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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Noble Energy Inc | NYSE:NBL | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 24.62 | 0 | 01:00:00 |
Delaware
|
|
73-0785597
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. employer identification number)
|
1001 Noble Energy Way
|
|
|
Houston, Texas
|
|
77070
|
(Address of principal executive offices)
|
|
(Zip Code)
|
(281) 872-3100
(Registrant’s telephone number, including area code)
|
Large accelerated filer
x
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
|
|
(Do not check if a smaller reporting company)
|
|
Part I.
Financial Information
|
|
|
|
Item 1.
Financial Statements
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Item 4.
Controls and Procedures
|
|
|
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Part II.
Other Information
|
|
|
|
Item 1.
Legal Proceedings
|
|
|
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Item 1A.
Risk Factors
|
|
|
|
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Item 3.
Defaults Upon Senior Securities
|
|
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Item 4.
Mine Safety Disclosures
|
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Item 5.
Other Information
|
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Item 6.
Exhibits
|
|
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|
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Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Revenues
|
|
|
|
||||
Oil, Gas and NGL Sales
|
$
|
705
|
|
|
$
|
749
|
|
Income from Equity Method Investees
|
19
|
|
|
18
|
|
||
Total
|
724
|
|
|
767
|
|
||
Costs and Expenses
|
|
|
|
||||
Production Expense
|
272
|
|
|
254
|
|
||
Exploration Expense
|
163
|
|
|
65
|
|
||
Depreciation, Depletion and Amortization
|
617
|
|
|
454
|
|
||
General and Administrative
|
91
|
|
|
94
|
|
||
Other Operating (Income) Expense, Net
|
3
|
|
|
34
|
|
||
Total
|
1,146
|
|
|
901
|
|
||
Operating Loss
|
(422
|
)
|
|
(134
|
)
|
||
Other (Income) Expense
|
|
|
|
||||
Gain on Commodity Derivative Instruments
|
(44
|
)
|
|
(150
|
)
|
||
Interest, Net of Amount Capitalized
|
79
|
|
|
57
|
|
||
Other Non-Operating (Income) Expense, Net
|
(4
|
)
|
|
1
|
|
||
Total
|
31
|
|
|
(92
|
)
|
||
Loss Before Income Taxes
|
(453
|
)
|
|
(42
|
)
|
||
Income Tax Benefit
|
(166
|
)
|
|
(20
|
)
|
||
Net Loss
|
$
|
(287
|
)
|
|
$
|
(22
|
)
|
|
|
|
|
||||
Loss Per Share, Basic
|
$
|
(0.67
|
)
|
|
$
|
(0.06
|
)
|
Loss Per Share, Diluted
|
$
|
(0.67
|
)
|
|
$
|
(0.06
|
)
|
|
|
|
|
||||
Weighted Average Number of Shares Outstanding
|
|
|
|
||||
Basic
|
429
|
|
|
370
|
|
||
Diluted
|
429
|
|
|
370
|
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Net Loss
|
$
|
(287
|
)
|
|
$
|
(22
|
)
|
Other Items of Comprehensive Loss
|
|
|
|
||||
Net Change in Mutual Fund Investment
|
—
|
|
|
(11
|
)
|
||
Less Tax Benefit
|
—
|
|
|
3
|
|
||
Net Change in Pension and Other
|
—
|
|
|
1
|
|
||
Other Comprehensive Loss
|
—
|
|
|
(7
|
)
|
||
Comprehensive Loss
|
$
|
(287
|
)
|
|
$
|
(29
|
)
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
ASSETS
|
|
|
|
||||
Current Assets
|
|
|
|
||||
Cash and Cash Equivalents
|
$
|
953
|
|
|
$
|
1,028
|
|
Accounts Receivable, Net
|
531
|
|
|
450
|
|
||
Commodity Derivative Assets, Current
|
454
|
|
|
582
|
|
||
Other Current Assets
|
154
|
|
|
216
|
|
||
Total Current Assets
|
2,092
|
|
|
2,276
|
|
||
Property, Plant and Equipment
|
|
|
|
|
|
||
Oil and Gas Properties (Successful Efforts Method of Accounting)
|
31,209
|
|
|
31,220
|
|
||
Property, Plant and Equipment, Other
|
892
|
|
|
858
|
|
||
Total Property, Plant and Equipment, Gross
|
32,101
|
|
|
32,078
|
|
||
Accumulated Depreciation, Depletion and Amortization
|
(11,394
|
)
|
|
(10,778
|
)
|
||
Total Property, Plant and Equipment, Net
|
20,707
|
|
|
21,300
|
|
||
Other Noncurrent Assets
|
614
|
|
|
620
|
|
||
Total Assets
|
$
|
23,413
|
|
|
$
|
24,196
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
||||
Current Liabilities
|
|
|
|
|
|
||
Accounts Payable - Trade
|
$
|
1,005
|
|
|
$
|
1,128
|
|
Other Current Liabilities
|
601
|
|
|
677
|
|
||
Total Current Liabilities
|
1,606
|
|
|
1,805
|
|
||
Long-Term Debt
|
7,882
|
|
|
7,976
|
|
||
Deferred Income Taxes, Noncurrent
|
2,640
|
|
|
2,826
|
|
||
Other Noncurrent Liabilities
|
1,233
|
|
|
1,219
|
|
||
Total Liabilities
|
13,361
|
|
|
13,826
|
|
||
Commitments and Contingencies
|
|
|
|
|
|||
Shareholders’ Equity
|
|
|
|
|
|
||
Preferred Stock - Par Value $1.00 per share; 4 Million Shares Authorized, None Issued
|
—
|
|
|
—
|
|
||
Common Stock - Par Value $0.01 per share; 1 Billion Shares Authorized; 471 Million and 470 Million Shares Issued, respectively
|
5
|
|
|
5
|
|
||
Additional Paid in Capital
|
6,378
|
|
|
6,360
|
|
||
Accumulated Other Comprehensive Loss
|
(33
|
)
|
|
(33
|
)
|
||
Treasury Stock, at Cost; 38 Million Shares
|
(696
|
)
|
|
(688
|
)
|
||
Retained Earnings
|
4,398
|
|
|
4,726
|
|
||
Total Shareholders’ Equity
|
10,052
|
|
|
10,370
|
|
||
Total Liabilities and Shareholders’ Equity
|
$
|
23,413
|
|
|
$
|
24,196
|
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Cash Flows From Operating Activities
|
|
|
|
||||
Net Loss
|
$
|
(287
|
)
|
|
$
|
(22
|
)
|
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities
|
|
|
|
|
|
||
Depreciation, Depletion and Amortization
|
617
|
|
|
454
|
|
||
Asset Impairments
|
—
|
|
|
27
|
|
||
Dry Hole Cost
|
93
|
|
|
20
|
|
||
Gain on Extinguishment of Debt
|
(80
|
)
|
|
—
|
|
||
Loss on Asset Due to Terminated Contract
|
42
|
|
|
—
|
|
||
Deferred Income Tax Benefit
|
(186
|
)
|
|
(30
|
)
|
||
Loss from Equity Method Investees, Net of Dividends
|
(3
|
)
|
|
(18
|
)
|
||
Gain on Commodity Derivative Instruments
|
(44
|
)
|
|
(150
|
)
|
||
Net Cash Received in Settlement of Commodity Derivative Instruments
|
178
|
|
|
210
|
|
||
Stock Based Compensation
|
20
|
|
|
21
|
|
||
Other Adjustments for Noncash Items Included in Income
|
37
|
|
|
11
|
|
||
Changes in Operating Assets and Liabilities
|
|
|
|
|
|
||
(Increase) Decrease in Accounts Receivable
|
(38
|
)
|
|
107
|
|
||
Decrease in Accounts Payable
|
(24
|
)
|
|
(71
|
)
|
||
(Decrease) Increase in Current Income Taxes Payable
|
(16
|
)
|
|
3
|
|
||
Other Current Assets and Liabilities, Net
|
(64
|
)
|
|
(51
|
)
|
||
Other Operating Assets and Liabilities, Net
|
6
|
|
|
30
|
|
||
Net Cash Provided by Operating Activities
|
251
|
|
|
541
|
|
||
Cash Flows From Investing Activities
|
|
|
|
|
|
||
Additions to Property, Plant and Equipment
|
(496
|
)
|
|
(1,111
|
)
|
||
Additions to Equity Method Investments
|
(6
|
)
|
|
(44
|
)
|
||
Proceeds from Divestitures and Other
|
238
|
|
|
119
|
|
||
Net Cash Used in Investing Activities
|
(264
|
)
|
|
(1,036
|
)
|
||
Cash Flows From Financing Activities
|
|
|
|
|
|
||
Dividends Paid, Common Stock
|
(41
|
)
|
|
(64
|
)
|
||
Proceeds from Issuance of Shares of Common Stock to Public, Net of Offering Costs
|
—
|
|
|
1,112
|
|
||
Proceeds from Term Loan Facility
|
1,400
|
|
|
—
|
|
||
Repayment of Senior Notes
|
(1,383
|
)
|
|
—
|
|
||
Repayment of Capital Lease Obligation
|
(13
|
)
|
|
(19
|
)
|
||
Other
|
(25
|
)
|
|
(8
|
)
|
||
Net Cash (Used in) Provided by Financing Activities
|
(62
|
)
|
|
1,021
|
|
||
