The merger closes, creating the largest US pure-play E&P by several metrics. The ~29% pro forma EPS dilution vs Devon standalone was well-telegraphed. Near-term focus shifts to synergy realization (not reflected in these pro formas) and the final purchase price allocation, which may change DD&A. Monitor Q3 2026 for initial combined standalone results and any guidance updates for cost savings or capex plans.
Price Chart
Executive Summary
Devon Energy filed pro forma financials reflecting the completion of its acquisition of Coterra Energy on May 7, 2026, using a stock-for-stock merger at a 0.70 exchange ratio. The total consideration was approximately $24.9 billion, creating a combined company with pro forma total assets of $69.5 billion and pro forma net equity of $40.4 billion as of March 31, 2026. Pro forma FY2025 net earnings attributable to Devon were $3.768 billion ($3.24 basic EPS) versus standalone Devon's $2.642 billion ($4.18 basic EPS), reflecting dilution from 532 million new shares issued.
Key Facts
- Merger closed May 7, 2026; Coterra stockholders received 0.70 shares of Devon common stock per Coterra share.
- Total merger consideration valued at approximately $24.9 billion (including $175M share-based replacement rewards).
- Pro forma FY2025 revenue of $24.8 billion, net earnings of $3.768 billion attributable to Devon.
- Pro forma Q1 2026 net earnings of $401 million on $5.744 billion revenue.
- Pro forma basic EPS: $3.24 for FY2025 (vs. standalone Devon $4.18) and $0.35 for Q1 2026 (vs. standalone $0.19).
- Pro forma total shares outstanding: ~1,148 million basic (516M existing + 532M issued).
- Purchase price allocation is preliminary; fair value estimates may change materially.
- Estimated $50 million in transaction costs ($39M net of tax) expensed in pro forma statements.
- Pro forma long-term debt of $10.6 billion (Devon $7.4B + Coterra $3.3B - $19M fair value adjustment).
- Pro forma total equity of $40.4 billion versus standalone Devon equity of $15.4 billion.
Financial Impact
Total deal consideration $24.9 billion; pro forma combined net earnings ~$3.8B vs standalone Devon $2.6B; EPS dilutive from $4.18 to $3.24 on a pro forma basis.
Risk Factors
- Preliminary purchase price allocation subject to material revision; final fair values could meaningfully alter DD&A and deferred taxes.
- Integration risks and potential cost overruns on the $50M estimated transaction costs.
- Synergy targets not quantified in filing; failure to achieve projected savings could pressure margins.
- Combined company has elevated long-term debt (~$10.6B) and is highly exposed to commodity price volatility.
- Pro forma EPS dilutive to Devon standalone shareholders; stock may trade lower if operational synergies disappoint.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001193125-26-235632 |
| Document: d55276d8k.htm | 0001193125-26-235632 |
| Document: 0001193125-26-235632-index-headers.html | 0001193125-26-235632 |
| Document: 0001193125-26-235632-index.html | 0001193125-26-235632 |
| Document: 0001193125-26-235632.txt | 0001193125-26-235632 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 14, 2026 18d ago | Insider Cluster | $49.73 $47.59 | ▼ −4.30% | ▼ −5.96% | $47.40 (−4.69%) |
Jul 13, 2026 11w ago | Institutional Cluster | $43.73 $43.83 | ▲ +0.23% | ▲ +1.01% | $47.40 (+8.39%) |
Jun 25, 2026 14w ago | 8-K | $42.21 $40.47 | ▼ −4.12% | ▼ −6.29% | $47.40 (+12.30%) |
Jun 9, 2026 16w ago | Press Release | $46.60 $42.89 | ▼ −7.96% | ▼ −11.39% | $47.40 (+1.72%) |
Jun 5, 2026 16w ago | 8-K | $45.08 $43.53 | ▼ −3.44% | ▼ −5.55% | $47.40 (+5.15%) |
May 22, 2026 19w ago | 8-K | $47.29 $46.31 | ▼ −2.07% | ▼ −3.73% | $47.40 (+0.24%) |
May 21, 2026 19w ago | 8-K | $47.09 $44.50 | ▼ −5.50% | ▼ −7.35% | $47.40 (+0.67%) |
May 21, 2026 19w ago | Press Release | $47.09 $44.50 | ▼ −5.50% | ▼ −7.35% | $47.40 (+0.67%) |
May 15, 2026 19w ago | Insider Cluster | $49.67 $45.14 | ▼ −9.12% | ▼ −10.74% | $47.40 (−4.56%) |
May 15, 2026 19w ago | Insider Cluster | $49.67 $45.14 | ▼ −9.12% | ▼ −10.74% | $47.40 (−4.56%) |
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