NOBLE ENERGY, INC. (NYSE:NBL) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets.
our) closed the previously announced sale of our upstream assets
in northern West Virginia and southern Pennsylvania (the Upstream
Marcellus Assets Sale) to HG Energy II Appalachia, LLC. The
purchase price of $1.125 billion is subject to customary closing
price adjustments. An additional contingent amount of $100
million, structured as three separate payments of $33.3 million,
is payable to us should the average annual price realization at
Dominion South exceed $3.30 per million Btu in the individual
annual periods from 2018 through 2020. Estimated total proved
reserves associated with the divested properties were
approximately 253 MMBoe (comprised of 192 MMBoe of proved
developed and 61 MMBoe of proved undeveloped reserves) as of
December 31, 2016 and associated sales volumes were 72 MBoe per
day during first quarter 2017. We expect to use proceeds from the
transaction to pay down debt under our unsecured revolving credit
facility.
agreement for the Upstream Marcellus Assets Sale is qualified in
its entirety by reference to such agreement, which was filed on
May 5, 2017 with the Securities and Exchange Commission as
Exhibit 2.1 to our current report on Form 8-K and is incorporated
herein by reference.
9.01 is filed as Exhibit 99.2 to this Current Report on Form 8-K.
that it had completed the Upstream Marcellus Assets Sale. A copy
of our press release is furnished as Exhibit 99.1 to this current
report on Form 8-K and incorporated herein by reference.
sheet data at March 31, 2017 has been prepared to give effect to
the Upstream Marcellus Assets Sale as if it was completed on
March 31, 2017. The selected unaudited pro forma condensed
combined consolidated statement of operations data for the three
months ended March 31, 2017 and year ended December 31, 2016 have
been prepared to give effect to the Upstream Marcellus Assets
Sale as if it had been completed on January 1, 2016. In addition,
our unaudited pro forma financial information has been prepared
to include the effects of our acquisition of Clayton Williams
Energy Inc., which was completed on April 24, 2017. The unaudited
pro forma condensed combined consolidated balance sheet as of
March 31, 2017, and the unaudited proforma condensed combined
consolidated statement of operations for the three months ended
March 31, 2017 and year ended December 31, 2016 are filed as
exhibit 99.2 to this Current Report on Form 8-K and incorporated
herein by reference.
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2.1
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Purchase and Sale Agreement between Noble Energy, Inc.
and HG Energy II Appalachia, LLC dated May 1, 2017 (filed as Exhibit 2.1 to our Current Report on Form 8-K (Date of Report: May 1, 2017) filed on May 5, 2017 and incorporated herein by reference). |
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99.1
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Press release issued by Noble Energy, Inc., dated June
28, 2017. |
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99.2
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Unaudited pro forma condensed combined consolidated
balance sheet as of March 31, 2017 of Noble Energy, Inc. and the unaudited pro forma condensed combined consolidated statement of operations of Noble Energy, Inc. for the three months ended March 31, 2017 and year ended December 31, 2016. |
NOBLE ENERGY INC ExhibitEX-99.1 2 exhibit991marcellusupstrea.htm EXHIBIT 99.1 Exhibit Exhibit 99.1Jun 28,…To view the full exhibit click here About NOBLE ENERGY, INC. (NYSE:NBL)
Noble Energy, Inc. is an independent energy company engaged in crude oil, natural gas and natural gas liquids (NGLs) exploration and production. The Company’s portfolio is diversified between short-term and long-term projects, domestic and international and a balanced production mix among crude oil, natural gas and NGLs. The Company operates in over seven core areas, including the DJ Basin (onshore United States), the Marcellus Shale (onshore United States), Eagle Ford Shale (onshore United States), Permian Basin (onshore United States), the deepwater Gulf of Mexico (offshore United States), offshore West Africa and offshore Eastern Mediterranean. Its sanctioned projects include DJ Basin (onshore United States), Marcellus Shale (onshore United States), Eagle Ford Shale (onshore United States), Permian Basin (onshore United States), Gunflint (deepwater Gulf of Mexico) and Tamar Southwest (offshore Israel). Its proved reserves are approximately 1,420 million barrels oil equivalent.