(Decrease) Increase in Cash and Cash Equivalents
|
(75
|
)
|
|
526
|
|
||
Cash and Cash Equivalents at Beginning of Period
|
1,028
|
|
|
1,183
|
|
||
Cash and Cash Equivalents at End of Period
|
$
|
953
|
|
|
$
|
1,709
|
|
|
Common
Stock
|
|
Additional
Paid in
Capital
|
|
Accumulated Other
Comprehensive
Loss
|
|
Treasury
Stock at
Cost
|
|
Retained
Earnings
|
|
Total
Shareholders'
Equity
|
|||||||||||||
December 31, 2015
|
$
|
5
|
|
|
$
|
6,360
|
|
|
$
|
(33
|
)
|
|
$
|
(688
|
)
|
|
$
|
4,726
|
|
|
$
|
10,370
|
|
|
Net Loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(287
|
)
|
|
(287
|
)
|
|||||||
Stock-based Compensation
|
—
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|||||||
Dividends (10 cents per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41
|
)
|
|
(41
|
)
|
|||||||
Other
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
(9
|
)
|
|||||||
March 31, 2016
|
$
|
5
|
|
|
$
|
6,378
|
|
|
$
|
(33
|
)
|
|
$
|
(696
|
)
|
|
$
|
4,398
|
|
|
$
|
10,052
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
December 31, 2014
|
$
|
4
|
|
|
$
|
3,624
|
|
|
$
|
(90
|
)
|
|
$
|
(671
|
)
|
|
$
|
7,458
|
|
|
$
|
10,325
|
|
|
Net Loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
(22
|
)
|
|||||||
Stock-based Compensation
|
—
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|||||||
Dividends (18 cents per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(64
|
)
|
|
(64
|
)
|
|||||||
Issuance of Shares of Common Stock to Public, Net of Offering Costs
|
—
|
|
|
1,112
|
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
1,112
|
|
||||||
Other
|
—
|
|
|
4
|
|
|
(7
|
)
|
|
(12
|
)
|
|
—
|
|
|
(15
|
)
|
|||||||
March 31, 2015
|
$
|
4
|
|
|
$
|
4,761
|
|
|
$
|
(97
|
)
|
|
$
|
(683
|
)
|
|
$
|
7,372
|
|
|
$
|
11,357
|
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Production Expense
|
|
|
|
||||
Lease Operating Expense
|
$
|
161
|
|
|
$
|
157
|
|
Production and Ad Valorem Taxes
(1)
|
4
|
|
|
32
|
|
||
Transportation and Gathering Expense
(2)
|
107
|
|
|
65
|
|
||
Total
|
$
|
272
|
|
|
$
|
254
|
|
Other Operating (Income) Expense, Net
|
|
|
|
||||
Loss on Asset Due to Terminated Contract
(3)
|
$
|
42
|
|
|
$
|
—
|
|
Marketing and Processing Expense, Net
(4)
|
22
|
|
|
6
|
|
||
Asset Impairments
(5)
|
—
|
|
|
27
|
|
||
Gain on Extinguishment of Debt
(6)
|
(80
|
)
|
|
—
|
|
||
Other, Net
|
19
|
|
|
1
|
|
||
Total
|
$
|
3
|
|
|
$
|
34
|
|
Other Non-Operating (Income) Expense, Net
|
|
|
|
||||
Deferred Compensation Expense
(7)
|
—
|
|
|
$
|
2
|
|
|
Other (Income) Expense, Net
|
(4
|
)
|
|
(1
|
)
|
||
Total
|
$
|
(4
|
)
|
|
$
|
1
|
|
(1)
|
The reduction in production and ad valorem taxes is primarily due to the accrual of a
$28 million
onshore US severance tax receivable during first quarter 2016.
|
(2)
|
Certain of our revenue received from purchasers was historically presented with deductions for transportation, gathering, fractionation or processing costs. Beginning in 2016, we have changed our presentation of revenue to no longer include these expenses as deductions from revenue. These costs are now included within production expense and prior year amounts have been reclassified to conform to the current presentation.
|
(3)
|
Amount relates to the termination of a rig contract offshore Falkland Islands as a result of a supplier's non-performance.
See Note
8. Capitalized Exploratory Well Costs and Undeveloped Leasehold
and
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Executive Overview - Exploration Program Update
.
|
(4)
|
In 2016, amount includes
$16 million
of expense due to unutilized firm transportation and shortfalls in delivering or transporting minimum volumes under certain commitments.
|
(5)
|
Impairments during 2015 were related to facility costs at South Raton (Deepwater Gulf of Mexico) and increases in expected field abandonment cost for the Noa and Pinnacles fields (Eastern Mediterranean).
|
(6)
|
Amount relates to the tendering of senior notes assumed in the Rosetta Merger.
See Note
6. Debt
.
|
(7)
|
Amounts represent decreases in the fair value of shares of our common stock held in a rabbi trust.
|
(millions)
|
March 31,
2016 |
|
December 31,
2015 |
||||
Accounts Receivable, Net
|
|
|
|
||||
Commodity Sales
|
$
|
308
|
|
|
$
|
298
|
|
Joint Interest Billings
|
51
|
|
|
20
|
|
||
Proceeds Receivable
(1)
|
40
|
|
|
—
|
|
||
Severance Tax Refund
(2)
|
28
|
|
|
—
|
|
||
Other
|
128
|
|
|
151
|
|
||
Allowance for Doubtful Accounts
|
(24
|
)
|
|
(19
|
)
|
||
Total
|
$
|
531
|
|
|
$
|
450
|
|
Other Current Assets
|
|
|
|
|
|
||
Inventories, Materials and Supplies
|
$
|
90
|
|
|
$
|
92
|
|
Inventories, Crude Oil
|
27
|
|
|
23
|
|
||
Assets Held for Sale
(3)
|
—
|
|
|
67
|
|
||
Prepaid Expenses and Other Current Assets
|
37
|
|
|
34
|
|
||
Total
|
$
|
154
|
|
|
$
|
216
|
|
Other Noncurrent Assets
|
|
|
|
|
|
||
Investments in Unconsolidated Subsidiaries
|
$
|
461
|
|
|
$
|
453
|
|
Mutual Fund Investments
|
77
|
|
|
90
|
|
||
Commodity Derivative Assets
|
6
|
|
|
10
|
|
||
Other Assets
|
70
|
|
|
67
|
|
||
Total
|
$
|
614
|
|
|
$
|
620
|
|
Other Current Liabilities
|
|
|
|
|
|
||
Production and Ad Valorem Taxes
|
$
|
162
|
|
|
$
|
166
|
|
Income Taxes Payable
|
71
|
|
|
86
|
|
||
Asset Retirement Obligations
|
128
|
|
|
128
|
|
||
Interest Payable
|
94
|
|
|
83
|
|
||
Current Portion of Capital Lease Obligations
|
54
|
|
|
53
|
|
||
Other
|
92
|
|
|
161
|
|
||
Total
|
$
|
601
|
|
|
$
|
677
|
|
Other Noncurrent Liabilities
|
|
|
|
|
|
||
Deferred Compensation Liabilities
|
$
|
214
|
|
|
$
|
217
|
|
Asset Retirement Obligations
|
872
|
|
|
861
|
|
||
Production and Ad Valorem Taxes
|
76
|
|
|
68
|
|
||
Other
|
71
|
|
|
73
|
|
||
Total
|
$
|
1,233
|
|
|
$
|
1,219
|
|
|
(in millions, except stock price)
|
||
Shares of Noble Energy common stock issued to Rosetta shareholders
|
41
|
|
|
Noble Energy common stock price on July 20, 2015
|
$
|
36.97
|
|
Fair value of common stock issued
|
$
|
1,518
|
|
Plus: fair value of Rosetta's restricted stock awards and performance awards assumed
|
10
|
|
|
Plus: Rosetta stock options assumed
|
1
|
|
|
Total purchase price
|
1,529
|
|
|
Plus: liabilities assumed by Noble Energy
|
|
||
Accounts Payable
|
100
|
|
|
Current Liabilities
|
37
|
|
|
Long Term Deferred Tax Liability
|
8
|
|
|
Long-Term Debt
|
1,992
|
|
|
Other Long Term Liabilities
|
23
|
|
|
Asset Retirement Obligation
|
27
|
|
|
Total purchase price plus liabilities assumed
|
$
|
3,716
|
|
|
|
||
Fair Value of Rosetta Assets
|
|
||
Cash and Equivalents
|
$
|
61
|
|
Other Current Assets
|
76
|
|
|
Derivative Instruments
|
209
|
|
|
Oil and Gas Properties
|
|
||
Proved Reserves
|
1,613
|
|
|
Undeveloped Leaseholds
|
1,355
|
|
|
Gathering & Processing Assets
|
207
|
|
|
Asset Retirement Obligation
|
27
|
|
|
Other Property Plant and Equipment
|
5
|
|
|
Goodwill
|
163
|
|
|
Total Asset Value
|
$
|
3,716
|
|
|
Three Months Ended
March 31, |
|||||
(in millions, except per share amounts)
|
2016
(1)
|
2015
|
||||
Revenues
|
$
|
724
|
|
$
|
894
|
|
Net Loss
|
$
|
(287
|
)
|
$
|
(27
|
)
|
|
|
|
||||
Loss per share
|
|
|
||||
Basic
|
$
|
(0.67
|
)
|
$
|
(0.07
|
)
|
Diluted
|
$
|
(0.67
|
)
|
$
|
(0.07
|
)
|
(1)
|
No pro forma adjustments were made for the period as the acquisition is included in the Company's historical results.
