Crescent's $4.2 billion Devon buy: 20% more output, 22% more shares

Crescent pumps oil and gas in the Eagle Ford, Permian and Uinta basins and owns mineral rights that pay royalties. Its senior leaders come from KKR Energy Assets Manager, a KKR unit called the Manager. Crescent pays the Manager $78.5 million a year. [P11][P11] Press release, About CrescentOur activities are focused in the Eagle Ford, Permian and Uinta Basins, and we own minerals and royalty interests across premier U.S. oil and natural gas basinsCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [O26][O26] Form 10-K, Note 13, KKR GroupCrescent Energy Company has a management agreement (the "Management Agreement") with KKR Energy Assets Manager LLC (the "Manager").Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [O27][O27] Form 10-K, Note 13, KKR Groupthe Manager provides the Company with members of its seniorCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [Q11][Q11] Form 10-Q, Note 11, Management Agreementthe Manager is entitled to receive compensation from the Company equal to $ 78.5 million per annumCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm A KKR fund, Independence Energy Aggregator, holds a special preferred share that lets it choose the whole board. Common holders do not elect directors until the fund's stake falls below a set minimum or it gives up the right. The fund must also approve new debt above 10% of long-term debt and any stock sale of at least 5% of a class. [K09][K09] Form 10-K, definitions"Preferred Stockholder" means Independence Energy Aggregator LP, the initial holder of the Non-Economic Series I Preferred StockCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [O12][O12] Form S-3ASR, Non-Economic Series I Preferred Stockthe holder of our Non-Economic Series I Preferred Stock will have the exclusive right to elect the members of our Board of Directors prior to the dateCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O15][O15] Form S-3ASR, Class A Common Stock voting rightsholders of our Class A Common Stock will not be entitled to elect directorsCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O34][O34] Form S-3ASR, Non-Economic Series I Preferred Stockthe first date on which the Preferred Stockholder and its affiliates no longer collectively beneficially own the Minimum Retained OwnershipCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O28][O28] Form S-3ASR, Actions Requiring Preferred Stockholder Approvalentry into a debt financing arrangement in an amount in excess of 10% of our then existing long-term indebtednessCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O29][O29] Form S-3ASR, Actions Requiring Preferred Stockholder Approvalissuances of securities that would (i) represent at least 5% of any class of equity securitiesCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm

Crescent has grown through deals, buying Vital Energy, a Permian producer, in December 2025 for 73.3 million new shares. In the first half of 2026 it produced an average of 338,000 barrels of oil equivalent a day. [K01][K01] Form 10-K, Note 3, Vital Energy MergerIn December 2025, we consummated the Vital Energy Merger.Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [K02][K02] Form 10-K, Note 3, Vital Energy MergerCrescent issued 73.3 million shares of Class A Common StockCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [R12][R12] Second quarter 2026 release, forward-looking statementsthe acquisition of Vital Energy, Inc. (the "Permian Acquisition")Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [D05][D05] Form 8-K, Item 8.01during the six months ended June 30, 2026 produced 338 net MBoe/d (with the Devon EF Assets Acquisition to add production of approximately 71 net MBoe/d)Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm Second-quarter net income was $494 million. Adjusted EBITDAX of $798 million and levered free cash flow of $418 million were both records. Levered free cash flow is adjusted EBITDAX minus cash interest, current taxes and well spending, before acquisitions. [R01][R01] Second quarter 2026 release, resultsCrescent reported $494 million of net income and $263 million of Adjusted Net Income (1) in the second quarter. The Company generated record Adjusted EBITDAX (1) of $798 million, record Operating Cash Flow of $707 million and record Levered Free Cash Flow (1) of $418 million for the periodCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O25][O25] Second quarter 2026 release, non-GAAP measuresWe define Levered Free Cash Flow as Adjusted EBITDAX less interest expense, excluding non-cash amortization of deferred financing costs, discounts and premiums, loss from extinguishment of debt, excluding non-cash write-off of deferred financing costs, discounts and premiums, current income tax benefit (expense), tax-related redeemable noncontrolling interest distributions made by OpCo and development of oil and natural gas properties. Levered Free Cash Flow does not take into account amounts incurred on acquisitions.Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm High oil prices helped. The conflict with Iran began in February 2026 and pushed world oil prices above $100 a barrel at times. Crescent got $96.61 a barrel before hedges that quarter and $73.33 after them. [Q15][Q15] Form 10-Q, MD&A, Geopolitical developmentsthe ongoing military conflict with Iran, which began in February 2026, has heightened geopolitical risk in key global energy marketsCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q16][Q16] Form 10-Q, MD&A, Geopolitical developmentscausing global crude oil prices to surpass $100 per Bbl at timesCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [R02][R02] Second quarter 2026 release, operational summaryAverage realized prices, before effects of derivative settlements: Oil ($/Bbl) $ 96.61 $ 61.47 $ 71.00Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [R03][R03] Second quarter 2026 release, operational summaryAverage realized prices, after effects of derivative settlements: Oil ($/Bbl) $ 73.33 $ 64.27 $ 63.75Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm

Hedges make reported profit swing. First-half net income was $74.5 million, against adjusted net income of $438.5 million. About half of the $364 million gap was $182 million of paper losses on hedges as oil rose. [R07][R07] Second quarter 2026 release, Adjusted Net IncomeNet income (loss) $ 493,704 $ 162,498 $ 74,528 $ 168,412 Unrealized (gain) loss on derivatives (419,080) (178,592) 181,539 (98,362) Non-cash equity-based compensation expense 21,280 93,268 44,709 119,493Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [R09][R09] Second quarter 2026 release, Adjusted Net IncomeAdjusted Net Income (non-GAAP) $ 263,007 $ 103,471 $ 438,500 $ 248,855Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm The rest includes $47 million of what the company calls transaction and nonrecurring costs. Most are earn-out payments for a January 2025 Eagle Ford purchase, which come due when oil tops set prices. Crescent also paid $343 million in cash to settle hedges in the first half. [R08][R08] Second quarter 2026 release, Adjusted Net IncomeTransaction and nonrecurring expenses 25,893 (193) 46,641 9,906 Settlement of acquired derivative contracts 62,069 17,007 122,632 34,895Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O59][O59] Second quarter 2026 release, footnote 4were primarily related to earnout payments in connection with the Company's acquisition of certain Eagle Ford assets in January 2025Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O58][O58] Form 10-K, Note 3, Ridgemar Acquisitionup to $ 170.0 million in contingent earn-out consideration may be paid in fiscal years 2026 and 2027 if quarterly NYMEX WTI prices of crude oil are above certain thresholds in 2026 and 2027Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [R04][R04] Second quarter 2026 release, cash flow statementNet cash (paid) received on settlement of derivatives (343,169) 9,195Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm

