ConocoPhillips CEO Ryan Lance announced a $22.5 billion all-stock acquisition of Marathon Oil.

The deal arose as an unexpected opportunity a few weeks ago.

Marathon Oil favored an all-stock deal, and ConocoPhillips is confident in a clean antitrust review.

Speculation of a rival bid from Devon Energy has emerged, following previous talks between Devon Energy and Marathon Oil.

The deal is set to close in the fourth quarter of 2024, with Marathon shareholders receiving 0.255 shares of ConocoPhillips for each share.

ConocoPhillips plans to boost its dividend and buyback program, targeting at least $7 billion in share buybacks in the first year.

The merger is expected to have immediate positive impacts on earnings and cash flow, with anticipated cost and capital savings of at least $500 million.

Marathon shares surged by 10.6% to $29.23, while ConocoPhillips shares dropped by 1.3% to $117.42 at market open.

The FTC will play a crucial role in determining the timeline for approval.