NEWPORT BEACH, Calif.--(BUSINESS WIRE)--$AP #ACECool--DPW Holdings, Inc. (NYSE American: DPW) a diversified holding company (“DPW,” or the “Company”), announced that its power electronics business, Coolisys Technologies Corp.® (“Coolisys®”), has entered into an agreement with a franchisee to install and test the ACECool™ electric vehicle (“EV”) chargers at three Tim Hortons quick service restaurant locations in Canada as what the Company hopes will be the first step of a revenue sharing program targeting both national and regional fast-food franchisees. According to Franchise Direct, Tim Hortons is the largest restaurant chain in Canada. The site survey, provisioning and construction are expected to begin in the first quarter of 2021. While the Company is encouraged by Coolisys’ pilot program, there is no assurance that it will be successful.
The Company expects that the program, assuming it develops as the Company presently anticipates, will allow franchise owners and operators to install the ACECool™ EV chargers and share in the net revenue from advertising and network usage. This program is anticipated to be a model for other strategic industry-focused and geo-focused networks. Coolisys is in discussions with multiple franchises and presently expects to announce other network partners in the first quarter of 2021.
Amos Kohn, President and CEO of Coolisys, said “We are optimistic about the launch of the ACECool™ EV charger pilot program for fast food franchisees. The opportunities for Coolisys in the growing EV marketplace are expected to drive significant sales growth over the next five years. We believe we are well positioned to address the increased demand for EV chargers, given our 50+ year history of providing innovative and highly-efficient power systems and solutions.”
For more information on DPW Holdings and its subsidiaries, the Company recommends that stockholders, investors and any other interested parties read the Company’s public filings and press releases available under the Investor Relations section at www.DPWHoldings.com or available at www.sec.gov.
About Coolisys Technologies Corp.
Coolisys and its portfolio companies and divisions are primarily engaged in the design and manufacture of innovative, feature-rich, and top-quality power products for mission-critical applications in the harshest environments and life-saving, life sustaining applications across diverse markets including defense/aerospace, medical/healthcare, industrial, telecommunications, and automotive. Coolisys’ headquarters are located at 1635 South Main Street, Milpitas, CA 95035; www.Coolisys.com.
About DPW Holdings, Inc.
DPW Holdings, Inc. is a diversified holding company pursuing growth by acquiring undervalued businesses and disruptive technologies with a global impact. Through its wholly and majority-owned subsidiaries and strategic investments, the Company provides mission-critical products that support a diverse range of industries, including defense/aerospace, industrial, telecommunications, medical, and textiles. In addition, the Company extends credit to select entrepreneurial businesses through a licensed lending subsidiary. DPW’s headquarters are located at 201 Shipyard Way, Suite E, Newport Beach, CA 92663; www.DPWHoldings.com.
Forward-Looking Statements
This press release contains “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as “believes,” “plans,” “anticipates,” “projects,” “estimates,” “expects,” “intends,” “strategy,” “future,” “opportunity,” “may,” “will,” “should,” “could,” “potential,” or similar expressions. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors. More information, including potential risk factors, that could affect the Company’s business and financial results are included in the Company’s filings with the U.S. Securities and Exchange Commission, including, but not limited to, the Company’s Forms 10-K, 10-Q and 8-K. All filings are available at www.sec.gov and on the Company’s website at www.DPWHoldings.com.
This email address is being protected from spambots. You need JavaScript enabled to view it. or 1-888-753-2235
TULSA, Okla.--(BUSINESS WIRE)--Williams (NYSE: WMB) today announced bankruptcy court approval of the global resolution it reached last month with Chesapeake as part of Chesapeake’s Chapter 11 bankruptcy restructuring process. Subsequent to the bankruptcy court’s approval, Williams received a payment of $112 million from Chesapeake related to all pre-petition and past due receivables associated with midstream expenses per the existing contracts.
Key highlights of the approved global resolution include the following:
“Williams has strategically invested in large-scale and essential infrastructure necessary to gather and treat the natural gas that Chesapeake and its joint interest owners produce in the Eagle Ford, Haynesville, and Marcellus,” said Alan Armstrong, Williams president and CEO. “Our gathering systems are necessary to realize the full potential of these high value reserves, and we are pleased to have been able to work with Chesapeake toward a mutually beneficial outcome that will put Chesapeake on a clear path to a bright future. Chesapeake is a valuable customer, and this transaction will both strengthen Chesapeake and allow Williams to enhance the value of our significant midstream infrastructure by bringing adequate capitalization to these low-cost gas reserves.”
