Document


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): February 19, 2019

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NOBLE ENERGY, INC.
(Exact name of Registrant as specified in its charter)
 
 
 
 
 
 
Delaware
 
001-07964
 
73-0785597
(State or other jurisdiction of
incorporation or organization)
 
Commission
File Number
 
(I.R.S. Employer
Identification No.)
 
 
1001 Noble Energy Way,
Houston, Texas
 
 
 
77070
(Address of principal executive offices)
 
 
 
(Zip Code)
Registrant’s telephone number, including area code: (281) 872-3100
(Former name, former address and former fiscal year, if changed since last report)
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:
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
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 o
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. o





Item 2.02. Results of Operations and Financial Condition.
On February 19, 2019, Noble Energy, Inc. (the “Company”) issued a press release announcing results for the fiscal year and fiscal quarter ended December 31, 2018. A copy of the press release issued by the Company is furnished as Exhibit 99.1 to this Current Report and will be published on the Company's website at www.nblenergy.com.
The Company’s press release announcing its financial results for its fiscal year and fiscal quarter ended December 31, 2018 contains non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with United States generally accepted accounting principles, or GAAP. The Company has provided quantitative reconciliations within the press release of the non-GAAP financial measures to the most directly comparable GAAP financial measures.
In accordance with General Instruction B.2. of Form 8-K, the information set forth herein and in the press release as Exhibit 99.1 is deemed to be “furnished” and shall not be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Item 7.01. Regulation FD Disclosure.
On February 19, 2019, we will present certain information in connection with our call with shareholders, analysts and others relating to our results of operations, discussed above, and 2019 guidance.
On February 19, 2019, the Company issued a press release with respect to its 2019 capital budget and operational and financial guidance.
Attached hereto as Exhibit 99.2 are the fourth quarter 2018 year-end results and 2019 capital budget and operation and financial guidance supplemental slides that will be presented at that time.
The information included in this Current Report under Item 7.01, including Exhibits 99.2, and 99.3, is deemed to be “furnished” and shall not be “filed” for purposes of Section 18 of the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following exhibit is furnished as part of this Current Report on Form 8-K:
Exhibit No.
 
Description
99.1
 
99.2
 
99.3
 






SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
NOBLE ENERGY, INC.
 
 
 
 
Date:
February 19, 2019
 
 
By: 
 
/s/ Kenneth M. Fisher
 
 
 
 
 
 
Kenneth M. Fisher
 
 
 
 
 
 
Executive Vice President, Chief Financial Officer



Exhibit


Exhibit 99.1
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NEWS RELEASE
 
 
 
 
 
 
 

NOBLE ENERGY ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2018 RESULTS

HOUSTON (February 19, 2019) -- Noble Energy, Inc. (NYSE: NBL) (“Noble Energy” or the "Company”) today announced fourth quarter and full-year 2018 financial and operating results. Fourth quarter highlights include:

Organic capital expenditures funded by Noble Energy totaled $643 million, towards the low end of guidance.
Sales volumes of 350 MBoe/d exceeded the top end of guidance, including record production from the DJ and Delaware Basins. U.S. onshore oil averaged a quarterly record of 118 MBbl/d, up 18 percent(1) from the fourth quarter 2017.
Noble Midstream Partners realized record gathering throughput across all product streams and continued its 20 percent annual distribution per unit growth.
Sold over 1 Bcfe/d of natural gas equivalents, gross, from the Company’s Israel fields.
Proved reserve additions (including additions, extensions, and revisions) replaced 171 percent of 2018 production.
Returned $124 million to shareholders through the Company’s dividend and share repurchase program.
Total financial liquidity at the end of 2018 was $4.7 billion. Proceeds from asset sales in the fourth quarter totaled $226 million, including cash received for the divestment of the Company’s interest in Tamar Petroleum and miscellaneous non-core U.S. onshore interests.

David L. Stover, Noble Energy’s Chairman and CEO, commented, “Noble Energy made significant strides in 2018 as the Company continued to preserve returns over volume growth across our global portfolio. This was evidenced in the second half of the year as we moderated our U.S. onshore activity to protect margins, enhance capital efficiency and increase net cash flow generation. We have now transitioned all three of our onshore basins to row development, which is driving both cost and well productivity efficiencies. Offshore, we are nearing the start-up of the world-class Leviathan project, which is scheduled to deliver first gas by the end of 2019. In addition, we executed pipeline agreements that will enhance our delivery of natural gas to the region. During the year, we also implemented a share repurchase program, increased our dividend, and reduced leverage, following through on our commitment by returning more than $1 billion to equity and debt investors. Overall, our successes in 2018 advanced our ability to deliver sustainable long-term value and organic free cash flow."

Full year 2018 Highlights
Returned more than $500 million to shareholders, including $295 million through the Company’s share repurchase program and $208 million through Noble Energy’s quarterly dividend.
Strengthened the Company’s balance sheet by paying down $609 million in Noble Energy debt.
Enhanced the portfolio to focus on high-return U.S. onshore liquids and international gas by divesting the Company’s Gulf of Mexico assets and midstream ownership in Appalachia.
Sales volumes totaled 353 MBoe/d, up 11 percent(1) as compared to 2017, on organic capital expenditures funded by Noble Energy of less than $3 billion.
Implemented row development in the DJ and Delaware Basins and grew U.S. onshore oil production 26 percent(1) as compared to 2017.
Received approval for the first large-scale Comprehensive Drilling Plan across the Company’s Mustang area in the DJ Basin.
Progressed the Leviathan project, offshore Israel, to approximately 75 percent complete.
Executed gas sales agreements for up to 700 MMcf/d of natural gas, gross, to customers in Egypt from the Tamar and Leviathan fields.

1



Negotiated Heads of Agreement to progress monetization of natural gas from the Alen field in Equatorial Guinea.

Fourth Quarter 2018 Results
The Company reported fourth quarter net loss attributable to Noble Energy of $824 million, or $1.72 per diluted share. Net loss including noncontrolling interest was $802 million. Excluding items impacting comparability, the Company generated adjusted net income(2) and adjusted net income per share(2) attributable to Noble Energy for the quarter of $56 million, or $0.12 per diluted share. Items removed for comparability purposes included unrealized commodity derivative impacts, gains/losses on asset divestitures, and impairments of certain assets. Adjusted EBITDAX(2) was $733 million, and cash provided by operating activities was $560 million. Cash provided by operating activities before working capital changes was $622 million.

Total company sales volumes for the fourth quarter 2018 were 350 thousand barrels of oil equivalent per day (MBoe/d), above the upper end of the Company’s guidance range. Outperformance as compared to expectations was driven primarily by production in the DJ and Delaware Basins. Total Company liquids sales volumes (crude oil and natural gas liquids) averaged 205 thousand barrels per day (MBbl/d) for the fourth quarter 2018, or nearly 60 percent of total volumes. The Company’s U.S. onshore assets produced 72 percent of sales volumes, Equatorial Guinea (E.G.) represented 17 percent and Israel comprised 11 percent. As expected, sales volumes were greater than production by approximately 5 MBbl/d driven by the timing of liquid liftings in E.G.

Nearly 65 percent of the Company’s quarterly oil sales volumes in E.G. occurred in the month of December 2018, which impacted realized prices as compared to quarterly average Brent prices.

Unit production expenses for the fourth quarter 2018 were overall in-line with plan at $10.24 per barrel of oil equivalent (BOE), including lease operating expenses (LOE), production taxes, gathering and transportation expenses, other royalty and marketing costs. LOE increased sequentially to $5.10 per BOE


2



as expected, primarily due to costs associated with E.G. liquid liftings. Depreciation, depletion and amortization was $16.02 per BOE and reflected the impact of year-end 2018 reserve bookings. General and administrative expenses totaled $69 million for the quarter, less than the Company had anticipated due to lower cash and stock-based compensation costs and improved recovery of overhead expenses.

Income from equity method investees for the fourth quarter totaled $32 million, primarily from the Company’s methanol and liquified petroleum gas operations in E.G.

Included in the Company’s results for the quarter was a $1.3 billion impairment of goodwill, which was associated with the Company’s Texas assets, primarily resulting from the drop in WTI forward strip pricing at the end of 2018.

Fourth quarter 2018 organic capital investments attributable to Noble Energy included $452 million related to U.S. onshore upstream activities and $24 million for midstream activities funded by the Company. The Company incurred $146 million in the Eastern Mediterranean, primarily for the development of the Leviathan project.

The results for Noble Midstream Partners LP ("NBLX") (NYSE: NBLX) are consolidated into Noble Energy’s financial statements, including an additional $37 million in midstream capital expenditures funded by NBLX in the fourth quarter. Midstream Services Revenue of $29 million for the quarter was primarily composed of NBLX's gathering revenue from unaffiliated third parties. The public’s 55 percent ownership of fourth quarter net income attributable to NBLX, $22 million, has been excluded from net income attributable to Noble Energy. NBLX averaged record quarterly oil and gas gathering volumes of 284 MBoe/d in the fourth quarter 2018.

Significant U.S. Onshore Reserve Additions
Total proved reserves at the end of 2018 were 1.93 billion barrels of oil equivalent. Removing the impact of asset divestments, reserves were up five percent from the end of 2017.  Reserve additions, comprised of extensions, discoveries and revisions, totaled 221 million barrels of oil equivalent (MMBoe).  These


3



additions represented a replacement ratio of 171 percent of 2018 production. U.S. onshore reserve replacement was 214 percent at a cost of $11.86 per BOE. DJ and Delaware Basin reserves were up more than 21 percent and eight percent, respectively, year over year. In Israel, the Company booked more than 300 billion cubic feet of natural gas equivalent of gross reserve additions to reflect higher gas in place and recoverable resources at the Tamar field. Divestments totaled 128 MMBoe in 2018, which primarily represented the sale of the Company’s Gulf of Mexico assets and a 7.5 percent interest in the Tamar field.

Approximately 52 percent of the Company’s reserves were related to U.S. onshore assets, with 48 percent offshore in Israel and West Africa. The commodity breakdown of total reserves at the end of 2018 was 46 percent international gas, 37 percent liquids, and 17 percent U.S. onshore natural gas. Proved developed reserves represented approximately 39 percent of total proved reserves at the end of the year.

