Marathon Oil — Merger or Acquisition (May 2024)
15 slides from Marathon Oil's merger presentation, May 29, 2024
Slide 1: Marathon Oil Corporation Transaction Announcement
May 29, 2024 Marathon Oil Corporation Transaction Announcement Exhibit 99.2
Slide 2: Cautionary Statement
Cautionary Statement CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 This presentation includes “forward-looking statements” as defined under the federal securities laws. All statements other than statements of historical
Slide 3: Cautionary Statement: No Offer or Solicitation
Cautionary Statement No Offer or Solicitation This presentation is not intended to and shall not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction
Slide 4: Cautionary Statement: Use of Non-GAAP Financial Information and Other Terms
Cautionary Statement Use of Non-GAAP Financial Information and Other Terms This presentation contains certain financial measures that are not prepared in accordance with GAAP, including cash from operations (CFO), free cash flow and net debt. CFO is calculated by removing the impact from operating w
Slide 5: Transaction Premise: Enhancing Our Returns-Focused Value Proposition
Transaction Premise: Enhancing Our Returns-Focused Value Proposition RYAN LANCE Marathon Oil's high-quality assets are a perfect complement to ConocoPhillips’ deep, durable and diversified global portfolio. The acquisition fits our financial framework, makes our plan even better and we see opportuni
Slide 6: Marathon Oil Transaction and Distributions Update
Marathon Oil Transaction and Distributions Update 1144MM shares issued, assuming $118.96/share. 2Subject to satisfaction of customary closing conditions. 3$0.20 quarterly ordinary dividend raise subject to board approval. 4Assuming recent commodity prices; additional share repurchase authorization s
Slide 7: Transaction on a Page: Marathon Oil Checks All the Boxes
Transaction on a Page: Marathon Oil Checks All the Boxes 1Point forward post close. 2Midpoint of guidance per Marathon Oil disclosures. Free cash flow (FCF) is a non-GAAP measure defined in the appendix. Highly complementary low cost of supply resource across core Lower 48 portfolio Fits our framewo
Slide 8: Significant Scale and Adjacency Across Assets
Significant Scale and Adjacency Across Assets 1Unconventional net acres. 2Full-year 2023 net production. Marathon Oil ConocoPhillips Delaware Pro forma stats: Complementary acreage with high operated working interest ~800 Net acres M1 ~580 Production MBOED2 Texas New Mexico Further Enhancing Our Pre
Slide 9: Significant and Sustainable Cost and Capital Savings
Significant and Sustainable Cost and Capital Savings $500MM Identified Annual Savings Plan to Achieve Full Run Rate Savings within a Year of Closing Reduce G&A Optimize overlapping costs Lower operating costs Consolidate field operations; apply strong commercial acumen Improve capital efficiencies L
Slide 10: ConocoPhillips Advantage: Depth, Durability and Diversification
ConocoPhillips ConocoPhillips Advantage: Depth, Durability and Diversification 1Based on FY 2023 disclosures, includes Lower 48/U.S., Alaska, GOM. Adjusted to include 2023 and 2024 announced and closed transactions. 2Net remaining total (Op + OBO) locations <$50/BBL breakeven per Enverus Eagle Ford,
Slide 11: Increasing Return of Capital
Increasing Return of Capital 1$0.20 quarterly ordinary dividend raise subject to board approval. 2Assuming recent commodity prices; additional share repurchase authorization subject to Board approval and not to exceed shares issued in the transaction. Cash from operations (CFO) is non-GAAP measure d
Slide 12: Enhancing Our Returns-Focused Value Proposition
Enhancing Our Returns-Focused Value Proposition 1$0.20 quarterly ordinary dividend raise subject to board approval. 2Assuming recent commodity prices; Additional share repurchase authorization subject to Board approval and not to exceed shares issued in the transaction. Cash from operations (CFO) is
Slide 13: Appendix: Definitions
ww ConocoPhillips Appendix Definitions
Slide 14: Non-GAAP Reconciliations
Non-GAAP Reconciliations ¹Total debt includes the following Marathon Oil balance sheet accounts: "long-term debt," "commercial paper," and "long-term debt due within one year" for $4.578B, $0.45B and $0.4B, respectively. For the quarter-ended 3/31/2024 Marathon Oil Corporation Total debt1 5,428 Less
Slide 15: Definitions and Other Terms
Definitions and Other Terms Non-GAAP Measures Cash from operations (CFO) is calculated by removing the impact from operating working capital from cash provided by operating activities. The company believes that the non-GAAP measure cash from operations is useful to investors to help understand chang