Crescent Energy Co (CRGY): M&A transaction — Crescent Energy completes acquisition of Vital Energy; exchange ratio 1.9062 shares per Vital share

Crescent Energy Co

Completed acquisition of Vital Energy; each Vital share converted into 1.9062 shares of Crescent Class A common stock.
Crescent Finance assumed Vital's senior notes: $800M 7.875% 2032, plus 7.75% 2029 and 9.75% 2030 notes.
Board expanded to 12; appointed William Albrecht and Jarvis Hollingsworth (former Vital directors); Michael Duginski resigned.
Stockholders approved share issuance with ~82.96% quorum; 207M votes for, 3.8M against.
Merger closed on December 15, 2025; internal reorganization transferred Vital assets to Crescent Finance.

item 1.01 item 2.01 item 2.03 item 5.02 item 5.07 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Crescent Energy Co completed an acquisition involving Vital Energy, Inc. (closed 2025-12-15).

Action: acquisition
Counterparty: Vital Energy, Inc.
Closing: 2025-12-15

Exact text from the filing

On December 15, 2025 (the “Closing Date”), Crescent Energy Company, a Delaware corporation (“Crescent” or “Parent”), completed its previously announced transaction with Vital Energy, Inc., a Delaware Corporation (“Vital” or the “Company”), pursuant to the Agreement and Plan of Merger (the “Merger Agreement”) with Vital, Venus Merger Sub I Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub Inc.”), and Venus Merger Sub II LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent (“Merger Sub LLC”).

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Source: SEC EDGAR

accession 0001628280-25-057021

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