Deal Flow
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Transaction tear sheetData as of Nov 7, 2026
M&A · Energy · Crude Petroleum & Natural Gas

Exxon Mobil Corp to acquire Pioneer Natural Resources Co

Announced Oct 11, 2023 · Closed May 3, 2024

Deal value$59.50BEV $59.50B
Premium19.9%To unaffected price
EV / Adj. EBITDA5.8x2.9x EV / Revenue
ConsiderationAll stock

Transaction

Acquirer
Exxon Mobil Corp (XOM)
Target
Pioneer Natural Resources Co
Buyer type
Strategic
Offer price per share
—
Enterprise value
$59.50B
Status
Closed May 3, 2024

Deal protections

Break fee (target pays)
$1.81B · 3.1%
Reverse fee (buyer pays)
—
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Citigroup, Centerview
To the target
Goldman Sachs, Morgan Stanley, Petrie Partners, BofA Securities

Sector context · Energy

Comparable deals
37 in the prior 24 months
Premium
19.9% vs. 19.6% sector median
EV / Adj. EBITDA
5.8x vs. 8.7x sector median
Break fee
3.1% vs. 2.9% sector median

Timeline

  1. AnnouncedOct 11, 2023
  2. Proxy filedJan 8, 2024
  3. Definitive proxyJan 8, 2024
  4. Shareholder voteFeb 7, 2024
  5. ClosedMay 3, 2024

Valuation · fairness opinions

Discounted cash flow$207.34$262.40
Future share price$208.99$274.83
Premiums paid$208.73$246.77

Implied value per Pioneer Natural Resources Co share by analysis, from Goldman Sachs · DCF discount rate 9.5%–10.5%.

Sources
  • 8-K · Oct 11, 2023

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.