Berry Corporation (NasdaqGS:BRY) executed a definitive agreement to acquire Macpherson Energy Corporation for $70 million on July 17, 2023. As for consideration, $70 million in cash is subject to customary purchase price adjustments and is structured such that $50 million will be paid at closing and the remaining $20 million to be paid in July 2024 (in each case, subject to such purchase price adjustments). Transaction is subject to customary terms and conditions. The acquisition is expected to close in the third quarter of 2023.

Guggenheim Securities, LLC acted as financial advisor and John Grand, Abby Branigan, Sarah Mitchell, Elena Sauber, David Peck, Wendy Salinas, Becky Baker, Shane Tucker, Melissa Spohn and Matthew Dobbins of Vinson & Elkins LLP acted as legal advisor to Berry Corporation. Cody Carper and Sean Shimamoto of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to MacPherson Energy Corporation.

Berry Corporation (NasdaqGS:BRY) completed the acquisition of Macpherson Energy Corporation for $88.5 million on September 15, 2023. The transaction was structured such that approximately $53 million has been paid at closing, including purchase price adjustments, and approximately $20 million will be paid in July 2024, subject to purchase price adjustments. Berry acquired $3.845 million of cash and assumed $15.502 million of liabilities of Macpherson. Our Adjusted Free Cash Flow in 2023 was $97 million, of which $19 million, or approximately 20%, was used to pay variable cash dividends, $10 million was used for share repurchases, $51 million was used for bolt-on acquisitions, most notably the Macpherson Acquisition, and the remaining $17 million was used for other acquisitions and non-E&P capital.