|
|
|
|
|
Swaps
|
|
Collars
|
||||||||||||
Settlement
Period
|
Type of Contract
|
Index
|
Bbls Per
Day
|
Weighted
Average
Fixed
Price
|
|
Weighted
Average
Short Put
Price
|
Weighted
Average
Floor
Price
|
Weighted
Average
Ceiling
Price
|
||||||||||
2Q16
(1)
|
Swaps
|
NYMEX WTI
|
5,000
|
|
$
|
54.16
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
2H16
(1)
|
Call Option
(2)
|
NYMEX WTI
|
5,000
|
|
—
|
|
|
—
|
|
—
|
|
54.16
|
|
|||||
2H16
(1)
|
Swaps
|
NYMEX WTI
|
4,000
|
|
47.34
|
|
|
—
|
|
—
|
|
—
|
|
|||||
2H16
(1)
|
Two-Way Collars
|
NYMEX WTI
|
6,000
|
|
—
|
|
|
—
|
|
35.00
|
|
49.82
|
|
|||||
2016
|
Swaps
|
NYMEX WTI
|
12,000
|
|
74.47
|
|
|
—
|
|
—
|
|
—
|
|
|||||
2016
|
Swaps
(3)
|
(4)
|
6,000
|
|
90.28
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||
2016
|
Two-Way Collars
|
NYMEX WTI
|
1,000
|
|
—
|
|
|
—
|
|
60.00
|
|
70.00
|
|
|||||
2016
|
Three-Way Collars
|
NYMEX WTI
|
6,000
|
|
—
|
|
|
61.00
|
|
72.50
|
|
86.37
|
|
|||||
2016
|
Swaps
|
Dated Brent
|
9,000
|
|
97.96
|
|
|
—
|
|
—
|
|
—
|
|
|||||
2016
|
Three-Way Collars
|
Dated Brent
|
8,000
|
|
—
|
|
|
72.50
|
|
86.25
|
|
101.79
|
|
|||||
1H17
(1)
|
Swaps
|
NYMEX WTI
|
3,000
|
60.12
|
|
|
—
|
|
—
|
|
—
|
|
||||||
1H17
(1)
|
Two-Way Collars
|
NYMEX WTI
|
2,000
|
—
|
|
|
—
|
|
40.00
|
|
50.44
|
|
||||||
1H17
(1)
|
Swaps
|
Dated Brent
|
3,000
|
62.80
|
|
|
—
|
|
—
|
|
—
|
|
||||||
2H17
(1)
|
Call Option
(2)
|
NYMEX WTI
|
3,000
|
—
|
|
|
—
|
|
—
|
|
60.12
|
|
||||||
2H17
(1)
|
Swaptions
(5)
|
Dated Brent
|
3,000
|
—
|
|
|
—
|
|
—
|
|
62.80
|
|
||||||
2017
|
Two-Way Collars
|
NYMEX WTI
|
7,000
|
—
|
|
|
—
|
|
40.00
|
|
53.29
|
|
||||||
2017
|
Call Option
(2)
|
NYMEX WTI
|
3,000
|
—
|
|
|
—
|
|
—
|
|
57.00
|
|
||||||
2017
|
Swaptions
(5)
|
NYMEX WTI
|
4,000
|
|
—
|
|
|
—
|
|
—
|
|
47.34
|
|
(1)
|
We have entered into NYMEX WTI swap contracts for portions of 2016 and 2017 resulting in the difference in hedge volumes for the full year.
|
(2)
|
We have entered into crude oil derivative enhanced swaps with strike prices that are above the market value as of trade commencement. To effect the enhanced swap structure, we sold call options to the applicable counterparty to receive the above market terms.
|
(3)
|
Includes derivative instruments assumed by our subsidiary, NBL Texas, LLC, in connection with the Rosetta Merger.
|
(4)
|
The index for these derivative instruments is NYMEX WTI and Argus LLS indices.
|
(5)
|
We have entered into certain derivative contracts (swaptions), which give counterparties the option to extend for an additional 6-month or 12-month period. Options covering a notional volume of
3,000
Bbls/d are exercisable on June 30, 2017. If the counterparties exercise all such options, the notional volume of our existing Dated Brent derivative contracts will increase by
3,000
Bbls/d at a weighted average price of
$62.80
per Bbl for each month during the period July 1, 2017 through December 31, 2017. Options covering a notional volume of
4,000
Bbls/d are exercisable on December 30, 2016. If the counterparties exercise all such options, the notional volume of our existing NYMEX WTI derivative contracts will increase by
4,000
Bbls/d at a weighted average price of
$47.34
per Bbl for each month during the period July 1, 2017 through December 31, 2017.
|
|
|
|
|
Swaps
|
|
Collars
|
|||||||||||
Settlement
Period
|
Type of Contract
|
Index
|
MMBtu
Per Day
|
Weighted
Average
Fixed
Price
|
|
Weighted
Average
Short Put
Price
|
Weighted
Average
Floor
Price
|
Weighted
Average
Ceiling
Price
|
|||||||||
2H16
|
Swaps
|
NYMEX HH
|
30,000
|
|
$
|
2.77
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
2016
|
Swaps
|
NYMEX HH
|
40,000
|
|
3.60
|
|
|
—
|
|
—
|
|
—
|
|
||||
2016
|
Two-Way Collars
|
NYMEX HH
|
30,000
|
|
—
|
|
|
—
|
|
3.00
|
|
3.50
|
|
||||
2016
|
Three-Way Collars
|
NYMEX HH
|
90,000
|
|
—
|
|
|
2.83
|
|
3.42
|
|
3.90
|
|
||||
2016
|
Swaps
(1)
|
(2)
|
30,000
|
|
4.04
|
|
|
—
|
|
—
|
|
—
|
|
||||
2016
|
Two-Way Collars
(1)
|
(2)
|
30,000
|
|
—
|
|
|
—
|
|
3.50
|
|
5.60
|
|
||||
2017
|
Swaptions
(3)
|
NYMEX HH
|
60,000
|
—
|
|
|
—
|
|
—
|
|
3.14
|
|
(1)
|
Includes derivative instruments assumed by our subsidiary, NBL Texas, LLC, in connection with the Rosetta Merger.
|
(2)
|
The index for these derivative instruments includes a combination of Houston Ship Channel and Tennessee Zone 0 indices.
|
(3)
|
We have entered into certain natural gas derivative contracts (swaptions), which give counterparties the option to extend for an additional 12-month period. Options covering a notional volume of
60,000
MMBtu/d are exercisable on December 22 and 23, 2016. If the counterparties exercise all such options, the notional volume of our existing natural gas derivative contracts will increase by
60,000
MMBtu/d at a weighted average price of $
3.14
per MMBtu for each month during the period January 1, 2017 through December 31, 2017.
