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Pioneer Natural Resources To Buy Parsley Energy In $4.5 Bln Stock Deal - Quick Facts

Pioneer Natural Resources Co. (PXD) announced a definitive agreement to acquire all of the outstanding shares of Parsley Energy, Inc. (PE) in an all-stock transaction valued at approximately $4.5 billion. The total value for the transaction, inclusive of debt, is approximately $7.6 billion.

Parsley shareholders will receive a fixed exchange ratio of 0.1252 shares of Pioneer common stock for their each share owned. Pioneer will issue approximately 52 million shares of common stock in the transaction. After closing, existing Pioneer shareholders will own approximately 76% of the combined company, while existing Parsley shareholders will own 24%.

Pioneer expects this combination to drive annual synergies of $325 million and to be accretive on key financial metrics including cash flow and free cash flow per share, earnings per share and return on capital employed beginning in 2021.

This transaction is expected to close in the first quarter of 2021. Parsley's largest investor, Quantum Energy Partners, which owns 17% of outstanding shares, has executed a Voting and Support Agreement.

Pioneer's Board to be expanded to thirteen to include Parsley's CEO Matt Gallagher, and lead director A.R. Alameddine.

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