Record DJ Basin and Delaware Basin Production Leads Strong U.S. Onshore Performance
Total sales volumes across the Company’s U.S. onshore assets averaged 253 MBoe/d in the fourth quarter 2018. U.S. onshore oil volumes totaled a record 118 MBbl/d, up nearly 10 MBbl/d from the third quarter 2018. Total liquids of 178 MBbl/d was also a quarterly record for Noble Energy. Fourth quarter 2018 volumes reflect quarterly records for each of the Company’s DJ and Delaware Basin assets.

The DJ Basin averaged 138 MBoe/d, an increase of nine percent from the third quarter 2018, while continuing to generate substantial cash flows in excess of capital investments. The increased volumes for the fourth quarter were driven by continued strong well performance from the Mustang area and 22 new wells that commenced production (all in Wells Ranch). Oil volumes reached a quarterly record totaling 71 MBbl/d. Sales volumes from the initial row of development in Mustang averaged over 26 MBoe/d, gross (20 MBoe/d net), for the fourth quarter 2018, with more than 60 percent of the volume being oil. Production from Mustang continues to benefit from access to multiple gas processors and outlets.

In the fourth quarter, the Company received regulatory approval for the first large-scale Comprehensive Drilling Plan in the state of Colorado, naming Noble Energy sole operator across a 100 square mile position

4



in Mustang. The Company has received permits for more than 400 locations across the Mustang area, most of which are valid over a six-year time frame.

Sales volumes from the Company's Delaware Basin assets totaled 60 MBoe/d, representing increases of four percent from the third quarter 2018 and 57 percent from the fourth quarter 2017. During the quarter, the Company commenced production on 14 wells, with an average lateral length of 9,680 feet. Twelve of the new wells were located in the Wolfcamp zones and produced an average IP-30 rate of 1,712 Boe/d, or 182 Boe/d per 1,000 lateral feet. Two of the wells were located in the Third Bone Spring zone and averaged 210 Boe/d per 1,000 lateral feet over the first 30 days of production. The average oil mix for the new wells was in excess of 70 percent.

Sales volumes from the Eagle Ford totaled 55 MBoe/d for the fourth quarter, down 10 MBoe/d from the third quarter 2018. The asset continues to contribute significant operating cash flows for the Company. Four new wells commenced production at the end of 2018 from the Company’s L&E area located north of Gates Ranch. The Company continues to optimize base production, and completion activity in the Eagle Ford is expected to result in additional wells commencing production during the first quarter 2019.

Across the U.S. onshore portfolio, the Company drilled 50 wells in the fourth quarter, while completing and commencing production on 40 wells.

Progressing Offshore Major Projects While Maximizing Existing Cash Flows
Fourth quarter net sales volumes from the Company’s assets in Israel totaled 224 million cubic feet of natural gas equivalent per day (MMcfe/d). Gross production from the Company’s assets in Israel averaged approximately one billion cubic feet of natural gas equivalent per day. During the fourth quarter, the Company generated $143 million in after-tax proceeds from the divestment of 38.5 million shares of Tamar Petroleum.

The Leviathan project is approximately 75 percent complete. The Company has completed the installation of all in-field gathering lines, subsea trees, and fabrication of the jacket structure. The jacket arrived in Israel

5



waters in January 2019 and has been installed. All four production wells have been completed, and flow tests have confirmed the deliverability of more than 300 MMcfe/d per well. Construction of the platform continues, and the project remains on schedule for startup by the end of 2019.

Sales volumes for West Africa were 60 MBoe/d, including 20 MBbl/d of crude oil. Successful reservoir management, including optimized field injection, is delivering lower natural field declines than previously expected at the Company’s operated Aseng and Alen fields. Noble Energy continued final negotiations towards sanctioning the Alen gas monetization project.

Additional details for the fourth quarter and year-end results can be found in the Company’s latest presentation on the Company’s website, www.nblenergy.com.

(1)Pro forma for asset divestments.
(2)A Non-GAAP measure, please see the respective earnings release schedules included herein for reconciliations.

Webcast and Conference Call Information
Noble Energy, Inc. will host a live audio webcast and conference call at 8:00 a.m. Central Time on February 19, 2019. The webcast link is accessible on the 'Investors' page at www.nblenergy.com. A replay will be available on the website. Conference call numbers for participation during the question and answer session are:

Toll Free Dial in: 877-883-0383
International Dial in: 412-902-6506
Conference ID: 4106820

Noble Energy (NYSE: NBL) is an independent oil and natural gas exploration and production company committed to meeting the world’s growing energy needs and delivering leading returns to shareholders. The Company operates a high-quality portfolio of assets onshore in the United States and offshore in the Eastern Mediterranean and off the west coast of Africa. Founded more than 85 years ago, Noble Energy is guided by its values, its commitment to safety, and respect for stakeholders, communities and the environment. For more information on how the Company fulfills its purpose: Energizing the World, Bettering People’s Lives®, visit https://www.nblenergy.com.
Investor Contacts 
Brad Whitmarsh 
(281) 943-1670 
Brad.Whitmarsh@nblenergy.com 

6




Park Carrere 
(281) 872-3208 
Park.Carrere@nblenergy.com 

Megan Dolezal 
(281) 943-1861 
Megan.Dolezal@nblenergy.com 
Media Contacts 
Reba Reid 
(713) 412-8441 
media@nblenergy.com 
 
Paula Beasley 
(281) 876-6133 
media@nblenergy.com

This news release contains certain "forward-looking statements" within the meaning of federal securities laws. Words such as "anticipates", “plans”, “estimates”, "believes", "expects", "intends", "will", "should", "may", and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect Noble Energy's current views about future events. Such forward-looking statements may include, but are not limited to, future financial and operating results, and other statements that are not historical facts, including estimates of oil and natural gas reserves and resources, estimates of future production, assumptions regarding future oil and natural gas pricing, planned drilling activity, future results of operations, projected cash flow and liquidity, business strategy and other plans and objectives for future operations.  No assurances can be given that the forward-looking statements contained in this news release will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, without limitation, the volatility in commodity prices for crude oil and natural gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, competition, government regulation or other actions, the ability of management to execute its plans to meet its goals and other risks inherent in Noble Energy's businesses that are discussed in Noble Energy's most recent annual report on Form 10-K, quarterly report on Form 10-Q, and in other Noble Energy reports on file with the Securities and Exchange Commission (the "SEC"). These reports are also available from the sources described above. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Noble Energy does not assume any obligation to update any forward-looking statements should circumstances or management’s estimates or opinions change. 
This news release also contains certain historical non-GAAP measures of financial performance that management believes are good tools for internal use and the investment community in evaluating Noble Energy’s overall financial performance. These non-GAAP measures are broadly used to value and compare companies in the crude oil and natural gas industry. Please see Noble Energy’s respective earnings release for reconciliations of the differences between any historical non-GAAP measures used in this news release and the most directly comparable GAAP financial measures.


7




Schedule 1
Noble Energy, Inc.
Summary Statement of Operations
(in millions, except per share amounts, unaudited)
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2018(1)
 
2017
 
2018(1)
 
2017
Revenues
 
 
 
 
 
 
 
Oil, NGL and Gas Sales
$
1,052

 
$
1,142

 
$
4,461

 
$
4,060

Sales of Purchased Oil and Gas
84

 

 
275

 

Income from Equity Method Investees
32

 
52

 
172

 
177

Midstream Services Revenue - Third Party
29

 
7

 
78

 
19

Total Revenues
1,197

 
1,201

 
4,986

 
4,256

Operating Expenses
 
 
 
 
 
 
 
Lease Operating Expense
165

 
157

 
576

 
571

Production and Ad Valorem Taxes
39

 
14

 
190

 
118

Gathering, Transportation and Processing Expense
101

 
99

 
393

 
432

Other Royalty Expense
6

 
5

 
38

 
20

Marketing Expense
19

 
8

 
40

 
47

Exploration Expense
40

 
52

 
129

 
188

Depreciation, Depletion and Amortization
516

 
499

 
1,934

 
2,053

Loss on Marcellus Shale Upstream Divestiture and Other

 
53

 

 
2,379

Cost of Purchased Oil and Gas
92

 

 
296

 

General and Administrative
69

 
111

 
385

 
415

Loss (Gain) on Divestitures, Net
16

 
(324
)
 
(843
)
 
(326
)
Asset Impairments
38

 
63

 
206

 
70

Goodwill Impairment
1,281

 

 
1,281

 

Other Operating Expense, Net
13

 
3

 
10

 
91

Total Operating Expenses
2,395

 
740

 
4,635

 
6,058

Operating (Loss) Income
(1,198
)
 
461

 
351

 
(1,802
)
Other (Income) Expense
 
 
 
 
 
 
 
(Gain) Loss on Commodity Derivative Instruments
(546
)
 
82

 
(63
)
 
(63
)
Loss on Extinguishment of Facility or Debt
11

 

 
8

 
98

Interest, Net of Amount Capitalized
66

 
83

 
282

 
354

Other Non-Operating (Income) Expense, Net
(9
)
 
4

 
(16
)
 

Total Other (Income) Expense
(478
)
 
169

 
211

 
389

(Loss) Income Before Income Taxes
(720
)
 
292

 
140

 
(2,191
)
Income Tax Expense (Benefit)
82

 
(224
)
 
126

 
(1,141
)
Net (Loss) Income and Comprehensive (Loss) Income Including Noncontrolling Interests
(802
)
 
516

 
14

 
(1,050
)
Less: Net Income and Comprehensive Income Attributable to Noncontrolling Interests(2)
22

 
22

 
80

 
68

Net (Loss) Income and Comprehensive (Loss) Income Attributable to Noble Energy
$
(824
)
 
$
494

 
$
(66
)
 
$
(1,118
)
 
 
 
 
 
 
 
 
Net (Loss) Income Attributable to Noble Energy Per Common Share
 
 
 
 
 
 
(Loss) Income Per Share, Basic
$
(1.72
)
 
$
1.01

 
$
(0.14
)
 
$
(2.38
)
(Loss) Income Per Share, Diluted
$
(1.72
)
 
$
1.01

 
$
(0.14
)
 
$
(2.38
)
 
 
 
 
 
 
 
 
Weighted Average Number of Shares Outstanding
 
 
 
 
 
 
 
Basic
479


487


483


469

Diluted
479

 
488

 
483

 
469


8




(1) 
On January 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers, using the modified retrospective method. As a result of adoption, we have changed the 2018 presentation of certain sales volumes, revenues and expenses related to sales of natural gas and NGLs based on the control model under ASC 606. 2017 information has not been recast to reflect this impact. See Schedule 4.
(2) 
The Company consolidates Noble Midstream Partners LP (NBLX), a publicly traded subsidiary of Noble Energy, as a variable interest entity for financial reporting purposes. The public's ownership interest in NBLX is reflected as a noncontrolling interest in the financial statements.
  
