OKLAHOMA CITY and HOUSTON, Aug. 17 /PRNewswire/ -- Devon Energy
Corporation (Amex: DVN; Toronto: NSX) and PennzEnergy Company (NYSE: PZE)
today announced that their merger has been completed. The merger was
announced on May 20, 1999. Shareholders of both companies approved the merger
at special meetings of shareholders on August 17, 1999. More than 99 percent
of the shares represented at the Devon meeting were cast in favor of the
merger. Of the shares represented at the PennzEnergy meeting, approximately
92 percent were cast in favor of the merger.
Terms of Merger
In the merger, each PennzEnergy share was converted into 0.4475 shares of
common stock of the new Devon Energy Corporation. Each share of Devon common
stock was converted into one share of new Devon. PennzEnergy shareholders
will own approximately 31 percent of the combined company and Devon
shareholders will own approximately 69 percent.
The New Devon Energy Corporation
Devon Energy Corporation now ranks in the top 10 of all U.S.-based
independent oil and gas producers in terms of market capitalization, total
proved reserves and annual production. Key measures of Devon Energy
-- Total capitalization of approximately $5.0 billion.
-- Proved reserves, as of December 31,1998, of approximately 660 million
barrels of oil equivalent (MMBOE) (52 percent natural gas and
48 percent liquids).
-- Net average daily production during 1998 of 230,000 barrels of oil
equivalent (60 percent natural gas and 40 percent liquids).
-- U.S. operations concentrated in four core areas with year-end 1998
proved reserves of 422 MMBOE.
-- One of the world's largest coal bed methane producers from Devon's
stable San Juan Basin reserves. Significant exposure to the
developing Powder River Basin and Raton Basin coal seam plays.
-- One of the largest producers in the Gulf of Mexico with operations on
75 blocks. Interests in an additional 98 undeveloped blocks.
-- Significant operations in the Western Canadian Sedimentary Basin.
Year-end 1998 proved reserves of 144 MMBOE.
-- International operations in the Caspian Sea region, Egypt and
Venezuela. Year-end 1998 proved reserves of 94 MMBOE, primarily in
-- An aggregate 15 million net undeveloped acres, providing an extensive
inventory of exploration opportunities.
James L. Pate, Chairman of Devon Energy Corporation, said, "This merger
has created a powerful new independent energy company. Devon is now poised to
take advantage of substantial economies of scale, cost savings and
opportunities for strategic expansion. These synergies will result in
improved value for all shareholders of the new Devon."
"I am excited and eager to begin this new chapter in the life of Devon
Energy Corporation," said J. Larry Nichols, President and CEO of Devon. "This
merger is the largest in Devon's history. It carries with it more
opportunities to enhance shareholder value than anything we have accomplished
to date. This is truly a banner day and I want to welcome all our new
shareholders to Devon."
Exchange and Transmittal of Shares
Shareholders of Devon and PennzEnergy will receive written instructions
for exchanging their current shares for shares of the new Devon Energy
Corporation. The exchange and transmittal process will begin promptly.
Questions concerning this process should be directed to the Exchange Agent,
BankBoston, N.A., at its toll free number 800-733-5001.
Forward Looking Statements
This press release includes "forward-looking statements" as defined by the
Securities and Exchange Commission. Such statements are those concerning the
company's plans, expectations and objectives for future operations. All
statements, other than statements of historical facts, included in this press
release that address activities, events or developments that the company
expects, believes or anticipates will or may occur in the future are forward-
looking statements. Such statements are subject to a number of assumptions,
risks and uncertainties, many of which are beyond the control of the company.
Investors are cautioned that any such statements are not guarantees of future
performance and that actual results or developments may differ materially from
those projected in the forward-looking statements.
Devon Energy Corporation is an independent energy company engaged in oil
and gas property acquisition, exploration and production. It is one of the
top 10 public independent oil and gas companies in the United States and
Canada, as measured by oil and gas reserves. Devon's Canadian operations are
primarily conducted by its subsidiary, Northstar Energy Corporation, traded on
the Toronto Stock Exchange under the symbol NSX. Shares of the new Devon
Energy Corporation will continue to trade on the American Stock Exchange under
the symbol DVN.
SOURCE Devon Energy Corporation and PennzEnergy Company