=Noble Energy (NBL) to be acquired by Chevron (CVX) for $10.38/share

Co announces that it has entered into a definitive agreement with Noble Energy (NBL) to acquire all of the outstanding shares of Noble Energy in an all-stock transaction valued at $5 billion, or $10.38 per share. Based on Chevron's closing price on July 17, 2020 and under the terms of the agreement, Noble Energy shareholders will receive 0.1191 shares of Chevron for each Noble Energy share. The total enterprise value, including debt, of the transaction is $13 billion.  

The acquisition of Noble Energy provides Chevron with low-cost, proved reserves and attractive undeveloped resources that will enhance an already advantaged upstream portfolio. Noble Energy brings low-capital, cash-generating offshore assets in Israel, strengthening Chevron's position in the Eastern Mediterranean.

"This combination is expected to unlock value for shareholders, generating anticipated annual run-rate cost synergies of approximately $300 million before tax, and it is expected to be accretive to free cash flow, earnings, and book returns one year after close."

-=Noble Energy (NBL) reported earnings on Fri 3 Aug 2018 (b/o)

Noble Energy misses by $0.05, beats on revs 

• Reports Q2 (Jun) earnings of $0.17 per share, excluding non-recurring items, $0.05 worse than the Capital IQ Consensus of $0.22; revenues rose 16.1% year/year to $1.23 bln vs the $1.15 bln Capital IQ Consensus.
• Total company sales volumes for the second quarter of 2018 were 346 thousand barrels of oil equivalent per day (MBoe/d), in the upper half of the Company's guidance range. Compared to the second quarter of 2017, sales volumes increased by approximately 11 percent(1) due to higher volumes from each of the Company's U.S. onshore assets. U.S. production comprised approximately 71 percent of total volumes in the second quarter 2018, with Israel representing 11 percent, and West Africa 18 percent. Liquids comprised 56 percent of total sales volumes for the second quarter 2018.
• Guidance:
  • Third quarter sales volumes are estimated to range between 335 and 345 MBoe/d. As compared to the second quarter of 2018, U.S. onshore oil volumes in the third quarter are higher by nearly 10 MBbl/d driven by growth from the Delaware and DJ Basins. Israel sales volumes are anticipated to be slightly higher than the second quarter with West Africa lower, driven equally by natural gas decline and the timing of oil liftings. Full year 2018 sales volumes are estimated to be towards the lower end of the Company's full year range, 350 to 360 MBoe/d, resulting from deferred completion activity in the Delaware and Eagle Ford declines.
  • The Company's full year capital expectation has been revised to be approximately $3 billion (Prior $2.7 to $2.9 billion), reflecting increased onshore facility spend from the first half of 2018 and inflation in the U.S. onshore as a result of the higher commodity price environment.

-=Noble Energy (NBL) reported earnings on Tue 20 Feb 18 (b/o)

Noble Energy beats by $0.28, beats on revs; Increases proved reserves by 37%; Provides 2018 outlook and three year outlook 

• Reports Q4 (Dec) earnings of $0.32 per share, $0.28 better than the Capital IQ Consensus of $0.04; revenues rose 18.9% year/year to $1.2 bln vs the $1.18 bln Capital IQ Consensus.
  • Total Company sales volumes for the fourth quarter 2017 were 380 thousand barrels of oil equivalent per day (MBoe/d), an increase of 25 MBoe/d from the third quarter 2017 and up nearly 50 MBoe/d(1) from the fourth quarter of last year.

Proved Reserves

• NBL announced total proved reserves of 1.965 billion barrels of oil equivalent as of December 31, 2017, a net increase of 528 million barrels of oil equivalent (MMBoe) versus year-end 2016. Organic reserve additions, comprised of extensions, discoveries and performance and price revisions, totaled 871 MMBoe and were added at a cost of approximately $2.90 per barrel of oil equivalent (BOE). These additions represent approximately 6.3 times 2017 production. The value of future after-tax net cash flows from the Company's proved reserves, according to U.S. Securities and Exchange Commission price guidelines and discounted at 10 percent, increased to more than $11 billion, up nearly 100 percent from 2016.

2018 Guidance

• Capital expenditures are expected to total between $2.7 and $2.9 billion, with nearly 70 percent allocated to the U.S. onshore program and over 25 percent to the Eastern Mediterranean.
• Full-year sales volumes, at the midpoint of the Company's expected range, are approximately 12 percent higher than 2017.
• U.S. onshore volumes are expected to increase more than 20 percent and U.S. onshore oil volumes are anticipated to be up nearly 30 percent with upstream capital investments essentially flat to 2017 levels.

Outlook through 2020

• Expects to generate a cumulative total of $1.5 billion of excess cash flows through 2020 in the $50 scenario, and an additional $1.5 billion at strip pricing.
• Board-authorized $750 million share repurchase program and current dividend payout will result in more than $1.3 billion in direct shareholder return over the plan period.
• Capital expenditures are estimated to be approximately $2.8 billion annually through 2020 in both pricing scenarios, with no changes in activity levels assumed.
• Estimated cash flow from operations is anticipated to grow at a 35 percent compound annual growth rate in the $50 scenario and 40 percent at strip pricing as compared to 2017.
• Estimated volumes are anticipated to grow to approximately 525 thousand barrels of oil equivalent per day (MBoe/d) in 2020, a 20 percent compound annual growth rate from 2017.
• Leverage (net debt to EBITDA) is anticipated to be reduced below 1.5 times in 2020 in the $50 scenario, or in 2019 in the strip pricing scenario.