These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in Noble Energy's Annual Report on Form 10-K to be filed with the Securities and Exchange Commission on February 19, 2019.

9



Schedule 2
Noble Energy, Inc.
Condensed Balance Sheets
(in millions, unaudited) 
 
December 31, 2018
 
December 31, 2017
Assets
 
 
 
Current Assets
 
 
 
Cash and Cash Equivalents
$
716

 
$
675

Accounts Receivable, Net
616

 
748

Other Current Assets
418

 
780

Total Current Assets
1,750

 
2,203

Net Property, Plant and Equipment
18,419

 
17,502

Other Noncurrent Assets
731

 
461

Goodwill
110

 
1,310

Total Assets
$
21,010

 
$
21,476

Liabilities and Shareholders' Equity
 
 
 
Current Liabilities
 
 
 
Accounts Payable - Trade
$
1,207

 
$
1,161

Other Current Liabilities
519

 
578

Total Current Liabilities
1,726

 
1,739

Long-Term Debt, Noble Energy
6,014

 
6,661

Long-Term Debt, Noble Midstream Services
560

 
85

Deferred Income Taxes
1,061

 
1,127

Other Noncurrent Liabilities
1,165

 
1,245

Total Liabilities
10,526

 
10,857

Noble Energy Share of Equity
9,426

 
9,936

Noncontrolling Interests(1)
1,058

 
683

Total Equity
10,484

 
10,619

Total Liabilities and Equity
$
21,010

 
$
21,476


(1) 
The Company consolidates Noble Midstream Partners LP (NBLX), a publicly traded subsidiary of Noble Energy, as a variable interest entity for financial reporting purposes. The public's ownership interest in NBLX is reflected as a noncontrolling interest in the financial statements.
 

These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in Noble Energy's Annual Report on Form 10-K to be filed with the Securities and Exchange Commission on February 19, 2019.

















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Schedule 3
Noble Energy, Inc.
Condensed Statement of Cash Flows
(in millions, unaudited)
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2018
 
2017
 
2018
 
2017
Cash Flows From Operating Activities
 
 
 
 
 
 
 
Net (Loss) Income Including Noncontrolling Interests(1)
$
(802
)
 
$
516

 
$
14

 
$
(1,050
)
Adjustments to Reconcile Net (Loss) Income to Net Cash Provided by Operating Activities
 
 
 
 
 
 
 
Depreciation, Depletion and Amortization
516

 
499

 
1,934

 
2,053

Loss on Marcellus Shale Upstream Divestiture and Other

 
53

 

 
2,379

Loss (Gain) on Divestitures, Net
16

 
(326
)
 
(843
)
 
(326
)
Asset Impairments
38

 
63

 
206

 
70

Goodwill Impairment
1,281

 

 
1,281

 

Deferred Income Tax Expense (Benefit)
80

 
(239
)
 
(70
)
 
(1,227
)
(Gain) Loss on Commodity Derivative Instruments
(546
)
 
82

 
(63
)
 
(63
)
Net Cash (Paid) Received in Settlement of Commodity Derivative Instruments
(1
)
 
(5
)
 
(161
)
 
13

Other Adjustments for Noncash Items Included in Income
40

 
13

 
85

 
252

Net Changes in Working Capital
(62
)
 
(123
)
 
(47
)
 
(150
)
Net Cash Provided by Operating Activities
560

 
533

 
2,336

 
1,951

Cash Flows From Investing Activities
 
 
 
 
 
 
 
Additions to Property, Plant and Equipment
(690
)
 
(693
)
 
(3,279
)
 
(2,649
)
Proceeds from Divestitures(2)
259

 
916

 
1,999

 
2,073

Acquisitions, Net of Cash Received(3)

 
19

 
(653
)
 
(954
)
Other
2

 
(19
)
 
2

 
(87
)
Net Cash (Used in) Provided by Investing Activities
(429
)
 
223

 
(1,931
)
 
(1,617
)
Cash Flows From Financing Activities
 
 
 
 
 
 
 
Dividends Paid, Common Stock
(52
)
 
(49
)
 
(208
)
 
(190
)
Purchase and Retirement of Common Stock
(72
)
 

 
(295
)
 

Noble Midstream Services Revolving Credit Facility, Net
10

 
(115
)
 
(25
)
 
85

Proceeds from Noble Midstream Services Term Loan Credit Facility

 

 
500

 

Issuance of Noble Midstream Partners Common Units, Net of Offering Costs

 
174

 

 
312

Revolving Credit Facility, Net

 
(45
)
 
(230
)
 
230

Repayment of Clayton William Energy Long-term Debt

 

 

 
(595
)
Senior Notes, Net

 
(18
)
 
(384
)
 
(28
)
Term Loan Facility, Net

 
(550
)
 

 
(550
)
Contributions from Noncontrolling Interest Owners
5

 
19

 
353

 
19

Other
(24
)
 
(23
)
 
(110
)
 
(114
)
Net Cash Used in Financing Activities
(133
)
 
(607
)
 
(399
)
 
(831
)
(Decrease) Increase in Cash, Cash Equivalents and Restricted Cash
(2
)
 
149

 
6

 
(497
)
Cash, Cash Equivalents and Restricted Cash at Beginning of Period(4)
721

 
564

 
713

 
1,210

Cash, Cash Equivalents and Restricted Cash at End of Period(5)
$
719

 
$
713

 
$
719

 
$
713



11



(1) 
The Company consolidates Noble Midstream Partners LP (NBLX), a publicly traded subsidiary of Noble Energy, as a variable interest entity for financial reporting purposes. The public's ownership interest in NBLX is reflected as a noncontrolling interest in the financial statements. For the quarter and year ended December 31, 2018 and 2017, Net (Loss) Income includes Net Income Attributable to Noncontrolling Interests in NBLX.
(2) 
For the three months ended December 31, 2018, proceeds include $163 million from the sale of Tamar Petroleum Ltd. shares and $63 million from the sale of certain non-core acreage in the Delaware Basin. For the year ended December 31, 2018, proceeds include $484 million from the sale of a 7.5% interest in Tamar field, $696 million from the sale of CONE Gathering LLC and CNX Midstream Partners common units and $384 million from the Gulf of Mexico divestiture. For the year ended December 31, 2017, proceeds include $1.028 billion from the Marcellus Shale upstream divestiture.
(3) 
For the year ended December 31, 2018, acquisitions, net of cash acquired relate to 100 percent of the acquisition of Saddle Butte Rockies Midstream, LLC by NBLX.
(4) 
As of the beginning of the periods presented, amounts include restricted cash of $1 million, $0 million, $38 million and $30 million, respectively.
(5) 
Includes restricted cash of $3 million and $38 million, respectively.

These financial statements should be read in conjunction with the financial statements and the accompanying notes and other information included in Noble Energy's Annual Report on Form 10-K to be filed with the Securities and Exchange Commission on February 19, 2019.

12



Schedule 4
Noble Energy, Inc.
Volume and Price Statistics
(unaudited)
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
Sales Volumes
2018
 
2017
 
2018
 
2017
Crude Oil and Condensate (MBbl/d)
 
 
 
 
 
 
 
United States Onshore
118

 
104

 
109

 
90

United States Gulf of Mexico

 
18

 
5

 
21

Equatorial Guinea
18

 
17

 
16

 
18

Equity Method Investee - Equatorial Guinea
2

 
2

 
2

 
2

Total
138

 
141

 
132

 
131

Natural Gas Liquids (MBbl/d)
 
 
 
 
 
 
 
United States Onshore(1)
60

 
62

 
62

 
56

United States Gulf of Mexico

 
2

 

 
2

Equity Method Investee - Equatorial Guinea
7

 
6

 
5

 
6

Total
67

 
70

 
67

 
64

Natural Gas (MMcf/d)
 
 
 
 
 
 
 
United States Onshore(1)
451

 
494

 
466

 
586

United States Gulf of Mexico

 
22

 
6

 
21

Israel
222

 
260

 
237

 
272

Equatorial Guinea
203

 
236

 
213

 
239

Total
876

 
1,012

 
922

 
1,118

Total Sales Volumes (MBoe/d)
 
 
 
 
 
 
 
United States Onshore(1)
253

 
249

 
248

 
244

United States Gulf of Mexico

 
23

 
7

 
26

Israel
37

 
44

 
40

 
46

Equatorial Guinea
51

 
56

 
51

 
57

Equity Method Investee - Equatorial Guinea
9

 
8

 
7

 
8

Total Sales Volumes (MBoe/d)
350

 
380

 
353

 
381

 
 
 
 
 
 
 
 
Total Sales Volumes (MBoe)
32,219

 
34,946

 
128,714

 
139,050

 
 
 
 
 
 
 
 
Price Statistics - Realized Prices(2)

 
 
 
 
 
 
Crude Oil and Condensate ($/Bbl)
 
 
 
 
 
 
 
United States Onshore
$
52.98


$
53.83

 
$
60.93

 
$
48.88

United States Gulf of Mexico

 
58.08

 
64.84

 
50.05

Equatorial Guinea
61.23

 
60.83

 
68.53

 
53.68

Natural Gas Liquids ($/Bbl)
 
 
 
 
 
 
 
United States Onshore(1)
$
24.84

 
$
27.77

 
$
25.86

 
$
23.34

United States Gulf of Mexico

 
32.79

 
30.00

 
25.76

Natural Gas ($/Mcf)
 
 
 
 
 
 
 
United States Onshore(1)
$
2.87

 
$
2.87

 
$
2.51

 
$
3.02

United States Gulf of Mexico

 
3.09

 
3.48

 
3.16

Israel
5.44

 
5.31

 
5.47

 
5.32

Equatorial Guinea
0.27

 
0.27

 
0.27

 
0.27




13



(1) 
Due to adoption of ASC 606, Revenue from Contracts with Customers, U.S. onshore natural gas liquids volumes increased 5 MBbl/d for both the quarter and year ended December 31, 2018. U.S. onshore natural gas liquids pricing is reflected lower by $2.20/Bbl and $1.76/Bbl, respectively. U.S. onshore natural gas volumes increased 33 MMcf/d and 31 MMcf/d for the quarter and year ended December 31, 2018, respectively. U.S. onshore natural gas pricing is reflected lower by $0.17/Mcf and $0.12/Mcf, respectively. 2017 information has not been recast to reflect the impact of adoption.
(2) 
Average realized prices do not include gains or losses on commodity derivative instruments.