|
Fair Value of Derivative Instruments
|
|||||||||||||||||||||||
|
Asset Derivative Instruments
|
|
Liability Derivative Instruments
|
||||||||||||||||||||
|
March 31,
2016 |
|
December 31,
2015 |
|
March 31,
2016 |
|
December 31,
2015 |
||||||||||||||||
(millions)
|
Balance Sheet Location
|
|
Fair
Value
|
|
Balance Sheet Location
|
|
Fair
Value
|
|
Balance Sheet Location
|
|
Fair
Value
|
|
Balance Sheet Location
|
|
Fair
Value
|
||||||||
Commodity Derivative
Instruments
|
Current Assets
|
|
$
|
454
|
|
|
Current Assets
|
|
$
|
582
|
|
|
Current Liabilities
|
|
$
|
2
|
|
|
Current Liabilities
|
|
$
|
—
|
|
|
Noncurrent Assets
|
|
6
|
|
|
Noncurrent Assets
|
|
10
|
|
|
Noncurrent Liabilities
|
|
1
|
|
|
Noncurrent Liabilities
|
|
—
|
|
||||
Total
|
|
|
$
|
460
|
|
|
|
|
$
|
592
|
|
|
|
|
$
|
3
|
|
|
|
|
$
|
—
|
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Cash Received in Settlement of Commodity Derivative Instruments
|
|
|
|
||||
Crude Oil
|
$
|
(156
|
)
|
|
$
|
(185
|
)
|
Natural Gas
|
(22
|
)
|
|
(25
|
)
|
||
Total Cash Received in Settlement of Commodity Derivative Instruments
|
(178
|
)
|
|
(210
|
)
|
||
Non-cash Portion of Loss on Commodity Derivative Instruments
|
|
|
|
||||
Crude Oil
|
127
|
|
|
55
|
|
||
Natural Gas
|
7
|
|
|
5
|
|
||
Total Non-cash Portion of Loss on Commodity Derivative Instruments
|
134
|
|
|
60
|
|
||
Gain on Commodity Derivative Instruments
|
|
|
|
||||
Crude Oil
|
(29
|
)
|
|
(130
|
)
|
||
Natural Gas
|
(15
|
)
|
|
(20
|
)
|
||
Total Gain on Commodity Derivative Instruments
|
$
|
(44
|
)
|
|
$
|
(150
|
)
|
|
March 31,
2016 |
|
December 31,
2015 |
||||||||||
(millions, except percentages)
|
Debt
|
|
Interest Rate
|
|
Debt
|
|
Interest Rate
|
||||||
Revolving Credit Facility, due August 27, 2020
|
$
|
—
|
|
|
—
|
%
|
|
$
|
—
|
|
|
—
|
%
|
Capital Lease and Other Obligations
|
390
|
|
|
—
|
%
|
|
403
|
|
|
—
|
%
|
||
Term Loan Facility, due January 6, 2019
|
1,400
|
|
|
1.69
|
%
|
|
—
|
|
|
—
|
%
|
||
8.25% Senior Notes, due March 1, 2019
|
1,000
|
|
|
8.25
|
%
|
|
1,000
|
|
|
8.25
|
%
|
||
5.625% Senior Notes, due May 1, 2021
|
379
|
|
|
5.625
|
%
|
|
693
|
|
|
5.63
|
%
|
||
4.15% Senior Notes, due December 15, 2021
|
1,000
|
|
|
4.15
|
%
|
|
1,000
|
|
|
4.15
|
%
|
||
5.875% Senior Notes, due June 1, 2022
|
18
|
|
|
5.875
|
%
|
|
597
|
|
|
5.88
|
%
|
||
7.25% Senior Notes, due October 15, 2023
|
100
|
|
|
7.25
|
%
|
|
100
|
|
|
7.25
|
%
|
||
5.875% Senior Notes, due June 1, 2024
|
8
|
|
|
5.875
|
%
|
|
499
|
|
|
5.88
|
%
|
||
3.90% Senior Notes, due November 15, 2024
|
650
|
|
|
3.90
|
%
|
|
650
|
|
|
3.90
|
%
|
||
8.00% Senior Notes, due April 1, 2027
|
250
|
|
|
8.00
|
%
|
|
250
|
|
|
8.00
|
%
|
||
6.00% Senior Notes, due March 1, 2041
|
850
|
|
|
6.00
|
%
|
|
850
|
|
|
6.00
|
%
|
||
5.25% Senior Notes, due November 15, 2043
|
1,000
|
|
|
5.25
|
%
|
|
1,000
|
|
|
5.25
|
%
|
||
5.05% Senior Notes, due November 15, 2044
|
850
|
|
|
5.05
|
%
|
|
850
|
|
|
5.05
|
%
|
||
7.25% Senior Debentures, due August 1, 2097
|
84
|
|
|
7.25
|
%
|
|
84
|
|
|
7.25
|
%
|
||
Total
|
7,979
|
|
|
|
|
7,976
|
|
|
|
|
|||
Unamortized Discount
|
(24
|
)
|
|
|
|
|
(24
|
)
|
|
|
|
||
Unamortized Premium
|
19
|
|
|
|
|
113
|
|
|
|
||||
Unamortized Debt Issuance Costs
|
(38
|
)
|
|
|
|
(36
|
)
|
|
|
||||
Total Debt, Net of Unamortized Discount, Premium and Debt Issuance Costs
|
7,936
|
|
|
|
|
|
8,029
|
|
|
|
|
||
Less Amounts Due Within One Year
|
|
|
|
|
|
|
|
|
|
|
|
||
Capital Lease Obligations
|
(54
|
)
|
|
|
|
|
(53
|
)
|
|
|
|
||
Long-Term Debt Due After One Year
|
$
|
7,882
|
|
|
|
|
|
$
|
7,976
|
|
|
|
|
|
Fair Value Measurements Using
|
|
|
|
|
||||||||||||||
|
Quoted Prices in
Active Markets
(Level 1)
(1)
|
|
Significant Other
Observable Inputs
(Level 2)
(2)
|
|
Significant
Unobservable
Inputs (Level 3)
(3)
|
|
Adjustment
(4)
|
|
Fair Value Measurement
|
||||||||||
(millions)
|
|
|
|
|
|
|
|
|
|
||||||||||
March 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Mutual Fund Investments
|
$
|
77
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
77
|
|
Commodity Derivative Instruments
|
—
|
|
|
472
|
|
|
—
|
|
|
(12
|
)
|
|
460
|
|
|||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Derivative Instruments
|
—
|
|
|
(15
|
)
|
|
—
|
|
|
12
|
|
|
(3
|
)
|
|||||
Portion of Deferred Compensation Liability Measured at Fair Value
|
(96
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(96
|
)
|
|||||
Portion of Stock Based Compensation Liability Measured at Fair Value
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||||
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Mutual Fund Investments
|
$
|
90
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
90
|
|
Commodity Derivative Instruments
|
—
|
|
|
600
|
|
|
—
|
|
|
(8
|
)
|
|
592
|
|
|||||
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Commodity Derivative Instruments
|
—
|
|
|
(8
|
)
|
|
—
|
|
|
8
|
|
|
—
|
|
|||||
Portion of Deferred Compensation Liability Measured at Fair Value
|
(98
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(98
|
)
|
(1)
|
Level 1 measurements are fair value measurements which use quoted market prices (unadjusted) in active markets for identical assets or liabilities. We use Level 1 inputs when available as Level 1 inputs generally provide the most reliable evidence of fair value.
|
(2)
|
Level 2 measurements are fair value measurements which use inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly.
|
(3)
|
Level 3 measurements are fair value measurements which use unobservable inputs.
|
(4)
|
Amount represents the impact of netting provisions within our master agreements that allow us to net cash settle asset and liability positions with the same counterparty.
|
|
March 31,
2016 |
|
December 31,
2015 |
||||||||||||
(millions)
|
Carrying Amount
|
|
Fair Value
|
|
Carrying Amount
|
|
Fair Value
|
||||||||
Long-Term Debt, Net
(1)
|
$
|
7,546
|
|
|
$
|
7,334
|
|
|
$
|
7,626
|
|
|
$
|
7,105
|
|
(1)
|
Net of unamortized discount, premium and debt issuance costs and excludes capital lease and other obligations.
|
(millions)
|
Three Months Ended March 31, 2016
|
||
Capitalized Exploratory Well Costs, Beginning of Period
|
$
|
1,353
|
|
Additions to Capitalized Exploratory Well Costs Pending Determination of Proved Reserves
|
22
|
|
|
Divestitures
(1)
|
(143
|
)
|
|
Reclassified to Proved Oil and Gas Properties Based on Determination of Proved Reserves
|
(2
|
)
|
|
Capitalized Exploratory Well Costs Charged to Expense
(2)
|
(56
|
)
|
|
Capitalized Exploratory Well Costs, End of Period
|
$
|
1,174
|
|
(millions)
|
March 31,
2016 |
|
December 31,
2015 |
||||
Exploratory Well Costs Capitalized for a Period of One Year or Less
|
$
|
63
|
|
|
$
|
95
|
|
Exploratory Well Costs Capitalized for a Period Greater Than One Year Since Commencement of Drilling
|
1,111
|
|
|
1,258
|
|
||
Balance at End of Period
|
$
|
1,174
|
|
|
$
|
1,353
|
|
Number of Projects with Exploratory Well Costs That Have Been Capitalized for a Period Greater Than One Year Since Commencement of Drilling
|
14
|
|
|
14
|
|
|
|
|
|
||
(millions)
|
Total by Project
|
|
Progress
|
||
Country/Project:
|
|
|
|
||
Deepwater Gulf of Mexico
|
|
|
|
||
Troubadour
|
49
|
|
|
Evaluating development scenarios for this 2013 natural gas discovery including subsea tieback to existing infrastructure.
|
|
Katmai
|
93
|
|
|
Commenced drilling of an appraisal well in April 2016 to test the resource potential of this 2014 crude oil discovery.
|
|
Offshore Equatorial Guinea (Blocks I and O)
|
|
|
|
|
|
Diega (Block I) and Carmen (Block O)
|
235
|
|
|
Evaluating regional development scenarios for this 2008 crude oil discovery. We drilled subsequent appraisal wells. During 2014, we conducted additional seismic activity over Blocks I and O and are interpreting and evaluating the acquired seismic data.
|
|
Carla (Block O)
|
180
|
|
|
Evaluating regional development scenarios for this 2011 crude oil discovery. We drilled subsequent appraisal wells. During 2014, we conducted additional seismic activity over Blocks I and O and are interpreting and evaluating the acquired seismic data.
|
|
Yolanda/Felicita
|
66
|
|
|
Evaluating regional development plans for these 2007/2008 condensate and natural gas discoveries. Natural gas development teams are working with the governments of Equatorial Guinea and Cameroon to evaluate natural gas monetization options and finalize data exchange agreements between the two countries.
