Hess announces HSR merger clearance, says John Hess will not join Chevron board

Hess Corporation (HES) announced that the Federal Trade Commission antitrust review of the Chevron-Hess merger has been completed, satisfying one of the closing conditions for the transaction. “We are very pleased that our merger with Chevron has cleared this significant regulatory hurdle. This transaction continues to be an outstanding deal for Hess and Chevron shareholders and will create a premier integrated energy company that is ideally positioned for the energy transition,” said CEO John Hess. “To facilitate completion of the merger, Hess and Chevron have agreed that Mr. Hess will not be appointed to the Chevron Board of Directors in order to address a concern raised by the FTC about Mr. Hess’ communications with a limited number of OPEC officials. However, Mr. Hess will serve as an advisor and representative for Chevron on government relations and social investments in Guyana as well as on support for the Salk Institute’s Harnessing Plants Initiative. The Hess Board of Directors believes that the competitive concern raised by the FTC about Mr. Hess’ communications is without merit, and fully supports Mr. Hess in his role as CEO of Hess Corporation. Mr. Hess’ public and private communications with OPEC officials were consistent with his communications with U.S. government officials, the International Energy Agency and global business leaders on what will be needed to ensure an affordable and orderly energy transition… Over the past five years, Hess Corporation has had the highest cash flow reinvestment rate of any oil company – majors and independents – and has been the only oil company to reinvest in excess of its cash flow1 in order to grow oil and gas supply… Completion of the merger remains subject to the Merger Agreement’s closing conditions, including the satisfactory resolution of ongoing arbitration proceedings regarding preemptive rights in the Stabroek Block joint operating agreement,” the company added.