14



Schedule 5
Noble Energy, Inc.
Reconciliation of Net (Loss) Income Attributable to Noble Energy and Per Share (GAAP) to
Adjusted Net Income Attributable to Noble Energy and Per Share (Non-GAAP)
(in millions, except per share amounts, unaudited)

Adjusted net income attributable to Noble Energy and per share (Non-GAAP) should not be considered an alternative to, or more meaningful than, net (loss) income attributable to Noble Energy and per share (GAAP) or any other measure as reported in accordance with GAAP. Our management believes, and certain investors may find, that adjusted net income attributable to Noble Energy and per share (Non-GAAP) is beneficial in evaluating our operating and financial performance because it eliminates the impact of certain items affecting comparability (typically non-cash and/or nonrecurring items) that management does not consider to be indicative of our performance from period to period. We believe this Non-GAAP measure is used by analysts and investors to evaluate and compare our operating and financial performance across periods. As a performance measure, adjusted net income attributable to Noble Energy and per share (Non-GAAP) may be useful for comparison of earnings and per share to forecasts prepared by analysts and other third parties. However, our presentation of adjusted net income attributable to Noble Energy and per share (Non-GAAP), may not be comparable to similar measures of other companies in our industry.
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2018
 
2017
 
2018
 
2017
Net (Loss) Income Attributable to Noble Energy (GAAP)
$
(824
)
 
$
494

 
$
(66
)
 
$
(1,118
)
Adjustments to Net (Loss) Income
 
 
 
 
 
 
 
Loss on Marcellus Shale Upstream Divestiture and Other

 
53

 

 
2,379

Loss (Gain) on Divestitures, Net
16

 
(324
)
 
(843
)
 
(326
)
Asset Impairments
38

 
63

 
206

 
70

Goodwill Impairment
1,281

 

 
1,281

 

(Gain) Loss on Commodity Derivative Instruments, Net of Cash Settlements
(547
)
 
77

 
(224
)
 
(50
)
Loss on Investment in Shares of Tamar Petroleum Ltd.
2

 

 
27

 

Clayton Williams Energy Acquisition Costs

 
2

 

 
100

Other Adjustments
41

 
25

 
62

 
201

Total Adjustments Before Tax
831

 
(104
)
 
509

 
2,374

Current Income Tax Effect of Adjustments(1)
(29
)
 

 
64

 

Deferred Income Tax Effect of Adjustments(1)
73

 
36

 
71

 
(839
)
Tax Reform Impact(2)
5

 
(270
)
 
(140
)
 
(270
)
Adjusted Net Income Attributable to Noble Energy (Non-GAAP)
$
56

 
$
156

 
$
438

 
$
147

 
 
 
 
 
 
 
 
Net (Loss) Income Attributable to Noble Energy Per Share, Basic and Diluted (GAAP)
$
(1.72
)
 
$
1.01

 
$
(0.14
)
 
$
(2.38
)
Loss on Marcellus Shale Upstream Divestiture and Other

 
0.11

 

 
5.05

Loss (Gain) on Divestitures, Net
0.04

 
(0.67
)
 
(1.74
)
 
(0.70
)
Asset Impairments
0.08

 
0.13

 
0.42

 
0.15

Goodwill Impairment
2.66

 

 
2.64

 

(Gain) Loss on Commodity Derivative Instruments, Net of Cash Settlements
(1.14
)
 
0.16

 
(0.46
)
 
(0.11
)
Loss on Investment in Shares of Tamar Petroleum Ltd.

 

 
0.06

 

Clayton Williams Energy Acquisition Costs

 

 

 
0.21

Other Adjustments
0.09

 
0.06

 
0.13

 
0.45

Current Income Tax Effect of Adjustments(1)
(0.06
)
 

 
0.13

 

Deferred Income Tax Effect of Adjustments(1)
0.16

 
0.07

 
0.15

 
(1.79
)
Tax Reform Impact(2)
0.01

 
(0.55
)

(0.29
)
 
(0.57
)
Adjusted Net Income Attributable to Noble Energy (Non-GAAP)
0.12

 
0.32

 
0.90

 
0.31

 
 
 
 
 
 
 
 
Weighted Average Number of Shares Outstanding, Basic
479

 
487

 
483

 
469

Incremental Dilutive Shares
2

 
1

 
2

 
2

Weighted Average Number of Shares Outstanding, Diluted
481

 
488

 
485

 
471


15



(1) 
Amount represents the income tax effect of adjustments, determined for each major tax jurisdiction for each adjusting item, including the impact of timing and magnitude of divestiture activities.
(2) 
During first quarter 2018, in response to Notice 2018-26, issued by the US Department of the Treasury and the Internal Revenue Service, we released the valuation allowance recorded against foreign tax credits expected to be utilized against the toll tax liability that we had recorded as of December 31, 2017, reduced our estimated toll tax liability, and recorded corresponding expense for the tax rate change adjustment on the previously utilized net operating losses. The impact on first quarter 2018 total tax expense, related to this additional guidance, was a net $145 million discrete tax benefit.


16



Schedule 6
Noble Energy, Inc.
Reconciliation of Net (Loss) Income Including Noncontrolling Interests (GAAP)
to Adjusted EBITDAX (Non-GAAP)
(in millions, unaudited)

Adjusted Earnings Before Interest Expense, Income Taxes, Depreciation, Depletion and Amortization, and Exploration Expenses (Adjusted EBITDAX) (Non-GAAP) should not be considered an alternative to, or more meaningful than, net (loss) income including noncontrolling interests (GAAP) or any other measure as reported in accordance with GAAP. Our management believes, and certain investors may find, that Adjusted EBITDAX (Non-GAAP) is beneficial in evaluating our operating and financial performance because it eliminates the impact of certain items affecting comparability (typically non-cash and/or nonrecurring items) that management does not consider to be indicative of our performance from period to period. We believe these Non-GAAP measures are used by analysts and investors to evaluate and compare our operating and financial performance across periods. As a performance measure, Adjusted EBITDAX (Non-GAAP) may be useful for comparison to forecasts prepared by analysts and other third parties. However, our presentation of Adjusted EBITDAX (Non-GAAP) may not be comparable to similar measures of other companies in our industry.
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2018
 
2017
 
2018
 
2017
Net (Loss) Income Including Noncontrolling Interests (GAAP)
$
(802
)
 
$
516

 
$
14

 
$
(1,050
)
Adjustments to Net Income (Loss), After Tax(1)
880

 
(338
)
 
504

 
1,265

Depreciation, Depletion, and Amortization
516

 
499

 
1,934

 
2,053

Exploration Expense(2)
40

 
41

 
129

 
126

Interest, Net of Amount Capitalized
66

 
83

 
282

 
354

Current Income Tax Expense(3)
31

 
15

 
121

 
86

Deferred Income Tax Expense (Benefit)(3)
2

 
(5
)
 
10

 
(118
)
Adjusted EBITDAX (Non-GAAP)
$
733

 
$
811

 
$
2,994

 
$
2,716


(1) 
See Schedule 5: Reconciliation of Net (Loss) Income Attributable to Noble Energy (GAAP) to Adjusted Income Attributable to Noble Energy (Non-GAAP).
(2) 
Represents remaining Exploration Expense after reversal of Adjustments to Net Income (Loss), After Tax, above.
(3) 
Represents remaining Income Tax Expense (Benefit) after reversal of Adjustments to Net Income (Loss), After Tax, above.

Capital Expenditures
(in millions, unaudited)
 
Three Months Ended December 31,
 
Twelve Months Ended December 31,
 
2018
 
2017
 
2018
 
2017
Organic Capital Expenditures Attributable to Noble Energy (Accrual Based)(1)
$
643

 
$
655

 
$
2,988

 
$
2,556

Acquisition Capital Attributable to Noble Energy
20

 
2

 
41

 
2,740

NBLX Capital Expenditures(2)
37

 
61

 
482

 
294

Increase in Capital Lease Obligations
5

 

 
14

 

Total Reported Capital Expenditures (Accrual Based)
$
705

 
$
718

 
$
3,525

 
$
5,590


(1) 
Organic Capital Expenditures include $24 million, $78 million, $245 million and $172 million for midstream capital not funded by NBLX for the periods presented.
(2) 
NBLX Funded Capital Expenditures for the years ended December 31, 2018 and 2017 include $206 million related to the acquisition of Saddle Butte Rockies Midstream, LLC and $68 million for capital related to the Advantage Pipeline.


17



Schedule 7
Noble Energy, Inc.
Supplemental Data
(in millions, unaudited)
2018 Costs Incurred in Oil and Gas Activities
 
United States
 
Int’l(1)
 
Total
 
 
 
 
 
 
 
Proved Property Acquisition Costs
 
$

 
$

 
$

Unproved Property Acquisition Costs
 
41

 

 
41

Exploration Costs
 
58

 
95

 
153

Development Costs(2)
 
2,303

 
667

 
2,970

Total Costs Incurred
 
$
2,402

 
$
762

 
$
3,164

 
 
 
 
 
 
 
Reconciliation to Capital Spending (Accrual Basis)
 
 
 
 
 
 
Total Costs Incurred
 
 
 
 
 
$
3,164

Exploration Overhead
 
 
 
 
 
(80
)
Lease Rentals
 
 
 
 
 
(48
)
Asset Retirement Obligations
 
 
 
 
 
(312
)
Total Oil and Gas Spending
 
 
 
 
 
2,724

Midstream Capital Spending
 
 
 
 
 
727

Corporate and Other Capital
 
 
 
 
 
74

Total Capital Spending (Accrual Basis)
 
 
 
 
 
$
3,525

 
 
 
 
 
 
 
Proved Reserves(3)
 
United States
 
Int’l(1)
 
Total
Total Million Barrels Oil Equivalents (MMBoe)
 
 
 
 
 
 
Beginning Reserves - December 31, 2017
 
940

 
1,025

 
1,965

Revisions, Net
 
(9
)
 
7

 
(2
)
Extensions, Discoveries and Other Additions
 
208

 
15

 
223

Sale of Minerals in Place
 
(44
)
 
(84
)
 
(128
)
Production
 
(93
)
 
(36
)
 
(129
)
Ending Reserves - December 31, 2018
 
1,002

 
927

 
1,929

Proved Developed Reserves (MMBoe)
 

 

 

December 31, 2017
 
458

 
410

 
868

December 31, 2018
 
442

 
312

 
754


(1) 
International includes Israel, Equatorial Guinea and other international locations, including new ventures.
(2) 
Includes increases in ARO of $302 million for the United States and $10 million for International primarily related to changes in revisions. Excludes capital expenditures of our midstream segment.
(3) 
Netherland, Sewell & Associates, Inc. performed a reserves audit for 2018 and concluded that the Company's estimates of proved reserves were, in the aggregate, reasonable and have been prepared in accordance with Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information promulgated by the Society of Petroleum Engineers.