Devon had been shopping these fields. In July, Bloomberg reported that Devon was exploring a sale of its Eagle Ford and Powder River assets, which together could fetch more than $4 billion. In June, Reuters reported that TOMS Capital, an activist investor with a big stake, was pushing Devon to sell assets fast or sell itself. [W01][W01] Bloomberg, July 24, 2026Devon Energy Corp. is exploring a sale of its Eagle Ford and Powder River shale assets as part of a streamlining of its portfolio, which together could fetch more than $4 billionBloomberg · Read October 8, 2026Open source ↗https://www.bloomberg.com/news/articles/2026-07-24/devon-said-to-mull-4-billion-exit-from-eagle-ford-powder-river [W02][W02] Reuters, June 17, 2026TOMS has sizable stake in Devon, pushing for quick asset sales or sale of company, sources sayReuters · Read October 8, 2026Open source ↗https://www.reuters.com/legal/litigation/activist-toms-capital-pushes-us-shale-producer-devon-quicken-asset-sales-or-sell-2026-06-17/ Devon's own release calls the deal its exit from the Eagle Ford. RBC Capital Markets advised Devon, and RBC also gave Crescent a debt financing commitment. [O60][O60] Devon release headlineDevon Energy Announces Agreement to Exit the Eagle FordGlobeNewswire · Read October 8, 2026Open source ↗https://www.globenewswire.com/news-release/2026/10/08/3377142/0/en/devon-energy-announces-agreement-to-exit-the-eagle-ford-for-4-2-billion.html [P09][P09] Press release, AdvisorsRBC Capital Markets, LLC served as financial advisor to Devon EnergyCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [P08][P08] Press release, Transaction FinancingCrescent has obtained commitments for certain debt financing options from JPMorgan Chase Bank, N.A. and RBC Capital Markets, LLC in connection with this transaction.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm

The Eagle Ford is Crescent's biggest area. Its own wells there made about 63 million barrels of oil equivalent in 2025, on about 532,000 net acres. Its annual report calls the industry intensely competitive, with bigger rivals that may be able to pay more for oil and gas properties. [D12][D12] Form 8-K, Item 8.01, reserves tableEagle Ford 532 537 56 % 386 62,702 3,830 4,559Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [K03][K03] Form 10-K, Item 1, CompetitionThe oil and natural gas industry is intensely competitive, and we compete with other companies that have greater resources.Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [K04][K04] Form 10-K, Item 1, CompetitionThese companies may be able to pay more for productive oil and natural gas propertiesCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm Its results depend heavily on oil and gas prices. [Q17][Q17] Form 10-Q, MD&A, Geopolitical developmentsour revenues and operating results depend significantly upon the prevailing prices for oil and natural gasCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm

A Crescent subsidiary will pay Devon $4.22 billion in cash. The price drops by the money from oil and gas sold from the fields after July 1, 2026, the effective date. [D01][D01] Form 8-K, Item 1.01On October 8, 2026, a subsidiary of Crescent Energy CompanyCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [D02][D02] Form 8-K, Item 1.01for a purchase price of $4,220,000,000 in cashCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [D03][D03] Form 8-K, Item 1.01including reductions for proceeds received from sales of hydrocarbons from the asset after the economic effective date of July 1, 2026Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm Devon keeps that money until closing. Crescent puts the estimated net price at about $3.85 billion, about $370 million less. [D03][D03] Form 8-K, Item 1.01including reductions for proceeds received from sales of hydrocarbons from the asset after the economic effective date of July 1, 2026Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [P10][P10] Press release, footnote 1Net purchase price is defined as headline purchase price less estimated purchase price adjustments, including, among other things, allocations of certain revenues and expenses based on a July 1, 2026 effective date.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [P01][P01] Press release, first paragraphto acquire Eagle Ford assets from Devon Energy for an estimated net purchase price of approximately $3.85 billionCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm In return, Crescent gets about 89,000 net acres, 97% operated, plus Devon's mineral rights there. Closing needs a federal antitrust waiting period to end, plus other customary conditions. [D08][D08] Form 8-K, Item 8.01The Devon EF Assets consist of an aggregate of approximately 89 thousand net acres (97% operated), with average net production for the year ended December 31, 2025 and for the six months ended June 30, 2026 of approximately 56 MBoe/d (65% oil-weighted) and 71 MBoe/d (63% oil-weighted).Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [P04][P04] Press release, highlightsDevon-owned minerals strengthen Crescent Royalties through greater scaleCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [O10][O10] Pro forma introductionthe expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm

Devon's figures for the fields, audited for 2024 and 2025, show what they earn before overhead. Sales minus direct field costs were $732 million in 2025. That was down from $865 million in 2024. [V01][V01] Statements of revenues and direct operating expensesOperating revenues $ 787,129 $ 473,580 $ 996,743 $ 1,107,685 Direct operating expenses 163,156 126,114 264,953 242,821 Excess of revenues over direct operating expenses $ 623,973 $ 347,466 $ 731,790 $ 864,864Statements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm In the first half of 2026 the margin was $624 million, up from $347 million a year earlier. [V01][V01] Statements of revenues and direct operating expensesOperating revenues $ 787,129 $ 473,580 $ 996,743 $ 1,107,685 Direct operating expenses 163,156 126,114 264,953 242,821 Excess of revenues over direct operating expenses $ 623,973 $ 347,466 $ 731,790 $ 864,864Statements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm Output rose from about 56,000 barrels a day in 2025 to 71,000 in the first half of 2026. The fields are about 63% oil, against about 42% for Crescent's own second-quarter output. [D08][D08] Form 8-K, Item 8.01The Devon EF Assets consist of an aggregate of approximately 89 thousand net acres (97% operated), with average net production for the year ended December 31, 2025 and for the six months ended June 30, 2026 of approximately 56 MBoe/d (65% oil-weighted) and 71 MBoe/d (63% oil-weighted).Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [R13][R13] Second quarter 2026 release, operational summarySecond quarter production averaged 335 MBoe/d (approximately 42% oil and 64% liquids)Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm These figures leave out overhead, hedges and interest. Periods before April 2025 reflect Devon's stake before a land swap with BPX Energy. [V02][V02] Notes, basis of presentationThe statements do not include general and administrative expense, effects of derivative transactions, interest income or expenseStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [V03][V03] Notes, basis of presentationRevenues and direct operating expenses for periods prior to April 1, 2025 reflect only the interests Devon held in that acreage during those periodsStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [V05][V05] Notes, basis of presentationOn April 1, 2025, Devon and BPX Energy, Inc. dissolved their partnership and divided their acreage in the Eagle Ford Blackhawk fieldStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm

