SAN RAMON, Calif. — Chevron Corp. has entered into a definitive agreement with Hess Corp. to acquire all of the outstanding shares of Hess in an all-stock transaction valued at $53 billion, or $171 per share based on Chevron’s closing price.

Under the terms of the agreement, Hess shareholders will receive 1.0250 shares of Chevron for each Hess share. The total enterprise value, including debt, of the transaction is $60 billion.

The combined company is expected to grow production and free cash flow faster and for longer than Chevron’s current five-year guidance. Hess CEO John Hess is expected to join Chevron’s Board of Directors.

The acquisition consideration is structured with 100% stock utilizing Chevron’s equity. In aggregate, upon closing of the transaction, Chevron will issue approximately 317 million shares of common stock. Total enterprise value of $60 billion includes net debt and book value of non-controlling interest.

For more information, visit chevron.com.