18
a2019guidanceandye18fina
Year-end 2018 Results and Guidance February 2019


 
4Q18 Actuals vs. Guidance www.nblenergy.com NYSE: NBL Strong finish to 2018 with volumes above, expenses below expectations Financial & Operating Metrics 4Q Guidance 4Q Actuals Adjusted Net Income 4Q ($MM) Total Sales Volumes (MBoe/d) 337 – 349 350 Net Loss Attributable to NBL (GAAP) (824) Oil (MBbl/d) 127 – 139 138 Adjustments to Net Loss, Before Tax 831 Natural Gas Liquids (MBbl/d) 57 – 62 67 Adjusted Net Income attributable to NBL, Before Tax 7 Natural Gas (MMcf/d) 880 – 910 876 Current Income Tax Effect of Adjustments (29) Organic Capital(1) ($MM) 625 – 700 643 Deferred Income Tax Effect of Adjustments 78 Lease Operating ($/BOE) 4.60 – 5.10 5.10 Adjusted Net Income Attributable to NBL(2) (Non-GAAP) 56 Gathering, Transportation & Processing ($/BOE) 3.20 – 3.50 3.13 Adjusted EBITDAX 4Q ($MM) Production Taxes (% Oil, NGL, Gas Revenues) 4.6 – 5.0 3.7 Net Loss Including Noncontrolling Interest(GAAP) (802) Marketing ($MM) 8 – 12 19 Adjustments to Net Loss, After Tax 880 DD&A ($/BOE) 15.25 – 16.25 16.02 DD&A 516 Exploration ($MM) 40 – 60 40 G&A ($MM) 110 – 120 69 Exploration 40 Interest, net ($MM) 65 – 75 66 Interest, net 66 Equity Investment Income ($MM) 30 – 45 32 Current Income Tax Expense, Adjusted 31 Midstream Services Revenue – Third Party ($MM) 18 – 28 29 Deferred Income Tax Benefit, Adjusted 2 Noncontrolling Interest – NBLX Public Unitholders ($MM) 18 – 28 22 Adjusted EBITDAX(2) (Non-GAAP) 733 (1) Represents NBL organic capital expenditures, including NBL-funded midstream capital. (2) Non-GAAP reconciliation to GAAP measure available in 4Q18 earnings release. 2


 
U.S. Onshore www.nblenergy.com NYSE: NBL Robust well performance driving record quarter 4Q18 Key Highlights DJ Basin 22 wells online; 10,090’ avg. lateral length Record U.S. Onshore Oil Volumes of 118 MBbl/d 2 avg. operated rigs; 1.5 frac crews • Record volumes from DJ and Delaware Basins • DJ driven by Mustang performance at 60%+ oil mix • Strong Wolfcamp A and Third Bone Spring wells in Delaware Basin Delaware, Permian Basin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 wells online; 9,680’ avg. lateral length Progressing Row Development 5 avg. operated rigs; 1 frac crew • Drilling initial rows in Delaware Basin, wells expected online in 1H19 DJ and Delaware Driving • Completed wells in second row of development in MBoe/d Mustang, wells anticipated online in 1Q19 Oil Growth MBbl/d • Completing Eagle Ford DUCs in 2019 300 140 Eagle Ford 250 120 4 wells online; 5,200’ avg. lateral length 200 100 4Q18 Sales Volumes DJ Delaware Eagle Ford Total 80 1 avg. operated rig; 1 frac crew 150 Oil (MBbl/d) 71 39 8 118 60 100 40 NGL (MBbl/d) 26 12 22 60 50 20 Gas (MMcf/d) 245 54 152 451 0 0 4Q16 (1) 4Q17 (1) 4Q18 Total Sales (MBoe/d) 138 60 55 253 Delaware DJ Basin Eagle Ford Total USO Oil Note: Activity represents NBL operated in 4Q. (1) Adjusted for divestitures. 3


 
2018 Proved Reserves www.nblenergy.com NYSE: NBL Strong organic reserve replacement Total Proved Reserves Increased 5% Pro Forma for 1.97 Year-end NBL Reserves Divestments BBoe 1.93 2.0 (1) • Reserve additions replaced FY18 production by 171% 15-Year 1.5 • Gulf of Mexico and Tamar 7.5% WI primary divestments Reserve Life at . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.0 2018 Volumes U.S. Onshore Reserve Additions Replaced FY18 0.5 Production by More Than 2X 0.0 2016 2017 2018 • Total U.S. onshore reserves increased by 12% pro forma Proved Reserves Divested Reserves for divestments • Delaware Basin reserves up more than 8%, DJ Basin YE 2018 Proved Reserves by Area reserves up 21%, Eagle Ford down 18% on lower activity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . U.S. Onshore U.S. Onshore Reserves F&D Cost of $11.86/BOE 1.93 Israel • Total company of $14.13/BOE, including capital spent on BBoe Equatorial Guinea Leviathan project (1) Represents additions, extensions, and revisions. 4


 
2018 Summary Review www.nblenergy.com NYSE: NBL Delivered significant strategic, operational and financial accomplishments • Received , supporting long-term DJ Basin development Achieved • Secured key long-term takeaway agreements for Delaware oil to Gulf Coast markets Strategic • Contracted natural gas sales of and executed agreements Objectives on multiple pipeline routes • Heads of Agreement established commercial terms for Alen gas monetization in E.G. • Delivered (1) over 2017 with strong safety performance Strong • U.S. onshore oil volumes grew 26%(1) over 2017 Operational • Completed initial row of development in Mustang delivering significant oil volumes Execution • Transitioned to row development in Delaware; key gathering infrastructure in place • Record gross Israel volumes ~1 Bcfe/d; Progressed • Returned including $208 MM in dividends, $295 MM in share Delivered repurchases and $609 MM reduction in debt Financial • Delivered $2 B in strategic portfolio proceeds from asset sales Outcomes • Exited 2018 with over $4.7 B in liquidity, agency credit rating outlook improved (1) Pro-forma for divestments. 5


 
Focused Strategy www.nblenergy.com NYSE: NBL NBL is well-positioned for success NBL to Drive Sustainability through Cycles Planning for $50-$55/Bbl WTI; Higher Prices Accelerate Returns to Investors Macro Environment Factors Transitional Year Positioning for Differentiated Future 2019 • Target USO asset-level free cash flow(1) by YE19 (2) • Significant E&P sector • Delivering production growth with capital down at midpoint vs. FY18 underperformance • Increased oil price (1) volatility Inflection in Free Cash Flow and Shareholder Returns • Free cash flow(1) returned to investors • Global capital markets 2020 • Capital(2) down , volumes up vs. 2019 volatility • Eroding industry (1) capital efficiency and Sustainable Free Cash Flow Growth (1) discipline • Continue to return significant free cash flow to investors Post 2020 • Position NBL upstream leverage net debt/EBITDA(1) • Target volume growth, before major projects Price deck defined in appendix. (1) Non-GAAP measure. Term defined in appendix. 6 (2) Represents NBL organic capital expenditures, including NBL-funded midstream capital.


 
2019 Key Goals and Objectives www.nblenergy.com NYSE: NBL Positioning NBL for the next decade and beyond Continue to Enhance Sustainability Culture within NBL • Maintain capital discipline, plan business activities for long-term $50 - $55 WTI environment • Continue partnerships with local communities and governments for responsible energy development • Promote transparency and responsibility with 8th Sustainability Report and 1st Climate Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Maintain Significant Financial Capacity and Flexibility • Manage all-in cash sources above uses, protecting leverage and liquidity • Target $500 MM - $1 B in portfolio proceeds to support balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Deliver Top-Tier U.S. Onshore Performance in NBL Basins • Maintain focus on high-return, capital-efficient row development • Well cost reductions, cycle time improvements and operating expense decreases • Maximize value of midstream business within NBL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Progress Value Recognition of World-Class Offshore Assets • Transform EMed region with Leviathan first gas sales by year-end • Sanction next leg of development in West Africa focused on LNG-linked natural gas • Enhance and mature low-cost, high-potential exploration portfolio 7


 
2019 Capital and Volume Outlook www.nblenergy.com NYSE: NBL Capital discipline drives long-term free cash flow(1) 2019E Organic Capital(2): $2,400-$2,600 MM Managing 2019 Capital Expenditures Towards Cash Flow • Capital ~17% lower from 2018 level USO • Moderating U.S. onshore activity level EMed EG • 10% U.S. onshore growth(3) Midstream . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Other Focusing on USO Capital Efficiencies and Returns • Progressing row development in high-return DJ and Delaware (3) • Identified $0.5-$1.5 MM per well savings to-date from lower 2019E Sales Volumes Growth from 2018 service costs and operational efficiencies MBoe/d . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3) % U.S. Onshore 400 339 345-365 ~10 Advancing International Major Project Developments 300 Yielding Long-term Cash Profiles 200 ~13% U.S. Onshore Oil • Leviathan first gas sales on-schedule for start-up by YE 19 100 • Progressing Alen gas monetization, 2-year cycle time to first 0 % Total Company production post sanction 2018 2019E ~5 USO EG EMed (1) Non-GAAP measure. Term defined in appendix. (2) Represents NBL organic capital expenditures, including NBL-funded midstream capital. Excludes EMG pipeline acquisition, NBLX-funded capital, as well as costs associated with NBLX acquisition of EPIC pipeline interest 8 (3) Pro-forma for divestments. Assumes midpoint of 2019 guidance.