About Williams
Williams (NYSE: WMB) is committed to being the leader in providing infrastructure that safely delivers natural gas products to reliably fuel the clean energy economy. Headquartered in Tulsa, Oklahoma, Williams is an industry-leading, investment grade C-Corp with operations across the natural gas value chain including gathering, processing, interstate transportation and storage of natural gas and natural gas liquids. With major positions in top U.S. supply basins, Williams connects the best supplies with the growing demand for clean energy. Williams owns and operates more than 30,000 miles of pipelines system wide – including Transco, the nation’s largest volume and fastest growing pipeline – and handles approximately 30 percent of the natural gas in the United States that is used every day for clean-power generation, heating and industrial use. www.williams.com
Portions of this document may constitute “forward-looking statements” as defined by federal law. Although the company believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. Any such statements are made in reliance on the “safe harbor” protections provided under the Private Securities Reform Act of 1995. Additional information about issues that could lead to material changes in performance is contained in the company’s annual and quarterly reports filed with the Securities and Exchange Commission.
MEDIA:
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(800) 945-8723
INVESTOR CONTACTS:
Danilo Juvane
(918) 573-5075
Brett Krieg
(918) 573-4614
HOUSTON--(BUSINESS WIRE)--Schlumberger Limited (NYSE:SLB) will hold a conference call on January 22, 2021 to discuss the results for the fourth quarter and full year ending December 31, 2020.
The conference call is scheduled to begin at 8:30 am US Eastern time and a press release regarding the results will be issued at 7:00 am US Eastern time.
To access the conference call, listeners should contact the Conference Call Operator at +1 (844) 721-7241 within North America or +1 (409) 207-6955 outside of North America approximately 10 minutes prior to the start of the call and the access code is 2660129.
A webcast of the conference call will be broadcast simultaneously at www.slb.com/irwebcast on a listen-only basis. Listeners should log in 15 minutes prior to the start of the call to test their browsers and register for the webcast. Following the end of the conference call, a replay will be available at www.slb.com/irwebcast until February 22, 2021, and can be accessed by dialing +1 (866) 207-1041 within North America or +1 (402) 970-0847 outside of North America, and giving the access code 5881344.
About Schlumberger
Schlumberger is the world's leading provider of technology and digital solutions for reservoir characterization, drilling, production, and processing to the energy industry. With product sales and services in more than 120 countries and employing approximately 82,000 people as of the end of third quarter of 2020 who represent over 170 nationalities, Schlumberger supplies the industry's most comprehensive range of products and services, from exploration through production, and integrated pore-to-pipeline solutions that optimize hydrocarbon recovery to deliver reservoir performance sustainably.
Schlumberger Limited has executive offices in Paris, Houston, London, and The Hague, and reported revenues of $32.92 billion in 2019. For more information, visit www.slb.com.
Ndubuisi Maduemezia – Vice President of Investor Relations, Schlumberger Limited
Joy V. Domingo – Director of Investor Relations, Schlumberger Limited
Office +1 (713) 375-3535
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METAIRIE, La.--(BUSINESS WIRE)--During its meeting held on Thursday, December 17, 2020, the Board of Directors of Biloxi Marsh Lands Corporation (Pink Sheets: BLMC) declared a dividend of $.10 per outstanding share of common stock payable on Thursday, January 14, 2021 to shareholders of record as of the close of business on Wednesday, December 30, 2020.
Biloxi Marsh Lands Corporation
Belle Bellard: 504-837-4337
Hiring represents an investment to improve the focus on customers, both current and future
CAMPBELL, Calif.--(BUSINESS WIRE)--Tigo Energy, Inc., the worldwide leader in Flex-MLPE (Module Level Power Electronics), announced today that James (JD) Dillon has joined as its new Chief Marketing Officer (CMO). Mr. Dillon brings more than 25 years of marketing leadership across a variety of technical industries to the Tigo Executive team.
Mr. Dillon’s experience spans the U.S. Armed Forces, semiconductors, solid state drives, solar inverters and batteries. His functional leadership has impacted pricing, new product introduction, customer experience, and communications at all levels. Most recently, JD spent over 3 years as the VP of Marketing and Pricing at Enphase Energy Inc., the world’s leading supplier of solar microinverters to the PV industry.
“JD brings a wealth of knowledge related to growing an international solar business to the Tigo team,” said Zvi Alon, Chairman and CEO of Tigo. “With an understanding of the MLPE market and experience scaling companies across multiple industries, he is joining Tigo at the right time to help scale the company in 2021 and beyond.”
Tigo continues to invest in key personnel to keep pace with the demand the company is experiencing for its TS4 Flex-MLPE platform as the solar industry continues to see solid growth around the world. JD is responsible for all aspects of the Tigo brand including communications, customer outreach in digital, virtual, and in-person channels, and profitably growing the company worldwide.
“Tigo already has an impressive footprint in dozens of countries,” said Mr. Dillon. “I look forward to building on that solid foundation and adding structure to every aspect of marketing to increase the awareness and adoption of our technology throughout the world.”
