Crescent Energy Company · NYSE:CRGY
Crescent Energy — Merger or Acquisition (May 2024)
32 slides from Crescent Energy's merger presentation, May 16, 2024
Slide 1: Crescent Energy to Acquire SilverBow Resources
Exhibit 99.2 Crescent Energy to Acquire SilverBow Resources Creating a Leading Growth Through Acquisition Company with Premier Eagle Ford Position May 2024
Slide 2: Disclaimer
Disclaimer The information in this presentation relates to Crescent Energy Company (the “Company”) and contains information that includes or is based upon “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E
Slide 3: Disclaimer
Disclaimer No Offer or Solicitation: This communication relates to a proposed business combination transaction (the “Transaction”) between Crescent Energy Company (“Crescent”) and SilverBow Resources, Inc. (“SilverBow”). This communication is for informational purposes only and does not constitute a
Slide 4: "Must-Own" Mid-Cap Positioned for Sustained Value Creation
“Must-Own” Mid-Cap Positioned for Sustained Value Creation Substantial Focused Operations & Cash Flow Generation Scaled Asset Portfolio (1)(5) (2) Next 5 year FCF > pro forma mkt cap ~250 Mboe/d 2024E prod (~40% oil) (2)(5) ~$2.1 BN 2024E EBITDA Low-decline & long reserve life (2)(5) ~$645 MM 2024E
Slide 5: Transaction Overview
Transaction Overview • SilverBow shareholders will receive 3.125 shares of Crescent Class A common stock for each share of SilverBow common stock, with a cash election alternative to receive $38 per share in cash Transaction (up to a maximum total transaction cash consideration of $400 MM) Structure
Slide 6: Offering Compelling Value for All Shareholders
Offering Compelling Value for All Shareholders Accretive Combination Creates Leading Growth Through Acquisition Company with Premier Eagle Ford Position High-Quality, Scaled and Complementary Assets: nd Combination creates the 2 largest operator in the Eagle Ford with a broader ✓ portfolio of low-de
Slide 7: The Combined Company Will Be a Leader in the Eagle Ford
The Combined Company Will Be a Leader in the Eagle Ford Complementary Combination Positions Crescent as One of the Largest Operators in the Eagle Ford Alongside ConocoPhillips & EOG (1) Leading Eagle Ford Position Gross Operated EF Production (Mboe/d) Guadalupe 300 Gonzales Bexar Kinney Uvalde Medin
Slide 8: High-Quality, Scaled and Complementary Asset Portfolio
High-Quality, Scaled and Complementary Asset Portfolio SilverBow’s Complementary Assets Enhance Combined Business Profile • Core footprint across the Eagle Ford & Rockies (1) Rockies ~30% of ‘24E Production ~30% of ‘24E Capital Program • Significant production base, with >$6 Bn of (2) PDP PV10 Eagle
Slide 9: Maintaining a Leading Decline Rate and Reserve Life
Maintaining a Leading Decline Rate and Reserve Life Differentiated Asset Stability Alongside Long-Term Portfolio Duration 25% 11 Years Proved Reserve Life % NTM Decline Rate Peers Replace ~40% More ~35% Longer Reserve Life than Peers Production Each Year (2) (1) Reserve Life vs. Peers First Year PDP
Slide 10: Increasing Proven Inventory and Resource Potential
Increasing Proven Inventory and Resource Potential Deep, High-Quality Inventory That Generates Compelling Returns Through Cycle Gross Locations Crescent SilverBow 20+ Year >2,200 Unrisked Inventory 10+ Year Low-Risk Inventory ~1,000 (at Maintenance Activity) ~1,150 ~400 >1,200 ~750 ~100 - 120 Maint
Slide 11: Focused on Free Cash Flow Generation