|
|
Offshore Cameroon
|
|
|
|
|
|
YoYo
|
52
|
|
|
Working with the government to assess commercialization of this 2007 condensate and natural gas discovery. A natural gas development team is working with the governments of Equatorial Guinea and Cameroon to evaluate natural gas monetization options and finalize a data exchange agreement between the two countries. Our 50% working interest partner has given notice to us and the Cameroon government of their intention to exit this acreage position. Once the assignment process is finalized, we will hold 100% operating working interest. We have begun efforts to market this additional working interest.
|
|
Offshore Israel
|
|
|
|
|
|
Leviathan
|
194
|
|
|
We are engaged in natural gas marketing activities for both export and domestic Israeli customers. We have submitted a Plan of Development to the Government of Israel and continue to pursue financing arrangements to support development. The Natural Gas Framework was enacted in 2015 and subsequently affirmed by the Israeli Supreme Court, with the exception of the stability provisions. The Court concluded that the Government of Israel should provide stability assurances and provisions through an alternate legal mechanism and provided the Government up to one year to resolve this matter. In first quarter 2016, Israel's National Planning Commission approved the platform location and gas interconnect.
|
|
Leviathan-1 Deep
|
82
|
|
|
Well did not reach the target interval; developing future drilling plans to test this deep oil concept, which is held by the Leviathan Development and Production Leases. We are working on potential well design and placement. See also Leviathan, above, for discussion of Natural Gas Framework.
|
Dalit
|
28
|
|
|
Submitted a development plan to the government to develop this 2009 natural gas discovery as a tie-in to existing infrastructure.
|
|
Dolphin 1
|
26
|
|
|
Reviewing regional development scenarios for this 2011 natural gas discovery, including a potential tieback to Leviathan. We have applied to the government for a commerciality ruling and our license has been extended to second quarter 2016.
|
|
Offshore Cyprus
|
|
|
|
||
Cyprus
|
84
|
|
|
We continue to work with the Government of Cyprus to obtain approval of the development plan and the subsequent issuance of an Exploitation License. Receiving an Exploitation License will enable us and our partners to perform the necessary engineering and design studies and progress the project to final investment decision. During fourth quarter 2015, we farmed-out a 35% working interest.
|
|
Other
|
|
|
|
|
|
Individual Projects Less than $20 million
|
22
|
|
|
Continuing to assess and evaluate wells.
|
|
Total
|
$
|
1,111
|
|
|
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Asset Retirement Obligations, Beginning Balance
|
$
|
989
|
|
|
$
|
751
|
|
Liabilities Incurred
|
2
|
|
|
10
|
|
||
Liabilities Settled
|
(8
|
)
|
|
(8
|
)
|
||
Revision of Estimate
|
5
|
|
|
24
|
|
||
Accretion Expense
(1)
|
12
|
|
|
10
|
|
||
Asset Retirement Obligations, Ending Balance
|
$
|
1,000
|
|
|
$
|
787
|
|
|
Three Months Ended
March 31, |
||||||
(millions, except per share amounts)
|
2016
|
|
2015
|
||||
Net Loss
|
$
|
(287
|
)
|
|
$
|
(22
|
)
|
|
|
|
|
||||
Weighted Average Number of Shares Outstanding, Basic
(1)
|
429
|
|
|
370
|
|
||
Weighted Average Number of Shares Outstanding, Diluted
(2)
|
429
|
|
|
370
|
|
||
Loss Per Share, Basic
|
$
|
(0.67
|
)
|
|
$
|
(0.06
|
)
|
Loss Per Share, Diluted
|
(0.67
|
)
|
|
(0.06
|
)
|
||
Number of Antidilutive Stock Options, Shares of Restricted Stock, and Shares of Common Stock in Rabbi Trust Excluded from Calculation Above
|
15
|
|
|
9
|
|
(1)
|
The weighted average number of shares outstanding includes the weighted average shares of common stock issued in connection with the underwritten public offering of
24.15 million
shares of Noble Energy common stock in first quarter 2015 and issued in connection with the exchange of approximately
41 million
shares for all outstanding shares of Rosetta common stock on July 20, 2015.
|
(2)
|
For the three months ended March 31, 2016 and March 31, 2015, all outstanding options and non-vested restricted shares have been excluded from the calculation of diluted loss per share as Noble Energy incurred a net loss. Therefore, inclusion of outstanding options and non-vested restricted shares in the calculation of diluted loss per share would be anti-dilutive.
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Current
|
$
|
20
|
|
|
$
|
10
|
|
Deferred
|
(186
|
)
|
|
(30
|
)
|
||
Total Income Tax Benefit
|
$
|
(166
|
)
|
|
$
|
(20
|
)
|
Effective Tax Rate
|
36.6
|
%
|
|
47.6
|
%
|
(millions)
|
Consolidated
|
|
United
States
|
|
West
Africa
|
|
Eastern
Mediterranean
|
|
Other Int'l &
Corporate
|
||||||||||
Three Months Ended March 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Revenues from Third Parties
|
$
|
705
|
|
|
$
|
489
|
|
|
$
|
90
|
|
|
$
|
126
|
|
|
$
|
—
|
|
Income from Equity Method Investees
|
19
|
|
|
16
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|||||
Total Revenues
|
724
|
|
|
505
|
|
|
93
|
|
|
126
|
|
|
—
|
|
|||||
DD&A
|
617
|
|
|
530
|
|
|
55
|
|
|
20
|
|
|
12
|
|
|||||
Gain on Commodity Derivative Instruments
|
(44
|
)
|
|
(37
|
)
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|||||
Income (Loss) Before Income Taxes
|
(453
|
)
|
|
(292
|
)
|
|
9
|
|
|
84
|
|
|
(254
|
)
|
|||||
Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenues from Third Parties
|
$
|
749
|
|
|
$
|
487
|
|
|
$
|
138
|
|
|
$
|
120
|
|
|
$
|
4
|
|
Income from Equity Method Investees
|
18
|
|
|
11
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|||||
Total Revenues
|
767
|
|
|
498
|
|
|
145
|
|
|
120
|
|
|
4
|
|
|||||
DD&A
|
454
|
|
|
357
|
|
|
77
|
|
|
15
|
|
|
5
|
|
|||||
Asset Impairments
|
27
|
|
|
3
|
|
|
—
|
|
|
24
|
|
|
—
|
|
|||||
Gain on Commodity Derivative Instruments
|
(150
|
)
|
|
(105
|
)
|
|
(45
|
)
|
|
—
|
|
|
—
|
|
|||||
Income (Loss) Before Income Taxes
|
(42
|
)
|
|
(1
|
)
|
|
74
|
|
|
51
|
|
|
(166
|
)
|
|||||
March 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total Assets
|
$
|
23,413
|
|
|
$
|
18,387
|
|
|
$
|
2,233
|
|
|
$
|
2,459
|
|
|
$
|
334
|
|
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total Assets
|
24,196
|
|
|
18,831
|
|
|
2,299
|
|
|
2,677
|
|
|
389
|
|
•
|
•
|
•
|
Results of Operations
; and
|
•
|
•
|
maintained cost reduction efforts in capital, lease operating expense and general and administrative areas and continued to pursue further reductions to align spending with operational cash flows in the current commodity price environment (see Cost Reduction Efforts, below);
|
•
|
continued progression of the Natural Gas Framework (Framework) in Israel;
|
•
|
set a first quarter record
266 million
MMcf/d, net, of natural gas in Israel, reflecting enhanced dispatch of natural gas to fuel power generation;
|
•
|
averaged
416
MBoe/d total sales volumes;
|
•
|
recorded first full quarter sales volumes for Big Bend and Dantzler combined of 19 MBoe/d, net, in deepwater Gulf of Mexico;
|
•
|
improved and enhanced well completion designs in the DJ Basin leading to capital efficiencies;
|
•
|
initiated production on our first two Briscoe Ranch wells in the Eagle Ford Shale and first two Delaware Basin wells in the Permian Basin;
|
•
|
installed the Alba B3 compression platform and initiated hook-up and commissioning activities; and
|
•
|
entered into a purchase and sale agreement on May 2, 2016, subsequent to quarter-end, for the divestiture of certain producing and undeveloped crude oil and natural gas interests in approximately 33,500 net acres in Weld County, Colorado for
$505 million
.
