The $4.2 billion asset deal nets to about $3.85 billion by Crescent's estimate. A KKR affiliate indicated interest in up to half the equity offering. Crescent fell about 4% while oil producers rose about 3%.
Devon Energy announced a sale on Thursday. The bigger change was on the buyer's balance sheet.
Devon agreed to sell its Eagle Ford assets to Crescent Energy for $4.2 billion in cash, subject to closing adjustments. The package covers about 90,000 net acres in Karnes, DeWitt and Gonzales counties in Texas and represents about 4% of Devon's total production. The deal is effective Jul 1, 2026 and is expected to close around the end of 2026.
Thirteen minutes after Devon's release, Crescent launched a $1 billion underwritten offering of Class A common stock, with a 30-day option for underwriters to buy up to $150 million more.
What Crescent says it is buying
Crescent puts the net purchase price at about $3.85 billion after estimated adjustments. For that, it gets about 68,000 barrels of oil equivalent a day of production, 55% to 60% of it oil, and more than 600 net drilling locations. The company says the price equals about three times the assets' earnings before interest, taxes, depreciation and amortization, based on annualized second-quarter results, and it has identified about $140 million a year of potential improvements. By its own ranking, the deal makes it the second-largest operator in the Eagle Ford.
Crescent plans to pay with cash on hand and "a balanced mix of debt and equity, subject to market conditions," and targets leverage of about 1.0 times by the end of 2028.
Deal size and dilution
Measured against Crescent itself, the purchase is large. At Wednesday's closing price of $13.47, the company was worth about $4.45 billion. The $3.85 billion net price equals about 87% of that.
The equity offering is large too. The $1 billion base deal equals about 22% of Wednesday's market value, and about 26% if underwriters take the extra $150 million. The offering is not contingent on the acquisition closing.
Half the base offering may come from an existing holder. Independence Energy Aggregator, an entity affiliated with KKR that owns about 7.9% of Crescent's Class A stock, has indicated interest in buying up to $500 million of the shares. An indication is not a commitment, and the final allocation will be set at pricing.
The seller's description
Devon framed the sale as a disposal of a mature business at a good moment. "Selling a relatively mature asset into a strong commodity price environment improves our go-forward capital efficiency and allows us to accelerate share buybacks," said Chief Executive Clay Gaspar. After-tax proceeds will go to repurchases and debt reduction, and Devon will update its outlook with third-quarter results on Nov 5, 2026.
The $4.2 billion headline equals about 7.8% of Devon's market value for about 4% of its production.
The reaction
Crescent traded at $12.92 in early afternoon, down about 4.1%, on volume nearly double Wednesday's. Oil producers rose with crude: the SPDR S&P Oil & Gas Exploration & Production ETF gained about 2.7% and SM Energy about 5.4%. Against that benchmark, Crescent trailed by about 6.8 percentage points. Devon rose about 2.5%, in line with the sector.
The acquisition and the offering were announced within minutes of each other before the open, so the share price cannot separate a verdict on the deal from the dilution that funds it.
Opposing readings
One reading is that Crescent is running its playbook at larger scale: buying oil-weighted inventory at about three times cash flow in a basin where it has completed nine acquisitions since mid-2023, with a cornerstone shareholder indicating it will fund half the equity.
Another reading starts from the seller's own words. Devon calls the acreage mature and the price environment strong. The three-times multiple is calculated on a quarter of elevated oil prices, the $140 million is opportunity identified rather than realized, and existing holders face dilution of a fifth or more before any of it arrives.
Pricing
The price and final size of the offering, expected after the close or before Friday's open, will set the dilution. Any debt financing for the remainder, Crescent's trading against oil producers over the next few sessions and the size of Devon's buyback acceleration on Nov 5, 2026 follow.