Focused on Free Cash Flow Generation Profitable Base Business Generates Significant Free Cash Flow with Attractive Exposure to Commodity Price Upside (1) 5-Year Cumulative Levered FCF Outlook ($BN) $6.0 Market Capitalization $4.2 $3.7 $2.5 $1.9 $1.1 Status Quo Pro Forma Status Quo Pro Forma $75.00 /
Slide 12: Capital Allocation Priorities - Putting Investors First
Capital Allocation Priorities - Putting Investors First Up to 1.5x leverage in an acquisition scenario Financial Strength Target 1.0x long-term leverage #1A Returning Capital (1) Fixed Dividend: $0.12 per share per quarter to Shareholders #1B A B Returns-Driven Investing: Development Accretive (2) T
Slide 13: Clear Pathway to Investment Grade Rating
Clear Pathway to Investment Grade Rating Increased Scale Improves Credit Profile and Creates Potential for Further Improved Cost of Capital Improving Cost of Capital (Average Yield to Worst) 12.00% Maintaining Ample Liquidity: Potential ~300 bps improvement with Secured $700 MM increase to 9.00% adv
Slide 14: Decade-Plus History of Returning Cash to Shareholders
Decade-Plus History of Returning Cash to Shareholders Combination Provides SilverBow Shareholders with Consistent and Peer- Leading Fixed Dividend (3) Updated Return of Capital Framework: Fixed Dividend Yield Comparison 4.0% Consecutive 3.9% 12 years Fixed Dividend: (4) of dividend payments #1 (1) •
Slide 15: Announced Synergies Can Drive Significant Value
Announced Synergies Can Drive Significant Value Scaled Enterprise with Large Footprint of Adjacent Assets Creates Meaningful Opportunity for Efficiency and Value Creation Synergy Value Potential Expect $65-100 MM of Annual Synergies Up to Up to $100 MM $10 MM Up to $15 MM Up to $30 MM Up to $45 MM C
Slide 16: Crescent's Proven Track Record of Improving Operations
Crescent’s Proven Track Record of Improving Operations Crescent Efficiency Gains Drive Operational Synergy Expectations ~2,000’ ~1,750’ Drilling ~1,575’ Speed ~25%+ (ft/day) 2022 2023 Current Simul-frac driving recent completion efficiencies ~100,000 ~90,000 Completion ~72,000 Speed ~40%+ (fluid bbl
Slide 17: Enhanced Scale Supports Efficient Operations
Enhanced Scale Supports Efficient Operations Combined Company Focused on Peer-Leading Organizational Efficiency • Acquisition combines significant operating and investing expertise from both companies • The combined company maintains attractive G&A metrics relative to peers • Long-term strategic rel
Slide 18: Scaled Enterprise Primed for Sustainable Value Creation
Scaled Enterprise Primed for Sustainable Value Creation Attractive Combination of Scale, Balance Sheet Strength and Advantaged Capital Markets Positioning Pro Forma Business ($ in millions, unless otherwise noted) + (1) ~$4,000 ~$2,000 ~$6,000 Enterprise Value ~50%+ ~$2,200 ~$875 ~$2,800 Equity Valu
Slide 19: Well-Positioned Among Quality Mid-Cap Peers
Well-Positioned Among Quality Mid-Cap Peers 2024E Net Production Total Enterprise Value (Mboe/d) ($BN) ~250 ~$6.0 ~160 ~$4.0 ~90 ~$2.0 9 8 7 6 5 4 3 2 1 9 8 7 6 5 4 3 2 1 Status Status Pro Status Status Pro Quo Quo Forma Quo Quo Forma 2024E Levered Free Cash Flow 2024E EBITDA (1) (1) ($MM) ($MM) ~$2
Slide 20: Proven Track Record of Returns-Driven Growth Through M&A
Proven Track Record of Returns-Driven Growth Through M&A Crescent has Demonstrated its Ability to Acquire and Integrate Businesses (2) Proven Acquisition Strategy Consistent Underwriting Crescent Acquisitions Focused on Generating 6 Strong Cash-on-Cash Returns • Targeting >2.0x MOIC and short paybac
Slide 21: Improved Operations and Synergies Drive Incremental Returns
