Amplify Energy to merge with Juniper Capital’s upstream Rocky Mountain companies

Amplify Energy (AMPY) has entered into a definitive merger agreement with privately held Juniper Capital to combine with certain Juniper portfolio companies which own substantial oil-weighted producing assets and significant leasehold interests in the DJ and Powder River Basins. Under the terms of the Merger Agreement, Amplify will issue Juniper approximately 26.7M shares of Amplify common stock, par value $0.01 per share, and assume approximately $133M in net debt. Pro forma for the Transaction, Amplify shareholders will retain approximately 61% of Amplify’s outstanding equity and approximately 39% will be owned by Juniper. The transaction is expected to close in the second quarter of 2025, subject to customary closing conditions, including obtaining the requisite shareholder and regulatory approvals. The transaction adds approximately 19 MMBoe of Proved Developed Reserves, with a PV10 value of over $330 MM, and also adds approximately 287,000 net acres in the DJ and Powder River Basins in Wyoming adjacent to some of the largest publicly traded U.S. oil companies. Over 115,000 of the net acres are operated and held-by-production, with a high average working interest of approximately 90%. The large held-by-production position and multi-year term on a majority of the undeveloped acreage is expected to allow Amplify to opportunistically develop the assets over time. In the third quarter of 2024, average daily production of the acquired assets was approximately 7,900 net Boe. These assets generate strong margins with low operating costs, which we expect to improve operating metrics across the combined company. In addition, the acquired assets will be integrated into the existing platform with minimal incremental overhead costs, and the Company intends to continue streamlining the organization as it optimizes its portfolio of assets. The transaction is expected to be significantly accretive to free cash flow in 2025 and over a 5-year time horizon. Amplify expects to benefit from material synergies including from optimizing overhead at the combined operations and from income tax savings related to the stepped-up basis of the acquired companies. Edward Geiser and Josh Schmidt, both partners at Juniper Capital, will join Amplify’s Board of Directors, replacing two of Amplify’s existing Board members. Amplify’s management team will lead the combined company and will supplement the operational team with key hires to support the Rockies assets.