The $4.22 billion price is about 5.8 times the fields' 2025 margin. Over the last 12 months the margin was roughly $1.0 billion, so the price is about 4.2 times that. Crescent's own value, its stock plus net debt, is about 3.0 times the adjusted EBITDAX it reports for leverage tests. [D02][D02] Form 8-K, Item 1.01for a purchase price of $4,220,000,000 in cashCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [V01][V01] Statements of revenues and direct operating expensesOperating revenues $ 787,129 $ 473,580 $ 996,743 $ 1,107,685 Direct operating expenses 163,156 126,114 264,953 242,821 Excess of revenues over direct operating expenses $ 623,973 $ 347,466 $ 731,790 $ 864,864Statements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O07][O07] Form S-3ASR, Description of Capital StockAs of October 6, 2026, 330,456,708 shares of Class A Common Stock were outstanding.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [R05][R05] Second quarter 2026 release, Net LeverageNet Debt $ 4,901 $ 3,965 $ 266 Adjusted EBITDAX for Leverage Ratio $ 3,137 $ 2,939 $ 198 Net Leverage 1.6x 1.3x 1.3xCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm That leverage figure adds in deals closed in the past year. So Crescent pays a higher multiple than the market puts on Crescent itself, even before the fields' overhead. [R06][R06] Second quarter 2026 release, Net Leverage definitionconsolidated Adjusted EBITDAX includes certain adjustments to account for EBITDAX contributions associated with acquisitions the Company has closed within the last twelve monthsCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [V02][V02] Notes, basis of presentationThe statements do not include general and administrative expense, effects of derivative transactions, interest income or expenseStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm

Proved reserves are the oil and gas that engineers are reasonably sure can be produced at a profit. Crescent's own unaudited estimate puts the fields' proved reserves at about $3.0 billion before tax. It uses September 30 futures prices and a 10% yearly discount. [D09][D09] Form 8-K, Item 8.01, reserves at NYMEX pricingTotal Proved Reserves (MBoe) 977,850 152,535 1,130,385 PV-0 (millions) (2) $ 16,529 $ 4,052 $ 20,581 PV-10 (millions) (2) $ 10,487 $ 2,996 $ 13,483Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [O57][O57] Form 8-K, Item 8.01, reserves at NYMEX pricingReserve estimates using NYMEX pricing are calculated using the internal systems of our management and have not been prepared or audited by an independent, third-party reserve engineerCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm The outside engineer used the SEC's required 2025 prices and got $2.34 billion. Of that, $1.35 billion is for developed reserves. [O55][O55] Reserve report, summary tablePresent Worth at 10 Percent 1,352,534 2,340,030DeGolyer and MacNaughton reserve report on the Devon Eagle Ford properties, Exhibit 99.2 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit992-8xkoctober2026.htm [O56][O56] Reserve report, pricesFuture prices were estimated using guidelines established by the SECDeGolyer and MacNaughton reserve report on the Devon Eagle Ford properties, Exhibit 99.2 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit992-8xkoctober2026.htm The $4.22 billion price is about $1.2 billion above Crescent's estimate, or about $850 million above at the net price. Crescent's draft accounting puts $849 million of the cost on unproved properties. Those are lands with drilling spots not yet counted as reserves. [D09][D09] Form 8-K, Item 8.01, reserves at NYMEX pricingTotal Proved Reserves (MBoe) 977,850 152,535 1,130,385 PV-0 (millions) (2) $ 16,529 $ 4,052 $ 20,581 PV-10 (millions) (2) $ 10,487 $ 2,996 $ 13,483Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [D02][D02] Form 8-K, Item 1.01for a purchase price of $4,220,000,000 in cashCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [P01][P01] Press release, first paragraphto acquire Eagle Ford assets from Devon Energy for an estimated net purchase price of approximately $3.85 billionCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [F06][F06] Note 2, purchase price allocationOil and natural gas properties - unproved 849,150Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm

Crescent's goals, which are not results, include about $140 million a year of savings in drilling, field costs and marketing. It says the deal adds meaningfully to operating cash flow, free cash flow and net asset value, its measure of what its reserves are worth after debt. It also says the deal keeps it on a path toward an investment-grade credit rating, the top tier of credit quality. [P05][P05] Press release, highlightswith approximately $140 million in annual synergies identified across D&C, LOE and marketingCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [P06][P06] Press release, highlightsmeaningful accretion across all key metrics, including CFFO, FCF and NAVCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [P07][P07] Press release, highlightssupport debt reduction and continued progress toward an investment-grade credit profileCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm Its draft combined figures leave those savings out, and it warns that the deal may not add to earnings per share and could reduce them. [F04][F04] Pro forma introductionThe pro forma financial statements do not reflect future events that may occur after the consummation of the Devon EF Assets Acquisition, including, but not limited to, the anticipated realization of ongoing savingsCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O30][O30] Form S-3ASR, forward-looking statementsthe risk that the Devon EF Assets Acquisition, if completed, may not be accretive, and may be dilutive, to our earnings per shareCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm With the fields, Crescent expects 2026 spending on wells of about $1.75 billion, as if it had owned them all year. Its earlier plan was $1,325 million to $1,425 million, and the new figure uses the midpoint. So the fields add about $375 million of yearly spending. [D07][D07] Form 8-K, Item 8.01our capital expenditures (excluding acquisitions) for the year ending December 31, 2026 will be approximately $1.75 billion (assuming that the Devon EF Assets Acquisition had closed on January 1, 2026Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [R10][R10] Second quarter 2026 release, outlookDevelopment Capital ($ MM) $1,325 - $1,425 $1,325 - $1,425 0%Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm

Crescent launched a $1.0 billion stock sale on October 8. The underwriters, the banks selling the shares, can buy $150 million more within 30 days. [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O04][O04] Business Wire releaseThe Company expects to grant the underwriters a 30-day option to purchase up to $150,000,000 of additional shares of Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 At the $13.47 close on October 7, that is about 74 million new shares. With the extra, it is about 26% more shares. [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O04][O04] Business Wire releaseThe Company expects to grant the underwriters a 30-day option to purchase up to $150,000,000 of additional shares of Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O07][O07] Form S-3ASR, Description of Capital StockAs of October 6, 2026, 330,456,708 shares of Class A Common Stock were outstanding.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm KKR's Independence Energy Aggregator fund owns about 7.9% of the stock. It has indicated an interest in buying up to $500 million at the same price. If it bought that much at the October 7 close, its stake would be roughly 16%. [O03][O03] Business Wire releaseIndependence Energy Aggregator L.P. , an entity affiliated with KKR & Co. Inc., and a holder of approximately 7.9% of the Company’s Class A common stock, has indicated an interest in purchasing up to $500,000,000 of shares of Class A common stock at the public offering price and on the same termsBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O07][O07] Form S-3ASR, Description of Capital StockAs of October 6, 2026, 330,456,708 shares of Class A Common Stock were outstanding.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm The sale does not depend on the deal. If the deal fails, the money goes to general purposes, including repaying debt. [O05][O05] Business Wire releaseThe offering is not contingent on the completion of the Devon EF Assets Acquisition. If the Devon EF Assets Acquisition is not completed, the proceeds from the offering will be used for general corporate purposes, including the repayment of indebtedness of the CompanyBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1

Crescent also has a $2.0 billion bridge loan commitment from JPMorgan Chase Bank. A bridge loan is short-term debt meant to be replaced by bonds or stock, and this one is unsecured and lasts 364 days. [O62][O62] Form 8-K, Item 1.01the Company obtained a debt commitment letter from JPMorgan Chase Bank, N.A. for, among other things and subject to the satisfaction of certain customary terms and conditions, a bridge credit facility in an aggregate amount of up to $2.0 billionCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [F01][F01] Pro forma introductiona 364-day senior unsecured bridge loan facility in an aggregate principal amount of $2.0 billionCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm Crescent's draft combined figures use $248 million of cash and $2.0 billion from the bridge. They add $2.0 billion from its main credit line, and assume no stock or bond sale, which would shrink the bridge. [F02][F02] Pro forma introductionThe pro forma financial statements assume that the cash consideration for the Devon EF Assets Acquisition is funded with (i) cash on hand of $247.6 million, (ii) borrowings of $2.0 billion under the Bridge CommitmentCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [F03][F03] Pro forma introduction(iii) borrowings of $2.0 billion under the Crescent Revolving Credit FacilityCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O63][O63] Pro forma introductionThe pro forma financial statements do not give effect to any offering of debt or equity securities or other financing, the net cash proceeds of which would reduce the Bridge Commitment.Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm Total debt then rises from $5.17 billion to $9.14 billion, and cash falls to $17 million. [O17][O17] Pro forma balance sheetShort-term debt - 1,989,000 (a) 1,989,000Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O18][O18] Pro forma balance sheetLong-term debt 5,166,022 1,983,400 (a) 7,149,422Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O16][O16] Pro forma balance sheetCash and cash equivalents $ 264,882 $ (247,600) (a) $ 17,282Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm That uses nearly all of the $2.0 billion banks have committed to the credit line, which had nothing drawn at June 30. Crescent says it has commitments for debt financing options from JPMorgan and RBC Capital Markets. [O18][O18] Pro forma balance sheetLong-term debt 5,166,022 1,983,400 (a) 7,149,422Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [Q02][Q02] Form 10-Q, Note 7, Revolving Credit FacilityThe CEF Credit Agreement Amendment maintained the aggregate elected commitments at $ 2.0 billion.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q03][Q03] Form 10-Q, Note 7, Revolving Credit FacilityWe had no borrowings outstanding under the Revolving Credit Facility at June 30, 2026.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [P08][P08] Press release, Transaction FinancingCrescent has obtained commitments for certain debt financing options from JPMorgan Chase Bank, N.A. and RBC Capital Markets, LLC in connection with this transaction.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm

The draft assumes 7.41% interest on the bridge and 5.91% on the credit line. That is about $266 million a year on $4.0 billion. [F05][F05] Note 5, adjustment (c)Reflects pro forma interest expense on the Bridge Borrowings at an assumed interest rate of 7.41%, based on Term SOFR as of September 30, 2026 plus the initial margin of 3.50% applied to each period presented, and on the Revolver Borrowings at an assumed interest rate of 5.91%.Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [F02][F02] Pro forma introductionThe pro forma financial statements assume that the cash consideration for the Devon EF Assets Acquisition is funded with (i) cash on hand of $247.6 million, (ii) borrowings of $2.0 billion under the Bridge CommitmentCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [F03][F03] Pro forma introduction(iii) borrowings of $2.0 billion under the Crescent Revolving Credit FacilityCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm Crescent's older bonds pay 7.375% to 9.750% a year. Its 2031 convertible notes pay 2.750%. [O38][O38] Form 10-Q, Note 7, debt table9.750 % Senior Notes due 2030 302,149Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O46][O46] Form 10-Q, Note 7, debt table7.375 % Senior Notes due 2033 1,000,000Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O47][O47] Form 10-Q, Note 7, 2031 Convertible NotesIn March 2026, we issued $ 690.0 million aggregate principal amount of 2.750 % Convertible Senior Notes due 2031Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm First-half interest would have been $337 million instead of $204 million, about 65% more. Adjusted EBITDAX would still cover it about 6.2 times, down from about 7.3 times. [O21][O21] Pro forma statement of operations, six monthsInterest expense (204,397) - (132,760) (c) (337,157)Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O41][O41] Form 8-K, Item 8.01(or $251.8 million of net income, $2.1 billion of Adjusted EBITDAX and $0.8 billion of Levered Free Cash Flow after giving effect to the Devon EF Assets Acquisition and the related financing transactions)Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [O20][O20] Second quarter 2026 release, reconciliationAdjusted EBITDAX (non-GAAP) $ 797,940 $ 513,854 $ 1,487,671 $ 1,043,310Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm

