Glass Lewis Urges Hess Shareholders to Vote for Chevron Deal

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(Hess, 20.May.2024) — Hess Corporation (NYSE: HES) announced that independent proxy voting and corporate governance advisory firm Glass, Lewis & Co. has recommended that Hess shareholders vote FOR the proposed merger with Chevron.

In its report, Glass Lewis notes “the strategic and financial merits of the proposed merger are sound and reasonable” and that “Hess shareholders will have the opportunity to participate in the potential future upside of the combined company.”

CEO John Hess said: “We are pleased that Glass Lewis recognizes the value of this strategic transaction for shareholders and supports the Board of Directors’ unanimous recommendation for our proposed merger with Chevron. We strongly believe that voting FOR the all-stock Chevron transaction now is the best, most accretive value option for our shareholders and look forward to the successful completion of our merger.”

Benefits to shareholders

The company reiterates a number of reasons for Hess shareholders to support the merger. This strategic transaction locks in the value for Hess shareholders at its all-time high price, providing shareholders approximately 15% ownership of a premier supermajor with a world class portfolio of investment opportunities. Increased cash returns including dividends and share repurchases to Hess shareholders upon closing are expected to be nearly 9 times the current level and represent significant additional financial value above the premium paid.

Additionally, by combining two strong companies, Hess shareholders will benefit from greater asset and geographic diversification, exposure to a stronger and industry leading balance sheet, the ability to realize various operational and cost synergies, and expanded global partnerships. The proposed all-stock deal allows current Hess shareholders to continue to participate in the upside of Chevron’s free cash flow growth.

Shareholders with questions about voting their shares of Hess common stock should contact Hess’ proxy solicitor, MacKenzie Partners, Inc. by phone at (212) 929-5500 / Toll-Free: (800) 322-2885 or email at proxy@mackenziepartners.com.

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