Mr. Dillon graduated from the United States Military Academy at West Point with a BS in Electrical Engineering and Santa Clara University with a Master of Business Administration.
About Tigo
Tigo is the worldwide leader in Flex-MLPE (Module Level Power Electronics) with innovative solutions that significantly enhance safety, increase energy production, and decrease operating costs of photovoltaic (PV) systems. Tigo’s TS4 platform maximizes the benefit of PV systems and provides customers with the most scalable, versatile, and reliable MLPE solution available. Tigo was founded in Silicon Valley in 2007 to accelerate the adoption of solar energy worldwide. Tigo systems operate on 7 continents and produce gigawatt hours of reliable, clean, affordable and safe solar energy daily. Tigo's global team is dedicated to making the best MLPE on earth so more people can enjoy the benefits of solar. Visit us at www.tigoenergy.com.
John Lerch
408.402.0802 x430
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AKRON, Ohio--(BUSINESS WIRE)--Babcock & Wilcox (B&W) (NYSE:BW) announced today that its B&W Thermal segment has booked new service projects valued at more than $10 million. These contracts, for utility and industrial facilities, are in addition to more than $30 million in construction services bookings recently announced by B&W.
“B&W Thermal’s service capabilities are a cornerstone of our growing business,” said Jimmy Morgan, B&W Chief Operating Officer. “Customers turn to B&W Thermal to ensure their energy and industrial plants continue to operate efficiently and reliably, or when they need service or upgrade work to improve performance.”
“B&W Thermal is known for providing reliable service and exceptional engineering expertise,” Morgan said. “The service agreements we’re announcing today represent a broad spectrum of the markets we serve, including utilities, natural gas, petrochemical facilities, iron and steel manufacturing and more.”
B&W Thermal responds to and solves customers' toughest boiler and environmental equipment challenges. Its highly skilled field service engineers, service specialists, and resident service engineers are strategically located in offices worldwide to provide technical assistance whenever the need arises.
About B&W
Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises, Inc., is a global leader in energy and environmental technologies and services for the power and industrial markets. Follow us on Twitter @BabcockWilcox and learn more at www.babcock.com.
About B&W Thermal
Babcock & Wilcox Thermal designs, manufactures and erects steam generation equipment, aftermarket parts, construction, maintenance and field services for plants in the power generation, oil & gas, and industrial sectors. B&W has an extensive global base of installed equipment for utilities and general industrial applications including refining, petrochemical, food processing, metals and more.
Forward-Looking Statements
B&W cautions that this release contains forward-looking statements, including, without limitation, statements relating to the execution and completion of contracts for multiple service projects to provide services to utilities and industrial facilities. These forward-looking statements are based on management’s current expectations and involve a number of risks and uncertainties. For a more complete discussion of these risk factors, see our filings with the Securities and Exchange Commission, including our most recent annual report on Form 10-K. If one or more of these risks or other risks materialize, actual results may vary materially from those expressed. We caution readers not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and we undertake no obligation to update or revise any forward-looking statement, except to the extent required by applicable law.
Investors:
Megan Wilson
Vice President, Corporate Development & Investor Relations
Babcock & Wilcox
704.625.4944 | This email address is being protected from spambots. You need JavaScript enabled to view it.
Media:
Ryan Cornell
Public Relations
Babcock & Wilcox
330.860.1345 | This email address is being protected from spambots. You need JavaScript enabled to view it.
HOUSTON--(BUSINESS WIRE)--Regulatory News:
Schlumberger Limited (NYSE:SLB) will hold a conference call on January 22, 2021 to discuss the results for the fourth quarter and full year ending December 31, 2020.
The conference call is scheduled to begin at 8:30 am US Eastern time and a press release regarding the results will be issued at 7:00 am US Eastern time.
To access the conference call, listeners should contact the Conference Call Operator at +1 (844) 721-7241 within North America or +1 (409) 207-6955 outside of North America approximately 10 minutes prior to the start of the call and the access code is 2660129.
A webcast of the conference call will be broadcast simultaneously at www.slb.com/irwebcast on a listen-only basis. Listeners should log in 15 minutes prior to the start of the call to test their browsers and register for the webcast. Following the end of the conference call, a replay will be available at www.slb.com/irwebcast until February 22, 2021, and can be accessed by dialing +1 (866) 207-1041 within North America or +1 (402) 970-0847 outside of North America, and giving the access code 5881344.
About Schlumberger
Schlumberger is the world's leading provider of technology and digital solutions for reservoir characterization, drilling, production, and processing to the energy industry. With product sales and services in more than 120 countries and employing approximately 82,000 people as of the end of third quarter of 2020 who represent over 170 nationalities, Schlumberger supplies the industry's most comprehensive range of products and services, from exploration through production, and integrated pore-to-pipeline solutions that optimize hydrocarbon recovery to deliver reservoir performance sustainably.
