stock-for-stock merger between LinnCo and Berry is expected to be tax-free to Berry stockholders. Pro forma for the transaction, LINN Energy will have proved reserves of approximately 1.1 billion barrels of oil equivalent (54 percent liquids).
Effective as of the close of trading on December 16, 2013, Berry's common stock will no longer trade on the NYSE.
Citigroup Global Market Inc. acted as exclusive financial advisor to LinnCo, and provided a fairness opinion to the LinnCo board of directors; Latham & Watkins LLP acted as legal advisor to LINN Energy and LinnCo. Greenhill & Co., LLC provided a fairness opinion to the conflicts committee of the LINN Energy board of directors; Akin Gump Strauss Hauer & Feld LLP acted as legal advisor to the conflicts committee of the LINN Energy board of directors. Evercore Partners provided a fairness opinion to the conflicts committee of the LinnCo board of directors; Locke Lord LLP acted as legal advisor to the conflicts committee of the LinnCo board of directors. Credit Suisse Securities (USA) LLC acted as exclusive financial advisor to Berry and provided a fairness opinion to the Berry board of directors. Wachtell, Lipton, Rosen & Katz acted as legal advisor to Berry.
About LINN Energy
LINN Energy's mission is to acquire, develop and maximize cash flow from a growing portfolio of long-life oil and natural gas assets. LINN Energy is a top-15 U.S. independent oil and natural gas development company, with approximately 4.8 Tcfe of proved reserves in producing U.S. basins as of December 31, 2012. More information about LINN Energy is available at
LinnCo was created to enhance LINN Energy's ability to raise additional equity capital to execute on its acquisition and growth strategy. LinnCo is a Delaware limited liability company that has elected to be taxed as a corporation for United States federal income tax purposes, and accordingly its shareholders will receive a Form 1099 in respect of any dividends paid by LinnCo. More information about LinnCo is available at
About Berry Petroleum Company
Berry Petroleum Company is an oil and natural gas production and exploitation company with operations in California, Texas, Utah, and Colorado.