Devon Energy and Ocean Energy complete merger

Devon Energy and Ocean Energy announced the completion of their merger. With the merger, Devon is the largest US-based independent producer of oil and gas. Shareholders of both companies overwhelmingly approved the transaction at special shareholder meetings.
Over 98 % of shares represented at both the Devon and Ocean meetings, which in each case represented a majority of the outstanding voting power, were voted in favour of the transaction. In the transaction, each Ocean common share was converted into 0.414 of a share of Devon common stock and Ocean became a subsidiary of Devon.

Conversion requires issuance of approximately 74 mm additional Devon common shares, resulting in total shares outstanding of approximately 231 mm. The transaction is being accounted for as a purchase of Ocean by Devon.
"This is a great day for Devon and our shareholders," said J. Larry Nichols, Devon's chairman and CEO. "Our merger with Ocean brings us a wealth of talent and participation in a broad array of drill-bit growth opportunities in the Gulf of Mexico and abroad."

"This merger gives Ocean shareholders valuable North American natural gas exposure and a stake in a company with the financial strength to accelerate our exploration and development activities," said James T. Hackett, president and COO of Devon.
Mr Hackett, formerly chairman, president and CEO of Ocean, added that, "Devon's wells account for about 4 % of the natural gas produced in the United States and Canada, and we are exploring for new oil and gas reserves in some of the world's most promising areas."

The combined company:
-- With an enterprise value of over $ 20 bn, Devon is the largest US-based independent producer of oil and gas.
-- Devon has proved oil and natural gas reserves of approximately 2.2 bn equivalent barrels.
-- Pro forma production is 63 % gas, 37 % liquids.
-- Pro forma production is 90 % North American, 10 % international and totals approximately 653,000 equivalent bpd of oil.
-- The combined company holds more than 27 mm net undeveloped acres worldwide, including the largest lease position of any independent in the deepwater Gulf of Mexico.
Exchange and transmittal of shares Shareholders of Ocean will receive written instructions for exchanging their shares for shares of Devon. The exchange and transmittal process will begin promptly.

Devon Energy is an Oklahoma City-based independent energy company engaged in oil and gas exploration, production and property acquisitions. Devon is the largest US-based independent oil and gas producer and is included in the S&P 500 Index.