See Item 1. Financial Statements – Note
4. Divestitures
.
|
•
|
net loss of
$287 million
, as compared with net loss of
$22 million
for
first
quarter
2015
;
|
•
|
net gain on commodity derivative instruments of
$44 million
as compared with net gain on commodity derivative instruments of
$150 million
for
first
quarter
2015
;
|
•
|
reduced unit costs by 23% in lease operating expense and 27% in general and administrative expense as compared to first quarter 2015;
|
•
|
dry hole expense of
$95 million
related to the Silvergate exploration well in deepwater Gulf of Mexico;
|
•
|
other expense of
$42 million
related to the termination of a rig contract offshore Falkland Islands as a result of a supplier's non-performance;
|
•
|
diluted loss per share of
$0.67
, as compared with diluted loss per share of
$0.06
for
first
quarter
2015
;
|
•
|
cash flow provided by operating activities of
$251 million
, as compared with
$541 million
for
first
quarter
2015
;
|
•
|
cash proceeds from non-core divestitures and other of
$238 million
, as compared with
$119 million
for first quarter 2015;
|
•
|
capital expenditures of
$374 million
, as compared with
$919 million
for
first
quarter
2015
; and
|
•
|
entered into the $1.4 billion Term Loan Facility and utilized borrowings under the Term Loan Facility to tender $1.38 billion of senior notes assumed in the Rosetta Merger resulting in a gain of $80 million.
|
•
|
ending cash balance of
$953 million
, as compared with
$1.0 billion
at
December 31, 2015
;
|
•
|
total liquidity of approximately
$5.0 billion
at
March 31, 2016
, as compared with
$5.0 billion
at
December 31, 2015
; and
|
•
|
ratio of debt-to-book capital of
44%
at
March 31, 2016
, as compared with
43%
at
December 31, 2015
.
|
•
|
we have a high-quality, globally diversified portfolio of assets, the majority of which are held by production and provide investment flexibility;
|
•
|
we have achieved sustainable cost reductions impacting both operating expenses and capital expenditures, including a substantially reduced capital investment program which allows us to respond to changing commodity price conditions in 2016, thereby positively impacting operating cash flows;
|
•
|
we are well hedged for 2016, and partially hedged for 2017;
|
•
|
we have a strong balance sheet with a ratio of debt-to-book capital of
44%
at
March 31, 2016
; and
|
•
|
we have robust liquidity of approximately
$5.0 billion
at
March 31, 2016
and ability to access capital markets.
|
•
|
the timely approval of asset development permits and plans and export permits;
|
•
|
benchmarking future domestic contract pricing for an interim period until market competition is established, whereby such contracts are indexed to existing domestic and export contracts;
|
•
|
resolution of antitrust and competition concerns, whereby we recently divested our Karish and Tanin discoveries and will reduce our ownership in Tamar to 25% within six years;
|
•
|
the de-linking of Tamar export timing from Leviathan, enabling Tamar expansion to move forward; and
|
•
|
support for investment and industry growth through stabilization assurance.
|
•
|
commodity prices which, if subject to further decline, could result in current production becoming uneconomic;
|
•
|
overall level and timing of capital expenditures which, as discussed below and dependent upon our drilling success, will impact near-term production volumes;
|
•
|
timing of start-up of the Gunflint project (deepwater Gulf of Mexico) and Alba compression project (offshore Equatorial Guinea);
|
•
|
Israeli demand for electricity, which is impacted by unseasonable weather and conversion of the Israeli electricity portfolio from coal to natural gas;
|
•
|
Israeli industrial demand for natural gas;
|
•
|
variations in West Africa crude oil and condensate sales volumes due to potential Aseng FPSO downtime and timing of liftings, and variations in natural gas sales volumes related to potential downtime at the methanol, LPG and/or LNG plants;
|
•
|
natural field decline in the onshore US, deepwater Gulf of Mexico and offshore Equatorial Guinea;
|
•
|
potential weather-related volume curtailments due to hurricanes in the deepwater Gulf of Mexico, or winter storms and flooding impacting onshore US operations;
|
•
|
reliability of support equipment and facilities and/or potential pipeline and processing facility capacity constraints which may cause restrictions or interruptions in production and/or mid-stream processing;
|
•
|
timing and completion of planned maintenance, including turnarounds, of processing facilities serving our DJ Basin assets;
|
•
|
potential shut-in of US producing properties if storage capacity becomes unavailable;
|
•
|
potential drilling and/or completion permit delays due to future regulatory changes; and
|
•
|
potential purchases of producing properties or divestments of non-core operating assets.
|
|
|
|
|
|
(Decrease) / Increase
from Prior Year |
|||||
(millions)
|
2016
|
|
2015
|
|
||||||
Three Months Ended March 31,
|
|
|
|
|
|
|||||
Oil, Gas and NGL Sales
|
$
|
705
|
|
|
$
|
749
|
|
|
(6
|
)%
|
Income from Equity Method Investees
|
19
|
|
|
18
|
|
|
6
|
%
|
||
Total
|
$
|
724
|
|
|
$
|
767
|
|
|
(6
|
)%
|
|
Sales Volumes
|
|
Average Realized Sales Prices
|
||||||||||||||||||||
|
Crude Oil & Condensate
(MBbl/d)
|
|
Natural
Gas
(MMcf/d)
|
|
NGLs
(MBbl/d)
|
|
Total
(MBoe/d)
(1)
|
|
Crude Oil & Condensate
(Per Bbl)
|
|
Natural
Gas
(Per Mcf)
|
|
NGLs
(Per Bbl)
|
||||||||||
Three Months Ended March 31, 2016
|
|||||||||||||||||||||||
United States
|
102
|
|
|
910
|
|
|
53
|
|
|
306
|
|
|
$
|
30.14
|
|
|
$
|
1.90
|
|
|
$
|
11.18
|
|
Equatorial Guinea
(2)
|
27
|
|
|
195
|
|
|
—
|
|
|
60
|
|
|
34.49
|
|
|
0.27
|
|
|
—
|
|
|||
Israel
|
—
|
|
|
266
|
|
|
—
|
|
|
45
|
|
|
—
|
|
|
5.19
|
|
|
—
|
|
|||
Total Consolidated Operations
|
129
|
|
|
1,371
|
|
|
53
|
|
|
411
|
|
|
31.04
|
|
|
2.30
|
|
|
11.18
|
|
|||
Equity Investees
(3)
|
1
|
|
|
—
|
|
|
4
|
|
|
5
|
|
|
33.30
|
|
|
—
|
|
|
22.19
|
|
|||
Total
|
130
|
|
|
1,371
|
|
|
57
|
|
|
416
|
|
|
$
|
31.06
|
|
|
$
|
2.30
|
|
|
$
|
12.01
|
|
Three Months Ended March 31, 2015
|
|||||||||||||||||||||||
United States
|
73
|
|
|
619
|
|
|
25
|
|
|
201
|
|
|
$
|
44.39
|
|
|
$
|
2.72
|
|
|
$
|
18.80
|
|
Equatorial Guinea
(2)
|
30
|
|
|
231
|
|
|
—
|
|
|
68
|
|
|
49.65
|
|
|
0.27
|
|
|
—
|
|
|||
Israel
|
—
|
|
|
242
|
|
|
—
|
|
|
40
|
|
|
—
|
|
|
5.45
|
|
|
—
|
|
|||
Other International
(4)
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
52.89
|
|
|
—
|
|
|
—
|
|
|||
Total Consolidated Operations
|
104
|
|
|
1,092
|
|
|
25
|
|
|
310
|
|
|
45.96
|
|
|
2.81
|
|
|
18.80
|
|
|||
Equity Investees
(3)
|
2
|
|
|
—
|
|
|
6
|
|
|
8
|
|
|
48.63
|
|
|
—
|
|
|
30.17
|
|
|||
Total
|
106
|
|
|
1,092
|
|
|
31
|
|
|
318
|
|
|
$
|
46.01
|
|
|
$
|
2.81
|
|
|
$
|
20.99
|
|
(1)
|
Natural gas is converted on the basis of six Mcf of gas per one barrel of crude oil equivalent. This ratio reflects an energy content equivalency and not a price or revenue equivalency. Given commodity price disparities, the price for a barrel of crude oil equivalent for US natural gas and NGLs are significantly less than the price for a barrel of crude oil. In Israel, we sell natural gas under contracts where the majority of the price is fixed, resulting in less commodity price disparity.
|
(2)
|
Natural gas from the Alba field in Equatorial Guinea is under contract for $0.25 per MMBtu to a methanol plant, an LPG plant, an LNG plant and a power generation plant. The methanol and LPG plants are owned in part by affiliated entities accounted for under the equity method of accounting.
|
(3)
|
Volumes represent sales of condensate and LPG from the LPG plant in Equatorial Guinea. See
Income from Equity Method Investees,
below.
|
(4)
|
Other International includes de minimis North Sea sales volumes with last production in May 2015.
|
|
Sales Revenues
|
||||||||||||||
(millions)
|
Crude Oil & Condensate
|
|
Natural
Gas
|
|
NGLs
|
|
Total
|
||||||||
Three Months Ended March 31, 2015
|
$
|
431
|
|
|
$
|
276
|
|
|
$
|
42
|
|
|
$
|
749
|
|
Changes due to
|
|
|
|
|
|
|
|
|
|
|
|||||
Increase in Sales Volumes
|
110
|
|
|
75
|
|
|
48
|
|
|
233
|
|
||||
Decrease in Sales Prices
|
(176
|
)
|
|
(64
|
)
|
|
(37
|
)
|
|
(277
|
)
|
||||
Three Months Ended March 31, 2016
|
$
|
365
|
|
|
$
|
287
|
|
|
$
|
53
|
|
|
$
|
705
|
|
•
|
decreases in average realized prices primarily due to the decline in global commodity prices that began in the second half of 2014;
|
•
|
higher sales volumes in the deepwater Gulf of Mexico due to production from the Big Bend and Dantzler development projects, which began producing in fourth quarter 2015, with each project contributing 8 MBbl/d, net, in first quarter 2016; and
|
•
|
sales volumes contributed by our Eagle Ford Shale and Permian Basin assets acquired in third quarter 2015, which contributed 10 MBbl/d and 7 MBbl/d, net, respectively, in first quarter 2016.
