Berry (BRY) investor relations material

Deal rationale and strategic fit

• Creates California's leading energy platform by combining complementary, low-decline conventional assets and expanding operational scale, with a focus on local production and decarbonization.

• Adds 20,000 barrels/day of Brent-linked production, 20,000 net acres, and high-quality oil-weighted reserves, including a significant Uinta Basin position.

• Integration of well services subsidiary enhances operations, secures supply chain, and mitigates cost inflation.

• Provides permits for a one-rig drilling program through 2026 and supports California's energy needs amid legislative support.

• Supports California's decarbonization and emission reduction goals.

Financial terms and conditions

• All-stock transaction values the acquired company at approximately $717 million, including 5.8 million shares and $408 million of assumed net debt, with a fixed exchange ratio of 0.0718 shares per target share and a 15% premium to the target's closing price.

• Combined entity enterprise value exceeds $6 billion based on recent closing prices.

• CRC/acquirer shareholders will own about 94% of the combined company post-closing.

• Transaction valued at 2.9x 2025 consensus EBITDAX and $30,000 per flowing barrel.

• Pro forma company will have 652 MMBoe in proved reserves and 161 MBoe/d in total net production.

Synergies and expected cost savings

• Targeting $80–90 million in annual synergies within 12 months, about 12% of transaction value, with 50% realized within six months.

• Synergies expected from corporate, operating, supply chain, and debt refinancing efficiencies.

• Net present value of cumulative synergies over 10 years estimated at ~$500 million (discounted at 10%).

• Pro forma free cash flow per share expected to improve by ~14% before synergies.

• Integration approach informed by prior successful merger, with confidence in achieving targets.