Amplify Energy Announces Amendment To Existing Terms Of Merger Agreement With Juniper Capital's Upstream Rocky Mountain Portfolio Companies; Juniper To Contribute Incremental $10M In Cash

Benzinga · 3d ago

HOUSTON, April 15, 2025 (GLOBE NEWSWIRE) -- Amplify Energy Corp. (NYSE:AMPY) ("Amplify" or the "Company") today announced an amendment to the existing terms of its previously disclosed Agreement and Plan of Merger with Juniper Capital's ("Juniper") upstream Rocky Mountain portfolio companies.

The amended agreement will now provide for Juniper to contribute an incremental $10 million of cash to further reduce the net debt of the combined companies. This amendment follows shareholder engagement and reflects Juniper's strong belief in the merits of the combination and focus on a strong pro forma company. As previously announced, at closing Amplify plans to issue Juniper approximately 26.7 million shares of Amplify common stock and assume approximately $133 million in net debt(1).

Such incremental contribution was agreed to in Amendment No. 1 to the Agreement and Plan of Merger, dated April 14, 2025 (the "Amendment"). Amplify intends to file supplemental proxy materials with the Securities and Exchange Commission (the "SEC") in the coming days reflecting the Amendment.

Martyn Willsher, Amplify's President and Chief Executive Officer, said, "These amended terms reflect each party's belief in the long-term value creation of this proposed transaction and our commitment to shareholder engagement. This transaction has been thoroughly considered alongside a wide range of options by our board of directors, and we continue to believe that this combination is the best path for shareholders to realize the value they deserve."

Edward Geiser, Juniper's Managing Partner, added, "In recognition of the recent market volatility, we believe the additional cash investment is justified to bolster the strength and liquidity of the combined company. We continue to believe that the combination of our Rockies assets with Amplify's existing operations offers investors a unique opportunity, which is capable of delivering significant shareholder value and free cash flow in a low or high commodity price environment. This increased capital investment reflects our continued confidence in the long-term value creation of the combined company and the top quality of the Amplify management team."

Updated Hedge Positions

In response to shareholder concerns regarding the recent reduction in oil prices, Amplify is providing updated information regarding the current oil and gas hedge positions at both Amplify and Juniper.

Updated Juniper Audited Reserves

Amplify is also providing updated information regarding the audited reserve value associated with Juniper's assets. Assuming WTI oil prices at $60 per barrel held flat and Henry Hub gas prices at $3.50 per mmbtu held flat, the total proved reserve PV-10(2) value of Juniper's audited reserves is $356 million.