|
•
|
higher sales volumes in the Marcellus Shale due to commencing production on eight operated wells, our joint venture partner commencing production on 17 wells, and the recognition of efficiencies in base production performance; and
|
•
|
sales volumes contributed by our Eagle Ford Shale and Permian Basin assets acquired in third quarter 2015, which contributed 121 MMcf/d and 9 MMcf/d, net, respectively, in first quarter 2016;
|
•
|
decreases in average realized prices primarily due to the decline in global commodity prices that began in the second half of 2014; and
|
•
|
a widening of location basis differentials in the Marcellus Shale due to an oversupply of natural gas in the region.
|
•
|
higher sales volumes in the Marcellus Shale due to commencing production on eight operated wells, our joint venture partner commencing production on 17 wells, and the recognition of efficiencies in base production performance;
|
•
|
higher sales volumes in the DJ Basin due to increased activity in East Pony and Wells Ranch; and
|
•
|
sales volumes contributed by our Eagle Ford Shale and Permian Basin assets acquired in third quarter 2015, which contributed 20 MBbl/d and 2 MBbl/d, net, respectively, in first quarter 2016;
|
•
|
decreases in average realized prices primarily driven by oversupply.
|
|
|
|
|
|
Increase / (Decrease)
from Prior Year |
|||||
(millions)
|
2016
|
|
2015
|
|
||||||
Three Months Ended March 31,
|
|
|
|
|
|
|||||
Production Expense
|
$
|
272
|
|
|
$
|
254
|
|
|
7
|
%
|
Exploration Expense
|
163
|
|
|
65
|
|
|
151
|
%
|
||
Depreciation, Depletion and Amortization
|
617
|
|
|
454
|
|
|
36
|
%
|
||
General and Administrative
|
91
|
|
|
94
|
|
|
(3
|
)%
|
||
Other Operating Expense, Net
|
3
|
|
|
34
|
|
|
(91
|
)%
|
||
Total
|
$
|
1,146
|
|
|
$
|
901
|
|
|
27
|
%
|
(millions, except unit rate)
|
Total per BOE
(1)
|
|
Total
|
|
United
States
|
|
Equatorial Guinea
|
|
Israel
|
|
Corporate
|
||||||||||||
Three Months Ended March 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Lease Operating Expense
(2)
|
$
|
4.31
|
|
|
$
|
161
|
|
|
$
|
120
|
|
|
$
|
29
|
|
|
$
|
10
|
|
|
$
|
2
|
|
Production and Ad Valorem Taxes
|
0.11
|
|
|
4
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Transportation and Gathering Expense
(3)
|
2.86
|
|
|
107
|
|
|
107
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total Production Expense
|
$
|
7.28
|
|
|
$
|
272
|
|
|
$
|
231
|
|
|
$
|
29
|
|
|
$
|
10
|
|
|
$
|
2
|
|
Total Production Expense per BOE
|
|
|
$
|
7.28
|
|
|
$
|
8.29
|
|
|
$
|
5.34
|
|
|
$
|
2.46
|
|
|
N/M
|
|
|||
Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Lease Operating Expense
(2)
|
$
|
5.61
|
|
|
$
|
157
|
|
|
$
|
103
|
|
|
$
|
34
|
|
|
$
|
12
|
|
|
$
|
8
|
|
Production and Ad Valorem Taxes
|
1.16
|
|
|
32
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Transportation and Gathering Expense
(3)
|
2.32
|
|
|
65
|
|
|
65
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Total Production Expense
|
$
|
9.09
|
|
|
$
|
254
|
|
|
$
|
200
|
|
|
$
|
34
|
|
|
$
|
12
|
|
|
$
|
8
|
|
Total Production Expense per BOE
|
|
|
$
|
9.09
|
|
|
$
|
11.05
|
|
|
$
|
5.55
|
|
|
$
|
3.27
|
|
|
N/M
|
|
(1)
|
Consolidated unit rates exclude sales volumes and expenses attributable to equity method investees.
|
(2)
|
Lease operating expense includes oil and gas operating costs (labor, fuel, repairs, replacements, saltwater disposal and other related lifting costs) and workover expense.
|
(3)
|
Certain of our revenue received from purchasers was historically presented with deduction for transportation, fractionation or processing costs. Beginning in 2016, we have changed our presentation of revenue to no longer include these expenses as deductions from revenue. These costs are now included within production expense and prior year amounts have been reclassified to conform to the current presentation.
|
•
|
an increase onshore US lease operating, transportation and gathering expense due to higher onshore US production, including the addition of production from our Eagle Ford Shale and Permian Basin assets in third quarter 2015;
|
•
|
a decrease in lease operating expense due to continued focus on cost reduction and efficiency initiatives;
|
•
|
a decrease in production and ad valorem taxes due to the accrual of a $28 million onshore US severance tax receivable recorded in first quarter 2016; and
|
•
|
a decrease in production and ad valorem taxes due to lower revenues resulting from the decline in commodity prices in the US.
|
(millions)
|
Total
|
|
United
States
|
|
West
Africa
(1)
|
|
Eastern
Mediter-
ranean
(2)
|
|
Other Int'l,
Corporate
(3)
|
||||||||||
Three Months Ended March 31, 2016
|
|
|
|
|
|
|
|
|
|||||||||||
Leasehold Impairment and Amortization
|
$
|
15
|
|
|
$
|
15
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Dry Hole Expense
|
93
|
|
|
95
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|||||
Seismic, Geological and Geophysical
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|||||
Staff Expense
|
18
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
15
|
|
|||||
Other
(4)
|
28
|
|
|
13
|
|
|
—
|
|
|
7
|
|
|
8
|
|
|||||
Total Exploration Expense
|
$
|
163
|
|
|
$
|
124
|
|
|
$
|
1
|
|
|
$
|
8
|
|
|
$
|
30
|
|
Three Months Ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Leasehold Impairment and Amortization
|
$
|
16
|
|
|
$
|
11
|
|
|
$
|
—
|
|
|
$
|
5
|
|
|
$
|
—
|
|
Dry Hole Expense
|
20
|
|
|
17
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|||||
Seismic, Geological and Geophysical
|
10
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|||||
Staff Expense
|
17
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|||||
Other
(4)
|
2
|
|
|
—
|
|
|
(3
|
)
|
|
2
|
|
|
3
|
|
|||||
Total Exploration Expense
|
$
|
65
|
|
|
$
|
35
|
|
|
$
|
(3
|
)
|
|
$
|
7
|
|
|
$
|
26
|
|
(1)
|
West Africa includes Equatorial Guinea, Cameroon, Sierra Leone (which we exited in second quarter 2015), and Gabon.
|
(2)
|
Eastern Mediterranean includes Israel and Cyprus.
|
(3)
|
Other International, Corporate includes the Falkland Islands, other new ventures and corporate expenditures.
|
(4)
|
Includes lease rentals and other exploratory costs.
|
•
|
US dry hole cost represents the Silvergate exploratory well, deepwater Gulf of Mexico;
|
•
|
US Other cost includes lease rentals of $12 million primarily related to Permian Basin leases; and
|
•
|
salaries and related expenses for corporate exploration and new ventures personnel.
|
•
|
$13 million of dry hole cost related primarily to onshore US exploratory wells; and
|
•
|
salaries and related expenses for corporate exploration and new ventures personnel.
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
DD&A Expense (millions)
(1)
|
$
|
617
|
|
|
$
|
454
|
|
Unit Rate per BOE
(2)
|
$
|
16.52
|
|
|
$
|
16.24
|
|
(1)
|
For DD&A expense by geographical area, see
Item 1. Financial Statements – Note
12. Segment Information
.
|
(2)
|
Consolidated unit rates exclude sales volumes and expenses attributable to equity method investees.
|
•
|
the addition of Eagle Ford Shale and Permian Basin production in third quarter 2015, resulting in $40 million and $11 million in DD&A expense respectively, in first quarter 2016;
|
•
|
an increase in the Marcellus Shale, Eastern Mediterranean and deepwater Gulf of Mexico due to higher sales volumes;
|
•
|
a reduction in proved reserves in fourth quarter 2015 primarily due to downward price revisions in DJ Basin and Marcellus Shale;
|
•
|
a decrease in sales volumes offshore Equatorial Guinea due to downtime installing the B3 compression platform and scheduled maintenance in the Alba field; and
|
•
|
the impact of lower net book value as a result of a fourth quarter 2015 impairment offshore Equatorial Guinea properties.
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
G&A Expense (millions)
|
$
|
91
|
|
|
$
|
94
|
|
Unit Rate per BOE
(1)
|
$
|
2.44
|
|
|
$
|
3.36
|
|
(1)
|
Consolidated unit rates exclude sales volumes and expenses attributable to equity method investees.