 
Portfolio Combination Provides Competitive Advantage www.nblenergy.com NYSE: NBL Step change in sustainable production profile with Leviathan start-up Eastern Mediterranean World-class natural gas reservoirs with low decline profile Leviathan online by YE19, material cash flow increase NBL vs. Onshore Basin 2018 Base Decline Rates High-margin, capital-efficient expansion opportunities Annual Diverse Portfolio Drives Lower Corporate Decline Rate Decline 50% 40% U.S. Onshore Aligning near-term activity to drive USO growth within cash flows 30% DJ Basin: Delivering growth while generating significant cash flows Delaware: Oil growth driver, majority linked to Gulf Coast pricing by 2H19 20% Eagle Ford: Cash engine 10% West Africa Delivering substantial cash flows from Brent-linked oil and condensate 0% Alen gas monetization drives Eagle Delaware DJ Scoop Bakken Appalachia NBL NBL NBL high-margin growth linked to global Ford Stack Current Post EMed LNG markets Base Leviathan Source: RS Energy Group, Inc. analysis of aggregate basin-level base production declines from Dec. 2018 to Dec. 2019, as of February 2019. NBL data based on company estimates. 9


 
2020 and Beyond www.nblenergy.com NYSE: NBL Low maintenance capital allows for sustainable free cash flow(1) $200-300 MM Target Free Cash Flow(1) Over $500 MM in 2020 Capital(2) Drives 5-10% Growth Anticipate All FCF(1) Returned to Shareholders $200-300 MM Major Projects and Exploration • Fund current dividend Growth Capital Expands Growth • Dividend growth • Opportunistic repurchase of shares U.S. Onshore ~$1.6 B Growing Free Cash Flow(1) Post 2020 Total Production (1) Maintenance Capital(2) Continue to Return Significant FCF to Investors • Dividend grows with cash flow growth • Opportunistic repurchase of shares International • Target NBL upstream <1.5x net debt/EBITDA(1) $2.0-2.2 B Early 2020 Capital(2) Outlook Price deck defined in appendix. (1) Non-GAAP measure. Term defined in appendix. 10 (2) Represents NBL organic capital expenditures, including NBL-funded midstream capital.


 
U.S. Onshore www.nblenergy.com NYSE: NBL Relentless focus on capital efficiencies Driving Towards USO Asset-level Free Cash Flow(1) By Enhancing U.S. Onshore Capital Efficiencies Capital Down >25%, Production Up 10%(3) vs. 2018 Year-end 2019 MBoe/d $ B • Significant core asset production growth 300 244 262-278 2.5 250 207 . 2.0 DJ and Delaware up ~15-20% combined FY19 vs. FY18 200 • ~165-175 wells planned to commence production 150 1.5 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100 1.0 Focusing on High-margin DJ and Delaware Basins 50 0 0.5 (3) (3) 2017 2018 2019E • Nearly 90% of 2019 upstream capital allocated to high-return (2) DJ and Delaware Basins Delaware DJ Basin Eagle Ford Total USO Capital • Eagle Ford activity optimized for cash flow generation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Driving Efficiencies in 2019 Capital and Operating Cost Management Drive % reduction in 2019 well costs Efficiencies 10-15 versus 2H18 • Drilling, completion and facilities initiatives underway higher stages pumped per day in 1.5X Delaware and DJ vs. 2018 • Operating expenses improve with development maturity % improvement in capital efficiency(1) 20+ FY19E vs. FY18 (1) Non-GAAP measure. Term defined in appendix. (2) Represents NBL organic capital expenditures, including NBL-funded midstream capital. 11 (3) Pro-forma for asset divestitures and ASC 606.


 
DJ Basin www.nblenergy.com NYSE: NBL Differentiated oil-levered position, basin-leading performance NBL Acreage Municipalities GOR: Low Mid High East Pony Strategically Focused in Liquids-rich, Rural Areas Weld • Enhanced scale in core position through series of acreage trades • Focused in large ranches away from communities and urban development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Wells Ranch Gas Processing Diversification • NBL well-positioned to benefit from substantial near-term processing expansions Mustang • Mustang infrastructure built to maximize gas processing flexibility 342,000 net acres . Multiple offload points provide flow assurance across three providers 78% avg. WI • Expanding multiple Wells Ranch offloads to add capacity Boe/d per Continued Basin-Leading 3-Month 1,000 ft . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 100 Oil Productivity(1) in 2018 Comprehensive Drilling Plan (CDP) Secures Mustang Development 75 NBL Nearly 90% Above Peer Oil Average • Establishes NBL as only operator over 100 square mile area 50 • Provides control for the pace of development, mitigates impact from offset 25 operator completion cadence 0 • 400+ permits in hand over Mustang, majority with 6-year expiration window NBL Oil Production Total Equivalent (6:1) (1) Source: RS Energy Group, Inc. analysis of public independent E&P operators 2018 wells in Weld County with 3 months production in currently available state data. Reflects gross 2-stream production data. DJ Basin Peers: APC, BCEI, HPR, PDCE, SRCI, WLL, XOG 12


 
DJ Basin www.nblenergy.com NYSE: NBL Exceptional execution in 2018 Delivered Asset-level Free Cash Flow(1) and Production Above Plans in 2018 DJ Basin Production Growth Mustang Driving 2H18 Growth • 4Q18 production up >10% from 4Q17 and >15% from 1Q18 driven Wells by strong well performance in Mustang and Wells Ranch MBoe/d Online 150 100 • Capital and operating cost under expectations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125 80 Benefitted by Gas Processing Diversification 100 60 • Experienced minimal volume curtailments in 2018 75 40 • Flowing gas to multiple providers and protected through 50 compression 20 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 0 0 Proposition 112 Defeated in 2018 (2) 4Q17 1Q18 2Q18 3Q18 4Q18 • Bi-partisan support for oil and gas industry in November election Oil NGL Gas TILs • Focus shifted to legislative process to develop long-term energy framework for Colorado (1) Non-GAAP measure. Term defined in appendix. (2) Adjusted for ASC 606. 13


 
DJ Basin 2019 Activity www.nblenergy.com NYSE: NBL Building on 2018 successes Focused on Delivering Growth within Asset-Level FCF(1) • ~95-100 wells online in 2019, majority in Mustang area . Over 9,500 ft. avg. lateral length Mustang IDP • 2019 activity includes some Wells Ranch and East Pony wells 55+ • Anticipate running 1-2 rigs and 2-3 frac crews in 2019 Mustang Row 2 wells • Driving capital efficiencies with row development online in 2019 . Cycle times improved by 15% in 2H18 Row 2: 2019E . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Mustang Primary Growth Driver for DJ Basin in 2019 ~26 Row 1: MBoe/d gross 4Q18 avg. • Currently completing Row 2 wells 2018 rate at ~60+% oil from 31 . Expect full-life oil mix in range of 40-50% wells online in 2H18 • Mustang gathering infrastructure in place, 75% NBL-owned . Significant retained EBITDA(1) growth (1) Non-GAAP measure. Term defined in appendix. 14


 
Delaware Basin www.nblenergy.com NYSE: NBL 2018 transitional year for NBL Permian program Delaware Basin Production Wells Early 2018 Activity Highly Concentrated on Appraisal MBoe/d Doubled Volumes FY18 vs. FY17 Online 60 60 • Results of wells drilled in southwest area led to monetization of lower tier acreage in 1Q19 45 45 • Wells completed near existing producers performed below plan 30 30 . Mitigated by transition to row development 15 15 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0 0 2H18 Delivered Improved Well Results and Returns 4Q17 1Q18 2Q18 3Q18 4Q18 Oil NGL Gas TILs • Production accelerated in 3Q18 and 4Q18 despite fewer wells online Upper Tier Wolfcamp A Oil Productivity(1) • Solid well results in 4Q18: Reeves County 3-Month Production 2017-2018 . Wolfcamp avg. IP-30: 182 Boe/d per 1,000 ft (~70% oil) Bbl/d per NBL Nearly 40% Above Oil Mix . 1,000 ft 2 wells in 3rd Bone Spring avg. IP-30: 210 Boe/d per 1,000 ft 150 Peer Oil Average 100% . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 80% 100 Key Infrastructure In-place for Long-term Development 60% • Completed build-out of 3 additional CGFs in 2018 40% 50 20% • Infrastructure in-place to transport nearly 100% of oil volumes via pipe 0 0% NBL • Achieved YE18 target of 30% recycled water in new well completions Oil Production Oil Mix (1) Source: RS Energy Group, Inc. analysis of public independent E&P operators 2017-2018 wells in Reeves County with 3 months production in currently available state data. Reflects gross 2-stream production data. Delaware Basin Peers: APA, APC, CDEV, CRZO, CXO, EOG, FANG, OXY, PDCE, PE, REN, WPX, XEC 15


 
Delaware Basin 2019 Activity www.nblenergy.com NYSE: NBL Further maturing development to deliver improved value 2019 Row Development in Core Areas Near Infrastructure Reeves • Anticipate running 4 rigs and 2 crews on average in 2019 • ~50-55 wells online in 2019 at over 8,700 ft. avg. lateral length • 95% of activity focused in northern core acreage near CGFs on highly-productive Wolfcamp A and 3rd Bone Spring zones • Minimal 2019 oil volume exposure to Mid-Cush differential, primarily Gulf Coast waterborne pricing Billy Miner CGF 2 Frac Crews in NBL Acreage Row Development CGFs 94,000 net acres 2019 Drills 72% avg. WI 2019 TILs 16


 
Material Midstream Imbedded Value www.nblenergy.com NYSE: NBL NBLX delivering significant operating and financial synergies Majority of Infrastructure Necessary to Support Growth in DJ and Delaware Basin is Completed $628 MM $572 MM • Wells Ranch and Mustang infrastructure in DJ Basin provide cash proceeds NBL ownership optionality and flow assurance received to-date of LP units(1) • Five central gathering facilities online in Delaware Basin with oil capacity of 90 MBbl/d • Access to multiple markets through NBLX pipeline JVs Billy Miner – Delaware CGF (NBL owns 60%) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NBLX Annual Distribution Growth Target of 20% Through 2022 • 2019E distributions to NBL of ~$70 MM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Significant Retained Midstream Value at NBL • Anticipate significant growth in throughput in Delaware (60% retained) and DJ Basin (Mustang 75% retained) • 2019 4Q annualized rate NBL retained EBITDA(2) of ~$160 MM (including other assets outside of DevCo structure) (1) Represents NBL’s ownership of NBLX LP unit at market value as of 1/31/19 closing price. (2) See appendix for definition of this non-GAAP measure. 17


