Chevron and Hess to FTC: Hit Pause on Our Merger Mayhem!
Published Date: 4/17/2025
Notice
Summary
Chevron and Hess want the FTC to reopen and cancel a decision about their merger from January 2025. This affects both companies and anyone watching big business deals, with a chance to share opinions by May 12, 2025. The FTC will decide within 120 days if they’ll change the original order, which could impact how the companies operate and possibly their finances.
Analyzed Economic Effects
3 provisions identified: 2 benefits, 1 costs, 0 mixed.
FTC Order Bars Hess from Chevron Board
The Federal Trade Commission's Order (final January 17, 2025) prohibits Chevron from nominating, designating, or appointing Hess CEO John B. Hess to Chevron's Board and from letting him serve in advisory or consultative roles except for limited interactions listed in the Order. The Order, which will terminate in ten years, means Chevron cannot fulfill the merger covenant to appoint Mr. Hess and respondents say it deprives shareholders of his board service.
Hess Shareholders to Receive $53 Billion in Chevron Stock
Under the Merger Agreement, Hess shareholders will receive Chevron voting shares with an aggregate value of approximately $53 billion at signing, and after closing Hess shareholders will hold about 15 percent of Chevron's outstanding voting securities. These are the stated transaction consideration and post-close ownership figures.
Respondents Say Setting Aside Order Would Boost Energy Investment
The petitioners argue that reopening and setting aside the Order would serve the public interest by promoting continued investment in oil and gas supply, which they say benefits consumers, downstream industries, and U.S. national and energy security. The filing cites Hess's reported production growth (from 101 million barrels oil equivalent in 2018 to 144 million in 2023) and projected 14% compound annual growth rate for 2023–2025 as evidence.
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