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Loss on Asset Due to Terminated Contract
|
$
|
42
|
|
|
$
|
—
|
|
Marketing and Processing Expense, Net
|
22
|
|
|
6
|
|
||
Asset Impairments
|
—
|
|
|
27
|
|
||
Gain on Extinguishment of Debt
|
(80
|
)
|
|
—
|
|
||
Other, Net
|
19
|
|
|
1
|
|
||
Total
|
$
|
3
|
|
|
$
|
34
|
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Gain on Commodity Derivative Instruments
|
$
|
(44
|
)
|
|
$
|
(150
|
)
|
Interest, Net of Amount Capitalized
|
79
|
|
|
57
|
|
||
Other Non-Operating (Income) Expense, Net
|
(4
|
)
|
|
1
|
|
||
Total
|
$
|
31
|
|
|
$
|
(92
|
)
|
|
Three Months Ended
March 31, |
||||||
(millions, except unit rate)
|
2016
|
|
2015
|
||||
Interest Expense, Gross
|
$
|
106
|
|
|
$
|
93
|
|
Capitalized Interest
|
(27
|
)
|
|
(36
|
)
|
||
Interest Expense, Net
|
$
|
79
|
|
|
$
|
57
|
|
Unit Rate per BOE
(1)
|
$
|
2.11
|
|
|
$
|
2.05
|
|
|
March 31,
|
|
December 31,
|
||||
(millions, except percentages)
|
2016
|
|
2015
|
||||
Cash and Cash Equivalents
|
$
|
953
|
|
|
$
|
1,028
|
|
Amount Available to be Borrowed Under Revolving Credit Facility
(1)
|
4,000
|
|
|
4,000
|
|
||
Total Liquidity
|
$
|
4,953
|
|
|
$
|
5,028
|
|
Total Debt
(2)
|
$
|
7,979
|
|
|
$
|
7,976
|
|
Total Shareholders' Equity
|
10,052
|
|
|
10,370
|
|
||
Ratio of Debt-to-Book Capital
(3)
|
44
|
%
|
|
43
|
%
|
(1)
|
See
Revolving Credit Facility,
below.
|
(2)
|
Total debt includes capital lease obligations and excludes unamortized debt discount/premium.
|
(3)
|
We define our ratio of debt-to-book capital as total debt (which includes long-term debt excluding unamortized discount, the current portion of long-term debt, and short-term borrowings) divided by the sum of total debt plus shareholders’ equity.
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Total Cash Provided By (Used in)
|
|
|
|
||||
Operating Activities
|
$
|
251
|
|
|
$
|
541
|
|
Investing Activities
|
(264
|
)
|
|
(1,036
|
)
|
||
Financing Activities
|
(62
|
)
|
|
1,021
|
|
||
Increase (Decrease) in Cash and Cash Equivalents
|
$
|
(75
|
)
|
|
$
|
526
|
|
|
Three Months Ended
March 31, |
||||||
(millions)
|
2016
|
|
2015
|
||||
Acquisition, Capital and Exploration Expenditures
|
|
|
|
||||
Unproved Property Acquisition
(1)
|
$
|
19
|
|
|
$
|
26
|
|
Exploration
|
98
|
|
|
69
|
|
||
Development
|
228
|
|
|
699
|
|
||
Midstream
|
15
|
|
|
58
|
|
||
Corporate and Other
|
8
|
|
|
23
|
|
||
Total
|
$
|
368
|
|
|
$
|
875
|
|
Other
|
|
|
|
||||
Investment in Equity Method Investee
(2)
|
$
|
6
|
|
|
$
|
44
|
|
Increase in Capital Lease Obligations
|
$
|
—
|
|
|
$
|
20
|
|
(1)
|
Unproved property acquisition cost for 2016 includes $10 million in the DJ Basin and $6 million in the Marcellus Shale. Unproved property acquisition cost for 2015 includes $11 million in the DJ Basin and $15 million in the Marcellus Shale.
|
(2)
|
Investment in equity method investee represents primarily contributions to CONE Gathering LLC which owns and operates the natural gas gathering infrastructure associated with our Marcellus Shale joint venture.
|
•
|
our growth strategies;
|
•
|
our ability to successfully and economically explore for and develop crude oil and natural gas resources;
|
•
|
anticipated trends in our business;
|
•
|
our future results of operations;
|
•
|
our liquidity and ability to finance our exploration and development activities;
|
•
|
market conditions in the oil and gas industry;
|
•
|
our ability to make and integrate acquisitions;
|
•
|
the impact of governmental fiscal terms and/or regulation, such as those involving the protection of the environment or marketing of production, as well as other regulations; and
|
•
|
access to resources.
|
Period
|
Total Number of
Shares
Purchased
(1)
|
|
Average
Price Paid
Per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans or
Programs
|
|
Approximate Dollar
Value of Shares that
May Yet Be
Purchased Under the
Plans or Programs
|
|||||
|
|
|
|
|
|
|
(in thousands)
|
|||||
1/1/2016 - 1/31/2016
|
99,341
|
|
|
$
|
33.15
|
|
|
—
|
|
|
—
|
|
2/1/2016 - 2/28/2016
|
110,073
|
|
|
31.65
|
|
|
—
|
|
|
—
|
|
|
3/1/2016 - 3/31/2016
|
19,503
|
|
|
31.48
|
|
|
—
|
|
|
—
|
|
|
Total
|
228,917
|
|
|
$
|
32.29
|
|
|
—
|
|
|
—
|
|
(1)
|
Stock repurchases during the period related to common stock received by us from employees for the payment of withholding taxes due on shares of common stock issued under stock-based compensation plans.
|
|
|
|
|
NOBLE ENERGY, INC.
|
|
|
|
|
(Registrant)
|
|
|
|
|
|
Date
|
|
May 4, 2016
|
|
/s/ Kenneth M. Fisher
|
|
|
|
|
Kenneth M. Fisher
Executive Vice President, Chief Financial Officer
|
|
||
Exhibit Number
|
|
Exhibit
|
|
|
|
2.1
|
|
Asset Acquisition Agreement dated August 17, 2011 between CNX Gas Company LLC and Noble Energy, Inc. including Appendix I (Definitions) thereto (filed as Exhibit 2.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 and incorporated herein by reference).
|
|
|
|
2.2
|
|
Agreement and Plan of Merger, dated as of May 10, 2015, by and among Noble Energy, Inc., Bluebonnet Merger Sub Inc. and Rosetta Resources Inc. (filed as Exhibit 2.1 of the Registrant’s Current Report on Form 8-K (Date of Report: May 10, 2015) filed on May 11, 2015 and incorporated herein by reference).
|
|
|
|
3.1
|
|
Certificate of Incorporation of the Registrant (as amended through April 29, 2015), filed as Exhibit 3.1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended March 31, 2015 and incorporated herein by reference.
|
|
|
|
3.2
|
|
By-Laws of Noble Energy, Inc. (as amended through October 20, 2015), filed as Exhibit 3.1 to the Registrant's Current Report on Form 8-K (Date of Event: October 20, 2015) filed on October 22, 2015 and incorporated herein by reference.
|
|
|
|
10.1
|
|
Term Loan Agreement as of January 6, 2016 among Noble Energy, Inc., Citibank, N.A., as administrative agent, Mizuho Bank, Ltd., as syndication agent and certain financial institutions as are or may become parties thereto (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (Date of Report: January 6, 2016) filed on January 6, 2016 and incorporated herein by reference).
|
|
|
|
10.2*
|
|
Form of Stock Option Agreement under the Noble Energy, Inc. 2015 Non-Employee Director Stock Plan (filed as Exhibit 10.7 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.3*
|
|
Form of Restricted Stock Agreement under the Noble Energy, Inc. 2015 Non-Employee Director Stock Plan (filed as Exhibit 10.6 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.4*
|
|
Form of Non-Qualified Stock Option Agreement under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.5 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.5*
|
|
Form of Restricted Stock Agreement (two-year time vested for non-PEO executive officers) under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.6*
|
|
Form of Restricted Stock Agreement (two-year time vested for principal executive officer) under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.7*
|
|
Form of Performance Award Agreement (three-year performance vested stock and cash) under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
10.8*
|
|
Form of Restricted Stock Agreement (three-year performance vested stock) under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.8 to the Registrant’s Current Report on Form 8-K/A (Date of Report: January 25, 2016) filed February 4, 2016 and incorporated herein by reference).
|
|
||
|
|
|
10.9*
|
|
Form of Cash Award Agreement (two-year vested) under the Noble Energy, Inc. 1992 Stock Option and Restricted Stock Plan (effective February 1, 2016) (filed as Exhibit 10.4 to the Registrant’s Current Report on Form 8-K (Date of Report: January 25, 2016) filed January 29, 2016 and incorporated herein by reference).
|
|
|
|
12.1
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1
|
|
|
|
|
|
32.2
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Schema Document
|
|
|
|
101.CAL
|
|
XBRL Calculation Linkbase Document
|
|
|
|
101.LAB
|
|
XBRL Label Linkbase Document
|
|
|
|
101.PRE
|
|
XBRL Presentation Linkbase Document
|
|
|
|
101.DEF
|
|
XBRL Definition Linkbase Document
|
1 Year Noble Energy Chart |
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