FILED BY RANGE RESOURCES CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 AND DEEMED FILED PURSUANT TO RULE 14a-12 UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: MEMORIAL RESOURCE DEVELOPMENT CORP FILE…
Memorial Resource Development Overview Northern Louisiana pure play Strong position in the high-quality Terryville Field 220,000 net surface acres with stacked pay potential Over 5+ Tcfe of net resource potential not including…
Transaction Rationale High-quality unconventional reservoir with low risk, repeatability and high-margin production High-Quality Valuation primarily based on the overpressured Cotton Valley Upper Red horizon Assets Stacked-pay…
Combining Two High Quality Assets SW Terryville Acreage in N. Louisiana Appalachia Marcellus Acreage in Northern Louisiana Pennsylvania Low risk and high repeatability Low risk and high repeatability Near-term focus primarily on…
Marketing and Operational Efficiencies Marketing Marcellus MRDs position gives Range a presence in the Gulf Coast in advance of additional transportation availability out of Appalachia Opportunities to optimize Ranges…
Immediately Accretive & Credit Enhancing Pro Forma Annual Consensus Metrics* Existing RRC % Change RRC 2016E Production 520 Bcfe 670 Bcfe +29% 2016E Production per day 1,420 Mmcfe 1,830 Mmcfe +29% 2016E Cash Flow 375 Million 780…
Strong Balance Sheet and Financial Capacity Deleveraging transaction Recently Reaffirmed Credit Facilities No near-term debt maturities Drawn Remaining (As of 03/31/16) Committed Amount* Both credit facilities were 2 Billion…
Financial Benefits Increasing Flexibility & Reducing Risk This acquisition provides Range an additional high-quality asset that competes on rates of return, with geographic diversity near seasonally strong (Northeast) and growing…
Portfolio Strength The combined portfolio enables additional flexibility for future development, marketing capability and pricing resilience. MRD Range Northern Louisiana Appalachia 220,000 Net Core Surface Acres Acreage Position…
Transaction Details Range Resources (Range) merges with Memorial Resource Development (MRD) for 0.375 shares of Range per MRD share; All-stock transaction Consideration Implied value of 15.75 per MRD share, a 17% premium based on…
Benefits of Merger with MRD Consolidating two of the highest quality natural gas producers in North America creates a premier natural gas company Strong position in the core of the Appalachian Basin in proximity to major Northeast…