Improved Operations and Synergies Drive Incremental Returns Demonstrated History of Acquiring Assets and Improving Performance (1) WEF Outperformance ~100% Increase in Western (Well Performance - Avg Cum. Boe/ft) ~100% Uplift to Date Eagle Ford Well Performance ✓ • Sustained outperformance vs prior
Slide 22: Capital Markets Tailwinds Driving Increased Demand
Capital Markets Tailwinds Driving Increased Demand Crescent has Driven a Systematic Improvement in Capital Markets Access and Positioning Since Going Public Pro Forma At IPO Increase (12/7/2021) CRGY Increased Public Float % 25% ~68% ~170%+ ~$4 MM ~$30 MM ~650%+ Increased ADTV $485 MM Accessed Equit
Slide 23: Creating a "Must-Own" Mid-Cap Company
Creating a “Must-Own” Mid-Cap Company Pro Forma Crescent Provides the Stability of a Large Cap Operator Dividend Track Record 10-Yr Avg. Leverage 10-Yr Avg. Reinvestment (2) (Consecutive Years) 107% 2.8x 12 12 93% 10 1.9x 67% 1.5x 1.2x 45% 5 (1) Majors Large Cap SMID Cap Majors Large Cap SMID Cap Ma
Slide 24: Appendix
Crescent Energy Appendix © Energy sin bow
Slide 25: The Combined Company Will Be Led by a Strong, Experienced Management Team
The Combined Company Will Be Led by a Strong, Experienced Management Team… Crescent Management has Executed on a Consistent Strategy Focused on Cash Flow, Risk Management and Returns for More than a Decade David Rockecharlie Brandi Kendall Todd Falk Chief Executive Officer Chief Financial Officer Ch
Slide 26: Overseen by a Highly Qualified Board of Directors
…and Overseen by a Highly Qualified Board of Directors David Rockecharlie John Goff Brandi Kendall Claire Farley SBOW Nominees Chief Executive Officer Independent Chair Chief Financial Officer Independent Director Two New Directors to CRGY Director Since 2021 CRGY Director Since 2021 CRGY Director S
Slide 27: CRGY Management is Strongly Aligned with Shareholders
CRGY Management is Strongly Aligned with Shareholders (1) Stock-Based Compensation Peer-Leading Long-Term Insider 3% 97% Ownership 1 40% 60% • ~11% held by KKR’s Balance Sheet 2 40% 60% 3 48% 52% • ~20% held by independent members 4 70% 30% of the CRGY Board 5 70% 30% 6 80% 20% Management Incentive
Slide 28: Shared Commitment to Safe and Responsible Operations
Crescent and SilverBow Have a Shared Commitment to Safe and Responsible Operations The Combined Company Will Continue to Focus Efforts on Delivering Better Returns, Operations and Stewardship Listen and respond to Develop a Aspire to be a Seek to reduce Manage and seek community and diverse and zero
Slide 29: Pro Forma Hedge Position: Liquids
Pro Forma Hedge Position: Liquids (1) Q3’24 Q4’24 FY 2025 FY 2026 NYMEX WTI (Bbls, $/Bbl) Swaps Total Volumes 3,603,100 3,280,730 4,069,000 1,746,050 Total Daily Volumes 39,164 35,660 11,148 4,784 WA Swap Price $71.28 $71.93 $72.61 $69.00 Collars Total Volumes 2,806,000 2,806,000 4,663,500 273,000 T
Slide 30: Pro Forma Hedge Position: Gas
Pro Forma Hedge Position: Gas Q3’24 Q4’24 FY 2025 FY 2026 NYMEX Henry Hub (MMBtu, $/MMBtu) Swaps Total Volumes 26,423,800 26,420,370 55,205,000 41,745,000 Total Daily Volumes 287,215 287,178 151,247 114,370 WA Swap Price $3.70 $3.91 $3.98 $3.98 Collars Total Volumes 8,478,000 8,465,000 71,569,000 –
Slide 31: Non-GAAP Measures
Non-GAAP Measures Present value (discounted at PV-10) is not a financial measure calculated in accordance with GAAP because it does not include the effects of income taxes on future net revenues. PV-10 does not represent an estimate of the fair market value of Crescent’s oil and natural gas properti
Slide 32: Stay Connected
Stay Connected. Brandi Kendall IR@crescentenergyco.com 600 Travis Street Suite 7200 Houston, Texas 77002 + 1 (713) 332-7001 www.crescentenergyco.com