At June 30, net debt was $4.90 billion, 1.6 times adjusted EBITDAX on the company's leverage test. On reported figures, operating income, depreciation and non-cash write-downs were about $2.39 billion over the past year. Net debt was about 2.0 times that. [R05][R05] Second quarter 2026 release, Net LeverageNet Debt $ 4,901 $ 3,965 $ 266 Adjusted EBITDAX for Leverage Ratio $ 3,137 $ 2,939 $ 198 Net Leverage 1.6x 1.3x 1.3xCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O36][O36] Second quarter 2026 release, statements of operationsIncome (loss) from operations 580,986 79,635 908,478 251,863Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O37][O37] Second quarter 2026 release, statements of operationsDepreciation, depletion and amortization 358,004 297,056 712,129 579,629 Impairment of oil and natural gas properties - 2,985 - 48,632Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O44][O44] Form 10-K, consolidated statements of operationsDepreciation, depletion and amortization 1,166,902 949,480 675,782 Impairment expense 254,551 161,542 153,495Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [O45][O45] Form 10-K, consolidated statements of operationsIncome (loss) from operations 229,279 218,462 324,740Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm After the deal and the stock sale, we estimate about 2.0 and 2.4 times on those two bases, against a credit line cap of 3.5 times. Both add the fields' margin over the past year, which is before overhead and was earned at high oil prices. [O17][O17] Pro forma balance sheetShort-term debt - 1,989,000 (a) 1,989,000Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O18][O18] Pro forma balance sheetLong-term debt 5,166,022 1,983,400 (a) 7,149,422Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O16][O16] Pro forma balance sheetCash and cash equivalents $ 264,882 $ (247,600) (a) $ 17,282Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [V01][V01] Statements of revenues and direct operating expensesOperating revenues $ 787,129 $ 473,580 $ 996,743 $ 1,107,685 Direct operating expenses 163,156 126,114 264,953 242,821 Excess of revenues over direct operating expenses $ 623,973 $ 347,466 $ 731,790 $ 864,864Statements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [V02][V02] Notes, basis of presentationThe statements do not include general and administrative expense, effects of derivative transactions, interest income or expenseStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [O51][O51] Credit agreement, Section 9.01(a)the Borrower will not permit the Consolidated Total Debt to Consolidated EBITDAX Ratio as of the last day for any Test Period to be greater than 3.5 to 1.0Crescent Energy Finance credit agreement as amended, Exhibit 10.48 to the 2025 Form 10-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/ex-1048revisedwfb_crescent.htm The line also requires a current ratio, short-term assets over short-term bills, of at least 1.0. That test counts unused credit line as an asset and leaves out debt coming due, so drawing down the line shrinks its cushion. Crescent says it met its covenants at June 30. [O52][O52] Credit agreement, Section 9.01(b)the Borrower will not permit the Current Ratio as of the last day of any Test Period to be less than 1.0 to 1.0Crescent Energy Finance credit agreement as amended, Exhibit 10.48 to the 2025 Form 10-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/ex-1048revisedwfb_crescent.htm [O53][O53] Credit agreement, definitionsplus the Available CommitmentCrescent Energy Finance credit agreement as amended, Exhibit 10.48 to the 2025 Form 10-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/ex-1048revisedwfb_crescent.htm [O54][O54] Credit agreement, definitions(b) the current portion of any Funded DebtCrescent Energy Finance credit agreement as amended, Exhibit 10.48 to the 2025 Form 10-KOpen exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/ex-1048revisedwfb_crescent.htm [Q04][Q04] Form 10-Q, Note 7, Revolving Credit FacilityAt June 30, 2026, we were in compliance with each of the covenants under the Revolving Credit FacilityCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm Apart from the bridge, its first maturity is a $45.5 million term loan at its minerals subsidiary in 2029. [Q10][Q10] Form 10-Q, Note 7, debt tableCRF Term Loan 45,500 - - 2/23/2029Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm

If debt paid for everything, Crescent's figures show first-half levered free cash flow of about $0.8 billion. That is roughly 30% more than the actual $609.5 million. Net income would have been $251.8 million instead of $74.5 million. [O41][O41] Form 8-K, Item 8.01(or $251.8 million of net income, $2.1 billion of Adjusted EBITDAX and $0.8 billion of Levered Free Cash Flow after giving effect to the Devon EF Assets Acquisition and the related financing transactions)Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [O40][O40] Second quarter 2026 release, reconciliationLevered Free Cash Flow (non-GAAP) $ 417,678 $ 170,875 $ 609,517 $ 412,452Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O33][O33] Pro forma statement of operations, six monthsNet income (loss) 74,528 623,973 (446,695) 251,806Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm A stock or bond sale would shrink the bridge and cut that interest, but new stock adds shares, so the gain per share depends on the sale price. [O63][O63] Pro forma introductionThe pro forma financial statements do not give effect to any offering of debt or equity securities or other financing, the net cash proceeds of which would reduce the Bridge Commitment.Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm

Beyond the new shares, the convertible notes could add about 46.3 million shares at their first conversion rate. That rate is about $14.89 a share, above the $13.47 close. Crescent can settle them in cash, and its capped calls offset dilution up to $22.48 a share. [O47][O47] Form 10-Q, Note 7, 2031 Convertible NotesIn March 2026, we issued $ 690.0 million aggregate principal amount of 2.750 % Convertible Senior Notes due 2031Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O48][O48] Form 10-Q, Note 7, 2031 Convertible Notesan initial conversion rate of 67.1456 shares of Class A Common Stock per each $1,000 principal amountCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q05][Q05] Form 10-Q, Note 7, 2031 Convertible Noteswhich represents an initial conversion price of approximately $ 14.89 per share of Class A Common StockCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [Q07][Q07] Form 10-Q, Note 7, 2031 Convertible NotesUpon conversion, we may settle the conversions by paying or delivering, as applicable, in cash, shares of Class A Common Stock, or a combination thereof, at our election.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q06][Q06] Form 10-Q, Note 7, 2031 Convertible Notessubject to the initial cap price of $ 22.48 per share of Class A Common StockCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm The KKR Manager's incentive plan could add up to about 19 million shares. At target it would have earned 28.5 million at the end of 2025. Counting all of these, the count could reach about 470 million, or about 481 million with the extra shares. [O49][O49] Form 10-K, Item 12, equity compensation plansthe number of shares issuable in respect of the Incentive Compensation is limited by the number of shares available for issuance under the Manager Incentive Plan, which was equal to 18,954,130 as of December 31, 2025Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [O50][O50] Form 10-K, Item 12, equity compensation plansIf the performance goals applicable to the Incentive Compensation became earned at target performance as of December 31, 2025, 28,508,063 shares of Class A Common Stock wouldCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [O07][O07] Form S-3ASR, Description of Capital StockAs of October 6, 2026, 330,456,708 shares of Class A Common Stock were outstanding.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O47][O47] Form 10-Q, Note 7, 2031 Convertible NotesIn March 2026, we issued $ 690.0 million aggregate principal amount of 2.750 % Convertible Senior Notes due 2031Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O48][O48] Form 10-Q, Note 7, 2031 Convertible Notesan initial conversion rate of 67.1456 shares of Class A Common Stock per each $1,000 principal amountCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O04][O04] Business Wire releaseThe Company expects to grant the underwriters a 30-day option to purchase up to $150,000,000 of additional shares of Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 Lenders come first: the main credit line is secured, while no subsidiary backs the convertible notes, so they rank behind all subsidiary debt. [Q09][Q09] Form 10-Q, Note 7, Revolving Credit FacilityWe are party to a senior secured reserve-based revolving credit agreementCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q08][Q08] Form 10-Q, Note 7, 2031 Convertible NotesBecause the 2031 Convertible Notes are not guaranteed by any of the Company's subsidiaries, the 2031 Convertible Notes are structurally subordinated to all indebtedness and other liabilities, including the Revolving Credit FacilityCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm

The $0.12 quarterly dividend on about 74 million new shares would cost about $36 million a year. In the first half, diluted earnings per share were $0.21 under standard accounting and $1.20 adjusted. Dividends for the half were $0.24 a share. [O19][O19] Second quarter 2026 release, highlightsDeclared a fixed quarterly dividend of $0.12 per shareCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [R14][R14] Second quarter 2026 release, statements of operationsClass A common stock - diluted $ 1.30 $ 0.60 $ 0.21 $ 0.67Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm [R15][R15] Second quarter 2026 release, Adjusted Net IncomeAdjusted EPS $ 0.69 $ 0.40 $ 1.20 $ 0.96Crescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm About $336 million of buyback authority remained at June 30. [O42][O42] Second quarter 2026 release, Shareholder Returnhas approximately $336 million of availability remainingCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm

KKR sits on several sides. Its fund may buy up to half the stock, and KKR Capital Markets is one of three lead underwriters. [O03][O03] Business Wire releaseIndependence Energy Aggregator L.P. , an entity affiliated with KKR & Co. Inc., and a holder of approximately 7.9% of the Company’s Class A common stock, has indicated an interest in purchasing up to $500,000,000 of shares of Class A common stock at the public offering price and on the same termsBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O22][O22] Business Wire releaseJ.P. Morgan, KKR Capital Markets LLC and Raymond James are serving as joint book-running managers for the offering.Business Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 KKR Capital Markets was paid $5.0 million on Crescent's convertible note sale in March 2026. The Manager's yearly fee rises by 1.5% of the net proceeds of any new stock. So this sale adds about $15 million a year unless the terms change. [Q14][Q14] Form 10-Q, Note 11, KKR Capital MarketsIn March 2026, in connection with our offering of 2031 Convertible Notes, we paid fees to our underwriting syndicate, of which $ 5.0 million was paid to KCM.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q12][Q12] Form 10-Q, Note 11, Management AgreementManager Compensation will increase by an amount equal to 1.5 % per annum of the net proceeds from all future issuances of our primary equity securities by the Company (including in connection with acquisitions).Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 The Manager's stock awards are also sized against shares outstanding, so they grow with the count. Crescent amended the agreement to cap the fee increase for the Vital, SilverBow and Ridgemar deals. If Crescent declines to renew the agreement, it owes three times the Manager's average yearly fee plus its average vested stock awards. [Q13][Q13] Form 10-Q, Note 11, Incentive CompensationAccordingly, as our Class A Common Stock share count increases, the number of equity-classified Manager PSU target shares of our Class A Common Stock granted under the Crescent Energy Company 2021 Manager Incentive Plan increases.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [K05][K05] Form 10-K, Item 1, Management AgreementThe Management Agreement was amended in 2025 and 2024 to cap the increase of the Manager Compensation in connection with the Vital Energy Merger, SilverBow Merger and Ridgemar Acquisition.Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [K08][K08] Form 10-K, Item 1, Management Agreementwe shall pay the Manager a termination fee equal to three (3) times the sum of (i) the average annual Manager Compensation and (ii) the average of the Incentive CompensationCrescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm

JPMorgan is one of Crescent's two financial advisers on the deal, with Jefferies. Its bank provides the bridge loan commitment, and it is a lead underwriter of the stock sale. [O61][O61] Press release, AdvisorsCrescent's financial advisors in connection with the acquisition are Jefferies LLC and J.P. Morgan Securities LLC.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [O62][O62] Form 8-K, Item 1.01the Company obtained a debt commitment letter from JPMorgan Chase Bank, N.A. for, among other things and subject to the satisfaction of certain customary terms and conditions, a bridge credit facility in an aggregate amount of up to $2.0 billionCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [O22][O22] Business Wire releaseJ.P. Morgan, KKR Capital Markets LLC and Raymond James are serving as joint book-running managers for the offering.Business Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1

