March 13 (Reuters) - Kimmeridge Energy Management has

submitted a new offer to acquire SilverBow Resources ( SBOW )

that values the U.S. oil and gas producer at close to $2.1

billion, including debt, according to people familiar with the

matter.

The offer is a variation of previous unsuccessful bids for

SilverBow that Kimmeridge has mounted over the last two years,

the sources said. It would combine SilverBow with Kimmeridge's

gas-producing assets in South Texas, which Kimmeridge values at

about $1.4 billion, including debt, the sources added.

Under the proposal which Kimmeridge has made to SilverBow's

board of directors, SilverBow shareholders would be rolling

their equity into the combined company at a valuation of $34 per

share, according to the sources. SilverBow shares ended trading

on Tuesday at $31.72.

As well as contributing its South Texas assets, Kimmeridge

would inject $500 million into the combined company to help pay

down debt, the sources said. The investment firm would own a

majority of the combined company, which would remain publicly

listed, they added.

SilverBow said in an open letter to its shareholders on

March 1 that it entertained Kimmeridge's previous overtures

since July 2022 in vain, because Kimmeridge could not secure the

necessary financing.

Kimmeridge's latest offer includes letters from financial

institutions that have indicated they are confident they can

bankroll the deal, the sources said.

A SilverBow spokesperson did not immediately respond to a

request for comment on Kimmeridge's latest offer. A Kimmeridge

spokesperson also did not immediately respond.

Kimmeridge is the largest shareholder in SilverBow with a

12.9% stake. Last month, Kimmeridge said it would nominate three

directors to join SilverBow's board at its annual shareholder

meeting. It said in November it backed calls by another large

SilverBow shareholder, Riposte Capital, for board changes to

address governance and performance concerns.

SilverBow's operations are in the Eagle Ford shale formation

in south Texas, adjacent to Kimmeridge's assets. The tie-up

would create one of the biggest energy producers solely focused

on the Eagle Ford, which would leverage better economies of

scale and whose location makes it favorable for supplying key

export terminals for liquefied natural gas on the Gulf coast.