Acquisition BUSINESS COMBINATIONS (Notes)

12 Months Ended

Dec. 31, 2019

Acquisition [Abstract]

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

ACQUISITION

In January 2020, we merged with SRC in a transaction valued at $1.7 billion, inclusive of SRC's net debt. Upon closing, we issued approximately 39 million shares of our common stock to SRC shareholders and holders of SRC equity awards, reflecting the issuance of 0.158 of a share of our common stock in exchange for each outstanding share of SRC common stock and the cancellation of outstanding SRC equity awards pursuant to the terms of the Merger Agreement. We expect to account for the SRC Acquisition under the acquisition method of accounting for business combinations and are currently in the process of determining preliminary estimated acquisition date fair values of identifiable assets acquired and liabilities assumed. During 2019, we recorded transaction costs related to the SRC Acquisition of $7.3 million, which are included in general and administrative expense.

As result of closing the SRC Acquisition, the borrowing base on our revolving credit facility increased to $2.1 billion and we elected to increase the aggregate commitment amount under our revolving credit facility to $1.7 billion. As part of the SRC acquisition, we assumed the SRC Senior Notes and paid off and terminated SRC's revolving credit facility, which had an outstanding balance of $165.0 million at closing. The indenture governing the SRC Senior Notes has a change of control provision pursuant to which, if a “Change of Control” occurs, the issuer is required to make an offer to repurchase the SRC Senior Notes at a price equal to 101 percent of the principal amount of the notes, together with any accrued and unpaid interest to the date of purchase. It was determined that the SRC Acquisition did result in a "Change of Control", and on January 17, 2020, we commenced an offer to repurchase the outstanding SRC Senior Notes. Upon expiration of the repurchase offer on February 18, 2020, holders of $447.7 million of the outstanding SRC Senior Notes accepted our redemption offer for a total redemption price of approximately $452.2 million, plus accrued and unpaid interest of $6.2 million. We funded the repurchase with proceeds from our revolving credit facility.

Additionally, in August 2019, effective upon on the closing of the SRC Acquisition, our Board approved an increase and extension to the Stock Repurchase Program from $200 million to $525 million with a target completion date of December 31, 2021.