In late September, shortly before the deal, chief executive David Rockecharlie acquired 900,000 shares at no cost. Finance chief Brandi Kendall and officer John Rynd got 300,000 each, insider filings show. The filings code the acquisitions J, meaning other acquisition. [G01][G01] Form 4, Table IClass A common stock, par value $0.0001 per share 09/23/2026 J 900,000 (1) A $ 0 1,107,341 DForm 4 for David Rockecharlie, chief executive officer, filed September 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000132/xslF345X06/wk-form4_1790368187.xml [G03][G03] Form 4, Table IClass A common stock, par value $0.0001 per share 09/23/2026 J 300,000 (1) A $ 0 356,023 DForm 4 for Brandi Kendall, chief financial officer, filed September 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000131/xslF345X06/wk-form4_1790368167.xml [G04][G04] Form 4, Table IClass A common stock, par value $0.0001 per share 09/23/2026 J 300,000 (1) A $ 0 339,684 DForm 4 for John Rynd, officer, filed September 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000130/xslF345X06/wk-form4_1790368142.xml

The bull case starts with fit. Crescent already owns minerals under these fields and runs wells nearby. After its Permian deal, it raised its savings target to $250 million to $300 million, about three times the first goal. [P12][P12] Press release, highlightsCrescent's longstanding minerals ownership across the acquired assets, nearby operations and deep technical knowledge provide differentiated insight and conviction in the assets.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm [R11][R11] Second quarter 2026 release, Permian Optimizationincreased its synergy target to approximately $250 million to $300 million, roughly three times its original target, with approximately $190 million captured to dateCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm It says it has captured about $190 million of those savings so far. [R11][R11] Second quarter 2026 release, Permian Optimizationincreased its synergy target to approximately $250 million to $300 million, roughly three times its original target, with approximately $190 million captured to dateCrescent Energy second quarter 2026 results release, Exhibit 99.1 to Form 8-K, August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000112/exhibit991q22026earningsre.htm The fields earned $624 million above direct costs in the first half of 2026. Crescent says its wells decline more slowly than many peers'. But adding Devon's fields lifts the expected 2026 decline of its producing wells to about 32% from 29%. [V01][V01] Statements of revenues and direct operating expensesOperating revenues $ 787,129 $ 473,580 $ 996,743 $ 1,107,685 Direct operating expenses 163,156 126,114 264,953 242,821 Excess of revenues over direct operating expenses $ 623,973 $ 347,466 $ 731,790 $ 864,864Statements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm [O43][O43] Form 10-K, Item 1These decline rates are generally lower than those of many industry peers.Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm [D14][D14] Form 8-K, Item 8.01an estimated 2026 PDP decline rate of approximately 32%Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [O32][O32] Form 10-K, Item 1an estimated 2026 PDP decline rate of 29%Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm

The bear case starts with oil prices. Recent results came while world oil prices topped $100 at times. [Q16][Q16] Form 10-Q, MD&A, Geopolitical developmentscausing global crude oil prices to surpass $100 per Bbl at timesCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm Crescent's own reserve value for the fields assumes about $70.60 oil. Its fixed-price oil swaps for 2027 average $62.40 a barrel. [D11][D11] Form 8-K, Item 8.01, reserves footnoteThe average adjusted product prices over the remaining lives of the properties are $70.60 per barrel of oil, $3.30 per Mcf of natural gas and $25.88 per barrel of NGLs as of September 30, 2026 for the Devon EF Assets.Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [D10][D10] Form 8-K, Item 8.01, hedge tableCrude oil swaps - WTI (Bbls): 2026 5,253 $64.62 2027 5,490 $62.40Crescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm Second, Crescent is selling stock with the share price about 12% below its September 15 close and below the $14.89 conversion price. Third, if the stock sale falls short, the plan leans on nearly all its credit line and a 364-day bridge at about 7.4%. [M01][M01] IEXCRGY closed at $15.38 on September 15, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [Q05][Q05] Form 10-Q, Note 7, 2031 Convertible Noteswhich represents an initial conversion price of approximately $ 14.89 per share of Class A Common StockCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O18][O18] Pro forma balance sheetLong-term debt 5,166,022 1,983,400 (a) 7,149,422Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [F09][F09] Note 5, adjustment (a)presented as short-term debt because the Bridge Borrowings mature 364 days after the closing of the Devon EF Assets AcquisitionCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm [F05][F05] Note 5, adjustment (c)Reflects pro forma interest expense on the Bridge Borrowings at an assumed interest rate of 7.41%, based on Term SOFR as of September 30, 2026 plus the initial margin of 3.50% applied to each period presented, and on the Revolver Borrowings at an assumed interest rate of 5.91%.Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm Fourth, common holders do not elect directors, and KKR earns fees from the financing and the bigger company. The company itself warns that the deal may not add to earnings per share. [O15][O15] Form S-3ASR, Class A Common Stock voting rightsholders of our Class A Common Stock will not be entitled to elect directorsCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O22][O22] Business Wire releaseJ.P. Morgan, KKR Capital Markets LLC and Raymond James are serving as joint book-running managers for the offering.Business Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [Q12][Q12] Form 10-Q, Note 11, Management AgreementManager Compensation will increase by an amount equal to 1.5 % per annum of the net proceeds from all future issuances of our primary equity securities by the Company (including in connection with acquisitions).Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [O30][O30] Form S-3ASR, forward-looking statementsthe risk that the Devon EF Assets Acquisition, if completed, may not be accretive, and may be dilutive, to our earnings per shareCrescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm

Crescent stock closed at $15.38 on September 15, the first day in our price data. It closed at $12.89 on September 30. By October 6 it had risen about 6%, to $13.63. [M01][M01] IEXCRGY closed at $15.38 on September 15, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M02][M02] IEXCRGY closed at $12.89 on September 30, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M03][M03] IEXCRGY closed at $13.63 on October 6, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ Over the same days, the XOP fund of oil and gas producers rose about 5%, and Devon and SM Energy rose about 4% each. It closed at $13.47 on October 7, the last close before the news. Our data is too short to give the range for the past year. [M04][M04] IEXXOP closed at $179.27 on September 30, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M05][M05] IEXXOP closed at $188.47 on October 6, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M06][M06] IEXDVN closed at $46.05 on September 30, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M07][M07] IEXDVN closed at $48.02 on October 6, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M08][M08] IEXSM closed at $33.82 on September 30, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [M09][M09] IEXSM closed at $35.11 on October 6, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm

Watch the stock sale's price and size first, then the underwriters' 30-day option. Third-quarter results come next; last year they came on November 3. Closing should follow in the fourth quarter of 2026 or early 2027, with the bridge, if drawn, due 364 days later. [O39][O39] Business Wire releasethere can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offeringBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O04][O04] Business Wire releaseThe Company expects to grant the underwriters a 30-day option to purchase up to $150,000,000 of additional shares of Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [N01][N01] Form 8-K, Item 2.02On November 3, 2025 , Crescent Energy Company (the "Company") announced its financial and operating results for the quarter ended September 30, 2025Crescent Energy Form 8-K on third quarter 2025 results, filed November 3, 2025Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617525000166/crgy-20251103.htm [D04][D04] Form 8-K, Item 1.01is expected to close in the fourth quarter of 2026 or early 2027, subject to customary closing conditions and regulatory approvalsCrescent Energy Form 8-K on the purchase of Devon's Eagle Ford assets, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/crgy-20261008.htm [F09][F09] Note 5, adjustment (a)presented as short-term debt because the Bridge Borrowings mature 364 days after the closing of the Devon EF Assets AcquisitionCrescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm Our call is a yes on the share count in the next quarterly report. The 330.5 million shares now plus about 74 million new ones make about 405 million, above the threshold in our call. It fails only if the sale is pulled, shrinks well below $1.0 billion, or prices far above the October 7 close. [O07][O07] Form S-3ASR, Description of Capital StockAs of October 6, 2026, 330,456,708 shares of Class A Common Stock were outstanding.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm [O01][O01] Business Wire release, first paragraphtoday announced the commencement of an underwritten public offering of $1,000,000,000 of its Class A common stockBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1 [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm

The price of the new shares, and so how many will be sold. Crescent's release says there is no assurance about whether or when the sale is completed, or its final size or terms. [O39][O39] Business Wire releasethere can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offeringBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1

How much the KKR fund will actually buy. The release says only that it has indicated an interest in up to $500 million. [O03][O03] Business Wire releaseIndependence Energy Aggregator L.P. , an entity affiliated with KKR & Co. Inc., and a holder of approximately 7.9% of the Company’s Class A common stock, has indicated an interest in purchasing up to $500,000,000 of shares of Class A common stock at the public offering price and on the same termsBusiness Wire via FT.com · Read October 8, 2026Open source ↗https://markets.ft.com/data/announce/detail?dockey=600-202610080723BIZWIRE_USPRX____20261008_BW004662-1

The deposit, break fees, deadline and remedies in the purchase agreement, which Crescent described but did not file.

The deal's price multiple and how much it adds per share, by Crescent's own math. Crescent put an investor presentation on its website, and it is not in its filings. [P14][P14] Press release, Conference Call DetailsAn investor presentation regarding the transaction can be found at www.crescentenergyco.com.Crescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm

How much of the price is for Devon's mineral rights. Crescent gave no split.

What debt will replace the bridge, at what rate, and what rating firms think. The draft figures use a 7.41% bridge rate. [F05][F05] Note 5, adjustment (c)Reflects pro forma interest expense on the Bridge Borrowings at an assumed interest rate of 7.41%, based on Term SOFR as of September 30, 2026 plus the initial margin of 3.50% applied to each period presented, and on the Revolver Borrowings at an assumed interest rate of 5.91%.Crescent Energy unaudited pro forma combined financial statements, Exhibit 99.5 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit995-8xkoctober2026.htm

The result of the October 1, 2026 borrowing base review, which sets how much banks will lend against Crescent's reserves. Banks committed $2.0 billion to the line at June 30. [Q19][Q19] Form 10-Q, Note 7, Revolving Credit Facilitythe scheduled redetermination date for the October 1, 2026 scheduled redeterminationCrescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm [Q02][Q02] Form 10-Q, Note 7, Revolving Credit FacilityThe CEF Credit Agreement Amendment maintained the aggregate elected commitments at $ 2.0 billion.Crescent Energy quarterly report on Form 10-Q for the quarter ended June 30, 2026, filed August 3, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000114/crgy-20260630.htm

Crescent's debt target for the combined company. It says only that the deal keeps it on a path toward an investment-grade rating. [P07][P07] Press release, highlightssupport debt reduction and continued progress toward an investment-grade credit profileCrescent Energy press release on the Devon Eagle Ford purchase, Exhibit 99.1 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit991-8xkoctober2026.htm

Whether Crescent will hedge the oil from Devon's fields, and at what prices. Devon's figures leave out hedges. [V02][V02] Notes, basis of presentationThe statements do not include general and administrative expense, effects of derivative transactions, interest income or expenseStatements of revenues and direct operating expenses of Devon's Eagle Ford properties, Exhibit 99.4 to Form 8-K, October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065385/exhibit994-8xkoctober2026.htm

Whether the Manager's fee increase will be capped for this deal, as it was for the Vital, SilverBow and Ridgemar deals. [K05][K05] Form 10-K, Item 1, Management AgreementThe Management Agreement was amended in 2025 and 2024 to cap the increase of the Manager Compensation in connection with the Vital Energy Merger, SilverBow Merger and Ridgemar Acquisition.Crescent Energy annual report on Form 10-K for 2025, filed February 25, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000186617526000026/crgy-20251231.htm

How the stock took the news. Our price data ends on October 6, and the October 7 close comes from the shelf filing. [M03][M03] IEXCRGY closed at $13.63 on October 6, 2026 (IEX)IEX closing prices for CRGY, XOP, DVN and SM, September 15 to October 6, 2026Open source ↗https://iextrading.com/trading/market-data/ [O02][O02] Form S-3ASR, prospectus coverThe closing price for our Class A Common Stock on October 7, 2026, was $13.47 per share, as reported on the NYSE.Crescent Energy shelf registration statement on Form S-3ASR, filed October 8, 2026Open exact filing on SEC EDGAR ↗https://www.sec.gov/Archives/edgar/data/1866175/000162828026065388/crgy-sx3asroctober2026.htm