The transaction was subject to review by the Federal Trade Commission.
Ryan Lance, chairman and CEO, stated, "This acquisition of Marathon Oil aligns perfectly with ConocoPhillips, enhancing our extensive, resilient, and varied portfolio while adhering to our rigorous financial criteria."
He added, "Marathon Oil contributes high-quality, low-cost supply assets that are strategically located next to our leading position in U.S. unconventional resources. We have a proven track record of effectively integrating assets and anticipate achieving synergies exceeding $1 billion on a run-rate basis within the next year."
Under the merger agreement, each share of Marathon Oil common stock was converted into the right to receive 0.255 shares of ConocoPhillips common stock at the merger's effective time, with cash provided for any fractional shares.
The two companies revealed the deal in late May, aiming to create the largest independent oil and gas producer in the U.S. As part of the acquisition, ConocoPhillips also took on $5.4 billion in net debt from Marathon. The share exchange offered Marathon shareholders a premium of 14.7% over the closing price of Marathon Oil common stock as of May 28, 2024.