 
West Africa www.nblenergy.com NYSE: NBL Strong cash flow profile from existing production and project developments Maximizing Brent-linked Production from Existing Fields • Improved base production declines in 2018, delivering FY18 volumes Alba Field 33% WI above high-end of guidance Cameroon Equatorial Guinea Alen . Improved flow at Aseng and Alen via exceptional reservoir 45% WI management Methanol Plant 45% WI LPG Plant 28% WI . Nearly 100% uptime at operated fields NBL Interests Bioko Producing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Island Discovery Aseng Proposed Additional Well in 2019 at Aseng Further Mitigates Base Decline 40% WI Pipeline • Connecting 6P well to existing infrastructure anticipated in 2H19 West Africa Sales Volumes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . MBoe/d 100 Anticipated lower in 2019 from natural Anticipate Alen Gas Monetization Project Sanction in 1H19 declines and LNG maintenance • Capital-efficient development accessing global LNG markets 75 • Approximately 600 Bcfe gross recoverable resources 50 • First gas sales anticipated 1H21 25 • Utilizes open capacity at E.G. LNG plant resulting from Alba declines 0 FY 2017 FY 2018 FY 2019E Oil NGL Gas 18


 
Eastern Mediterranean www.nblenergy.com NYSE: NBL Differentiated high-margin, long-life assets delivering sustained cash flows Aphrodite Tamar Maintaining Plateau Production at Tamar Near ~1 Bcf/d Gross 35% WI 25% WI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Leviathan Finalizing Gas Transportation to Egypt 39.7% WI Dor Tamar SW • Anticipate EMG pipeline acquisition to close mid-year 2019 25% WI Tel Aviv . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . NBL Interests Leviathan Cash Flow Quickly Approaching Producing Ashdod Discovery • First gas sales expected by year-end 2019, modeling ~800 MMcf/d gross Field Development Israel volumes in 2020 Existing Pipeline Egypt • Leviathan asset-level free cash flow(1) expected to increase by nearly MMcfe/d Israel Sales Volumes ~$1 B in FY20 vs. FY19 from project capital spend completion and full-year 1,100 of cash flows Record 2018 Gross Production 1,000 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 900 Progressing Future Monetization of Robust Natural Gas Inventory 800 Aligned with Substantial Regional Demand 700 • Continuing negotiations for additional gas sales contracts for future 600 phases of development 500 • Minimal spend in near-term limited to FEED activities FY 2016 FY 2017 FY 2018 FY 2019E (1) Non-GAAP measure. Term defined in appendix. 19


 
Eastern Mediterranean Leviathan Development www.nblenergy.com NYSE: NBL Project ~75% complete; first gas sales on schedule for year-end 2019 Leviathan Major Project Development Remains On Schedule and On Budget • Wells completed and flow tested confirming world class deliverability of over 300 MMcf/d from each of the 4 wells • Jacket installation completed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Over 900 MMcf/d Gross Volume Under Contract for Leviathan • Total of all Leviathan contracts now estimated to be > $20 B in gross revenues or > 5x expected capital invested Platform Deck Construction • Continue marketing negotiations to increase phase 1 Leviathan to 1 Bcf/d Project Phase 2017 2018 2019 Sanction Order Critical Path Equipment Detail Design and Engineering Equipment Manufacturing Drilling and Completions Pipeline Manufacturing Offshore Platform Installation Jacket Installation Commissioning and First Gas 20


 
International Inventory www.nblenergy.com NYSE: NBL Significant depth of high-return major projects driving long-term value Progressing Natural Gas Monetization Opportunities • Leviathan and Alen projects provide near-term impacts • Marketing progress and desire to balance total company cash flow priorities will drive timing of longer-term developments . Multiple low decline, capital-efficient EMed expansion projects deliver sustained free cash flow(1) profile . Accessing global LNG markets with low-cost development in E.G. leveraging existing infrastructure YE19 1H21 Future Opportunities Leviathan Alen Gas Monetization Modular Eastern Mediterranean Expansion: Bcfe/d gross capacity from • Tamar expansion up to 2 Bcf/d Bcfe gross recoverable 4 development wells • Leviathan expansion up to 2.1 Bcf/d 1.2 resources to be monetized 600 • Aphrodite development of 4 Tcfe gross years maintaining plateau recoverable resources (Cyprus) 10+ production West Africa: years sanction to sales • Over 2 Tcfe additional gross recoverable resources (EG/Cameroon) $ swing in asset-level free ~2 from capital-efficient use ~ 1 B cash flow(1) 2019 vs. 2020 of existing infrastructure (1) Non-GAAP measure. Term defined in appendix. 21


 
Exploration Program www.nblenergy.com NYSE: NBL Anticipate testing ~1 BBoe in 2020, less than $100 MM annually Exploration Resource Newfoundland BBoe Portfolio 4 • ~2.3 MM gross acres • 25% WI, non-operated • Interpretation / 3 New Ventures maturation of prospects • Captured >100 K acres in U.S. onshore with 2 substantial resource potential (low cost entry / Eastern Mediterranean ~470 K gross acres high liquids prospectivity) • 1 • Captured >2 MM gross acres • 25-40% WI, NBL operated offshore in new venture • Deep oil potential country 0 Net Net Potential Unrisked Risked Tested Gabon Resources Resources in 2020 • ~670 K gross acres • 60% WI, NBL operated • Processing 3D seismic 22


 
www.nblenergy.com NYSE: NBL Appendix 23


 
2019 Guidance www.nblenergy.com NYSE: NBL Full-Year and First Quarter Crude Oil and Natural Gas Total Natural Gas First Quarter 2019 Guidance Full-Year 2019 Condensate Liquids Equivalent (MMcf/d) Sales Volumes LOW HIGH Sales Volume (MBbl/d) (MBbl/d) (MBoe/d) Total Company Equivalent (MBoe/d) 321 336 Low High Low High Low High Low High Total U.S. Onshore (MBoe/d) 240 252 United States Onshore 117 127 61 66 485 525 262 278 Total Company Oil (MBbl/d) 120 130 Israel - - - - 210 230 35 39 Total U.S. Onshore Oil (MBbl/d) 107 117 Equatorial Guinea 11 15 - - 160 190 38 47 (1) Equatorial Guinea – Equity Capital Expenditures ($MM) 1 2 4 5 - - 5 7 Method Investment Total Company Organic Capital $725 - $800 Total Company 130 143 65 71 865 935 345 365 Cost Metrics LOW HIGH Unit Production Expenses(2) ($/BOE) 10.00 10.50 Full-Year 2019 Capital & Cost Metrics 1Q 2019 Guidance Commentary: Capital Expenditures(1) ($MM) • U.S. Onshore – anticipate continued natural decline in Eagle Ford Total Company Organic Capital $2,400 - $2,600 volumes and lowest quarterly USO TIL count for the year Cost Metrics LOW HIGH Unit Production Expenses(2) ($/BOE) 9.40 9.90 • Offshore – E.G. volumes down ~15 MBoe/d, primarily impacted by oil DD&A ($/BOE) 16.90 17.90 liftings and downtime at Alba field for 3rd party LNG turnaround Exploration ($MM) 150 175 . Alba field offline for 10 days; partial rate for 20 days in March G&A ($MM) 400 430 . Natural gas and NGL volumes anticipated lower than 4Q18 Interest, net ($MM) 245 265 . Oil sales volumes anticipated less than production (liftings) Other Guidance Items ($MM) . Equity investment income approximately half the normal rate Equity Investment Income 95 115 Midstream Services Revenue – Third Party 120 140 • Capital - 1Q19 anticipated to be highest quarter of year due to timing Non-Controlling Interest – NBLX Public Unitholders 80 105 of U.S. onshore drill/complete activity and Leviathan project spend (1) Represents NBL organic capital expenditures, including NBL-funded midstream capital. Excludes NBLX-funded capital and EMG pipeline acquisition capital, as well as costs associated with NBLX acquisition and funding of EPIC pipeline interest. 24 (2) Includes lease operating expenses, production and ad valorem taxes, gathering , transportation and processing expenses, other royalty and marketing expenses


 
www.nblenergy.com NYSE: NBL Forward-Looking Statements and Other Matters This presentation contains certain "forward-looking statements" within the meaning of federal securities laws. Words such as "anticipates", "plans", "estimates", "believes", "expects", "intends", "will", "should", "may", and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect Noble Energy's current views about future events. Such forward-looking statements may include, but are not limited to, future financial and operating results, and other statements that are not historical facts, including estimates of oil and natural gas reserves and resources, estimates of future production, assumptions regarding future oil and natural gas pricing, planned drilling activity, future results of operations, projected cash flow and liquidity, business strategy and other plans and objectives for future operations. No assurances can be given that the forward-looking statements contained in this presentation will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, without limitation, the volatility in commodity prices for crude oil and natural gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, competition, government regulation or other actions, the ability of management to execute its plans to meet its goals and other risks inherent in Noble Energy's businesses that are discussed in Noble Energy's most recent annual report on Form 10-K, quarterly report on Form 10-Q, and in other Noble Energy reports on file with the Securities and Exchange Commission (the "SEC"). These reports are also available from the sources described above. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Noble Energy does not assume any obligation to update any forward-looking statements should circumstances or management’s estimates or opinions change The SEC requires oil and gas companies, in their filings with the SEC, to disclose proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. The SEC permits the optional disclosure of probable and possible reserves, however, we have not disclosed our probable and possible reserves in our filings with the SEC. We may use certain terms in this presentation, such as “net unrisked resources”, which by their nature are more speculative than estimates of proved, probable and possible reserves and accordingly are subject to substantially greater risk of being actually realized. The SEC guidelines strictly prohibit us from including these estimates in filings with the SEC. Investors are urged to consider closely the disclosures and risk factors in our most recent Form 10-K and in other reports on file with the SEC, available from Noble Energy’s offices or website, http://www.nblenergy.com. This presentation also contains certain forward-looking non-GAAP financial measures, including return on average capital employed, net free cash flow, operating cash flow margin, EBITDA and net debt. Due to the forward-looking nature of the aforementioned non-GAAP financial measures, management cannot reliably or reasonably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as future impairments and future changes in working capital. Accordingly, we are unable to present a quantitative reconciliation of such forward- looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. Amounts excluded from these non-GAAP measures in future periods could be significant. Management believes the aforementioned non-GAAP financial measures are good tools for internal use and the investment community in evaluating Noble Energy’s overall financial performance. These non-GAAP measures are broadly used to value and compare companies in the crude oil and natural gas industry. 25


 
www.nblenergy.com NYSE: NBL Defined Terms and Price Deck Terms Definition Free Cash Flow (FCF) GAAP cash flow from operations less consolidated capital investments Asset-level Free Cash Flow Before income tax operating cash flow less capital investments EBITDA GAAP earnings before interest, taxes, depreciation, depletion, and amortization Net Debt Total debt less cash on balance sheet Capital Efficiency Capital investments ($MM) per thousand barrels of oil equivalent per day (MBoe/d) added year over year Maintenance Capital Capital investments required to hold total company full year average sales volumes flat year over year Benchmark Prices 2019 2020 WTI $50/Bbl $55/Bbl Brent $60/Bbl $65/Bbl Henry Hub $3/Mcf $3/Mcf 26


 
Exhibit


Exhibit 99.3
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=12718462&doc=31
  
 
NEWS RELEASE
 
 
 
 
 
 
 

NOBLE ENERGY PROVIDES 2019 GUIDANCE

Company focused on delivering sustainable organic free cash flow in 2020 and beyond

HOUSTON (February 19, 2019) -- Noble Energy, Inc. (NYSE: NBL) (“Noble Energy” or the "Company”) today announced guidance for 2019, including planned capital expenditures and anticipated sales volumes.

