0001193125-17-365030.txt : 20171208 0001193125-17-365030.hdr.sgml : 20171208 20171208170655 ACCESSION NUMBER: 0001193125-17-365030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171207 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20171208 DATE AS OF CHANGE: 20171208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NOBLE ENERGY INC CENTRAL INDEX KEY: 0000072207 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 730785597 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07964 FILM NUMBER: 171247741 BUSINESS ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 BUSINESS PHONE: 2818723100 MAIL ADDRESS: STREET 1: 1001 NOBLE ENERGY WAY CITY: HOUSTON STATE: TX ZIP: 77070 FORMER COMPANY: FORMER CONFORMED NAME: NOBLE AFFILIATES INC DATE OF NAME CHANGE: 20020426 FORMER COMPANY: FORMER CONFORMED NAME: NOBLE AFFILIATES INC DATE OF NAME CHANGE: 19920703 8-K 1 d451748d8k.htm 8-K 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 7, 2017

 

 

NOBLE ENERGY, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-07964   73-0785597

(State or Other Jurisdiction

of Incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

1001 Noble Energy Way

Houston, Texas 77070

(Address of Principal Executive Offices)

(281) 872-3100

(Registrant’s Telephone Number, Including Area Code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 1.01 Entry into a Material Definitive Agreement.

Letter Agreement

On December 7, 2017, Noble Energy, Inc., a Delaware corporation (the “Company”), entered into a Letter Agreement (the “Letter Agreement”) with Wheeling Creek Midstream, LLC, a Delaware Limited Liability Company (“Wheeling Creek”), a portfolio company of Quantum Energy Partners, and Noble Energy US Holdings, LLC, a Delaware Limited Liability Company (“Noble Holdings”), a subsidiary of the Company, with respect to that certain Purchase Agreement (the “Purchase Agreement”), dated May 17, 2017, among the Company, Wheeling Creek and Noble Holdings.

Under the Purchase Agreement, subject to certain exceptions, each of the Company and Wheeling Creek would be entitled to terminate the Purchase Agreement if the transactions contemplated thereby have not been consummated by an “outside date” of December 31, 2017. Under the Letter Agreement the outside date has been extended until June 30, 2018 and any closing of the transactions is subject to the restructuring of the governance, operational and economic structure of CONE Gathering LLC, CONE Midstream Partners LP and CONE Midstream GP LLC in a manner acceptable to Wheeling Creek.

In addition, the Letter Agreement permits the Company to discuss and negotiate with CNX Gas Company LLC and its affiliates (collectively, the “CONSOL Parties”) with respect to a potential sale to the CONSOL Parties of the Company’s 50% interest in CONE Gathering LLC or its interest in CONE Midstream Partners LP and to terminate the Purchase Agreement if definitive agreements related to such a sale are entered into.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: December 8, 2017

 

NOBLE ENERGY, INC.
By:   /s/ Aaron G. Carlson
  Aaron G. Carlson
  Deputy General Counsel and Assistant Secretary