David L. Stover, the Company's Chairman and CEO commented, “Recent market dynamics, including increased commodity price volatility, further highlight the need for our industry to prioritize capital discipline and corporate returns over top-line production growth. Our 2019 capital program and early 2020 outlook aligns capital investment with the environment and sets the stage for Noble Energy to generate sustainable organic free cash flow in 2020 and beyond.”

Stover added, “By the end of 2019, our high-return U.S. onshore business is anticipated to be self-funding, and it will underpin the Company’s production growth of five to ten percent per year, before the additional impact of major projects. We will be completing spend for Leviathan, offshore Israel, this year and commencing production and cash flow from the project by the end of the year. Our differentiated portfolio, combining high-quality U.S. onshore assets with long-life offshore production, provides competitive advantage through low base production declines and low maintenance capital needs. Our early 2020 outlook provides over $500 million in free cash flow(1) at strip pricing, which we plan to return to shareholders through the dividend and share repurchase program.”

Highlights from the Company’s 2019 plan include:

Organic capital expenditures funded by Noble Energy are planned at a range of $2.4 to $2.6 billion, 17 percent lower at the midpoint compared to 2018.
Total company volumes are anticipated in the range of 345-365 MBoe/d, an increase of 5 percent(3) at the midpoint as compared to 2018.





The Company’s U.S. onshore business is anticipated to deliver asset-level free cash flow(2) by the end of 2019, while delivering total volume growth of approximately 10 percent(3) and oil production growth of 13 percent(3) from 2018 levels.
First gas sales from Leviathan are expected by the end of 2019, delivering substantial production and cash flow growth in 2020.

Organic capital expenditures by area (in $MM) are estimated to be:
United States Onshore
 
1,600 - 1,700
 
 
NBL-funded Midstream     
 
100 - 125
 
 
Eastern Mediterranean
 
550 - 600
 
 
West Africa
 
100 - 125
 
 
Other
 
50
 
 
Total
 
2,400 - 2,600
 
 
Sixty percent of the Company’s total organic capital for 2019 is expected to be spent in the first half of the year due to the timing of Leviathan spend and U.S. onshore activity. Excluded from the amounts above is an estimated $195 million of Noble Midstream Partners’ (NYSE: NBLX) capital, which will be consolidated into Noble Energy. Third-party customer activity represents 65 percent of the NBLX capital.

U.S. Onshore
Approximately 90 percent of Noble Energy’s U.S. onshore capital will be focused in the DJ and Delaware Basins. Activity in the DJ Basin includes progressing the second row of development in Mustang, which benefits from the Company’s approved Comprehensive Drilling Plan and access to multiple gas processing providers. In addition, Noble Energy expects to bring online a number of pads within Wells Ranch and East Pony. In the Delaware, operated activity is focused on row development primarily in the Wolfcamp A and Third Bone Spring zones. The Company will continue to optimize base production and cash flows from the Eagle Ford.

Noble Energy expects to commence production in 2019 on between 165-175 wells across the U.S. onshore, including 95-100 in the DJ Basin, 50-55 in the Delaware Basin and approximately 20 in the Eagle Ford. The second and third quarter are planned to have a higher count of wells commencing production as compared to the first and fourth quarters of the year.





The Company anticipates full-year 2019 average U.S. onshore sales volumes of between 262 and 278 thousand barrels of oil equivalent per day (MBoe/d). Combined, production from the DJ and Delaware Basins is expected to increase throughout 2019, up 15 to 20 percent(3) on a full year basis. Sales volumes in the Eagle Ford are anticipated to be lower on a full year basis, with volumes growing from the first half to the second half of the year.

Compared to the second half of 2018, Noble Energy expects capital costs per well in 2019 to be lower by 10 to 15 percent. The majority of these costs savings have been realized through operational efficiencies and lower service costs.

International Offshore
Offshore, the Company is focused on maintaining its strong base production and cash flow in Israel and Equatorial Guinea (E.G.), while progressing the Leviathan project offshore Israel for first gas sales by the end of the year. In addition, Noble Energy expects to sanction the Alen gas monetization project in E.G. in the first half of 2019, with first gas sales estimated for the first half of 2021.

In Israel, gross natural gas sales volumes are anticipated to be flat to up slightly from 2018, reflecting the nearly fully utilized capacity of the Tamar field on an annual basis. Organic capital expenditures in the Eastern Mediterranean primarily comprise spending to complete the Leviathan project. Excluded from the Company’s organic capital expenditures guidance are costs related to an acquisition of interest in the EMG pipeline, which provides a connection point for the export of natural gas from Israel to Egypt.

In E.G., sales volumes are expected to be lower than 2018 due to natural field declines through the year and anticipated downtime for the third-party LNG facility turnaround in the first quarter. The Company’s 2019 capital expenditure guidance includes initial costs for the Alen gas monetization project as well an additional development well at the Aseng oil field to help mitigate field decline. First production from the Aseng development well is anticipated in the third quarter of 2019.

The Company’s new guidance for 2019 replaces its prior 2019 and multi-year outlook.

First Quarter 2019 Guidance
The Company anticipates sales volumes in the first quarter in the range of 321 to 336 MBoe/d. In E.G., sales volumes are anticipated to be lower than the fourth quarter 2018 by approximately 15 MBoe/d as a result of the timing of oil liftings (production is anticipated to be greater than sales) and the turnaround maintenance at the third-party LNG facility. The variance from the fourth quarter 2018 is estimated to be



40 percent from oil volumes and 60 percent from natural gas volumes, which will also result in equity method investment income being lower than prior quarters.

U.S. onshore sales volumes in the first quarter 2019 are also anticipated to be slightly lower than the fourth quarter 2018 as a result of the timing of well activities in late 2018 and early 2019. The first quarter is planned to be the low quarter for wells commencing production in 2019. Natural decline in the Eagle Ford will also impact the first quarter 2019. Second half U.S. onshore production is anticipated to be approximately 15 percent higher than the first half of the year.
 
The Company’s planned first quarter organic capital expenditures of between $725 and $800 million are anticipated to be the highest quarter of 2019, driven by the timing of drilling and completion activities in the U.S. onshore business as well as Leviathan spend.

Additional full-year and first quarter 2019 guidance details are available in the latest presentation deck provided on the ‘Investors’ page of the Company’s website, www.nblenergy.com.

(1)Free cash flow defined as GAAP cash flow from operations less consolidated capital investments
(2)Asset-level free cash flow defined as before tax operating cash flow, less capital investments.
(3)Pro forma for asset divestments.

Noble Energy (NYSE: NBL) is an independent oil and natural gas exploration and production company committed to meeting the world’s growing energy needs and delivering leading returns to shareholders. The Company operates a high-quality portfolio of assets onshore in the United States and offshore in the Eastern Mediterranean and off the west coast of Africa. Founded more than 85 years ago, Noble Energy is guided by its values, its commitment to safety, and respect for stakeholders, communities and the environment. For more information on how the Company fulfills its purpose: Energizing the World, Bettering People’s Lives®, visit https://www.nblenergy.com.

Investor Contacts 
Brad Whitmarsh 
(281) 943-1670 
Brad.Whitmarsh@nblenergy.com 

Park Carrere 
(281) 872-3208 
Park.Carrere@nblenergy.com 

Megan Dolezal 
(281) 943-1861 



Megan.Dolezal@nblenergy.com 

Media Contacts 
Reba Reid 
(713) 412-8441 
media@nblenergy.com 
 
Paula Beasley 
(281) 876-6133 
media@nblenergy.com


This news release contains certain "forward-looking statements" within the meaning of federal securities laws. Words such as "anticipates", “plans”, “estimates”, "believes", "expects", "intends", "will", "should", "may", and similar expressions may be used to identify forward-looking statements. Forward-looking statements are not statements of historical fact and reflect Noble Energy's current views about future events. Such forward-looking statements may include, but are not limited to, future financial and operating results, and other statements that are not historical facts, including estimates of oil and natural gas reserves and resources, estimates of future production, assumptions regarding future oil and natural gas pricing, planned drilling activity, future results of operations, projected cash flow and liquidity, business strategy and other plans and objectives for future operations.  No assurances can be given that the forward-looking statements contained in this news release will occur as projected and actual results may differ materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These risks and uncertainties include, without limitation, the volatility in commodity prices for crude oil and natural gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, competition, government regulation or other actions, the ability of management to execute its plans to meet its goals and other risks inherent in Noble Energy's businesses that are discussed in Noble Energy's most recent annual report on Form 10-K, quarterly report on Form 10-Q, and in other Noble Energy reports on file with the Securities and Exchange Commission (the "SEC"). These reports are also available from the sources described above. Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Noble Energy does not assume any obligation to update any forward-looking statements should circumstances or management’s estimates or opinions change. 
 
This news release also contains certain forward-looking non-GAAP financial measures, including free cash flow, and asset-level free cash flow. Due to the forward-looking nature of the aforementioned non-GAAP financial measures, management cannot reliably or reasonably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as future impairments and future changes in working capital. Accordingly, we are unable to present a quantitative reconciliation of such forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. Amounts excluded from these non-GAAP measures in future periods could be significant. Management believes the aforementioned non-GAAP financial measures are good tools for internal use and the investment community in evaluating Noble Energy’s overall financial performance. These non-GAAP measures are broadly used to value and compare companies in the crude oil and natural gas industry.