Schlumberger Limited has executive offices in Paris, Houston, London, and The Hague, and reported revenues of $32.92 billion in 2019. For more information, visit www.slb.com.
Ndubuisi Maduemezia – Vice President of Investor Relations, Schlumberger Limited
Joy V. Domingo – Director of Investor Relations, Schlumberger Limited
Office +1 (713) 375-3535
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DALLAS--(BUSINESS WIRE)--Atmos Energy Corporation (NYSE: ATO) has released its 2020 Corporate Responsibility and Sustainability (CRS) Report illustrating the company’s commitment to safety, strong governance, investments in employees and infrastructure, preserving and protecting the environment, and fueling safe and thriving communities. Atmos Energy has also made available its 2020 Methane Emissions Report, providing targeted information to the public about ongoing efforts to monitor, control, and reduce methane emissions.
“Our steadfast commitment to safety paired with the guiding principles of our culture have enabled us to demonstrate the resiliency and reliability of natural gas,” said Kevin Akers, Atmos Energy president and CEO. “I am extremely proud of our employees’ dedication and commitment to keeping our 3.1 million customers, our 1,400 communities, themselves, and their families healthy and safe,” Akers added.
Among the many highlights detailed throughout the latest CRS Report, Atmos Energy took the early step to voluntarily suspend natural gas disconnections and announced a $1.5 million donation to stock the shelves at local food banks to support those in need. Atmos Energy also donated $1 million to energy assistance agencies across its service territory to support friends and neighbors in need, and supported community assistance agencies working to distribute over $11 million in financial assistance through the federal Low Income Home Energy Assistance Program (LIHEAP), the company’s own Sharing the Warmth program, and other assistance programs to help struggling customers manage past-due balances. Atmos Energy takes immense pride in fueling safe and thriving communities every day.
“Atmos Energy is proud to demonstrate our commitment to the environment and the long-term sustainability of natural gas as a vital energy resource,” Akers added. “We are dedicated to identifying operational and technological solutions that drive continuous improvement as we work to achieve our target of a 50 percent reduction in methane emissions from our natural gas distribution system by 2035, including ongoing system modernization efforts. Additionally, in 2020 Atmos Energy joined ONE Future, which is a coalition of natural gas companies working together to proactively reduce methane emissions across the natural gas value chain.”
Atmos Energy’s 2020 CRS and Methane Emissions Reports are available to read and download at https://www.atmosenergy.com/esg/reports.
About Atmos Energy
Atmos Energy Corporation is the nation’s largest fully regulated, natural gas-only distributor of safe, clean, efficient, and affordable energy. As part of our vision to be the safest provider of natural gas services, we are modernizing our business and our infrastructure while continuing to invest in safety, innovation, environmental sustainability, and our communities. An S&P 500 company headquartered in Dallas, Atmos Energy serves more than 3 million distribution customers in over 1,400 communities across eight states and manages proprietary pipeline and storage assets, including one of the largest intrastate natural gas pipeline systems in Texas. Find us online at http://www.atmosenergy.com, Facebook, Twitter, Instagram and YouTube.
Investor Contact:
Dan Meziere, (972) 855-3729
Media Contact:
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LONDON--(BUSINESS WIRE)--#GlobalFuelCellCommercialVehicleMarket--Technavio has been monitoring the fuel cell commercial vehicle market and it is poised to grow by 20.14 thousand units during 2020-2024, progressing at a CAGR of about 45% during the forecast period. The report offers an up-to-date analysis regarding the current market scenario, latest trends and drivers, and the overall market environment.
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Impact of COVID-19
The COVID-19 pandemic continues to transform the growth of various industries. However, the immediate impact of the outbreak is varied. While a few industries will register a drop in demand, numerous others will continue to remain unscathed and show promising growth opportunities. COVID-19 will have a low impact on the fuel cell commercial vehicle market. The market growth in 2020 is likely to increase compared to the market growth in 2019.
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Global Fuel Cell Market: The fuel cell market size has the potential to grow by 2280.21 MW during 2020-2024, and the market’s growth momentum will accelerate during the forecast period. To get extensive research insights: Click and Get FREE Sample Report in Minutes!
Global Small and Tactical UAV Fuel Cell Market: The small and tactical UAV fuel cell market size has the potential to grow by USD 182.71 million during 2020-2024, and the market’s growth momentum will accelerate during the forecast period. To get extensive research insights: Click and Get FREE Sample Report in Minutes!
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The market is fragmented, and the degree of fragmentation will accelerate during the forecast period. AB Volvo, Ashok Leyland Ltd., CNH Industrial NV, Daimler AG, Hyundai Motor Co., Nikola Corp., PACCAR Inc., Tata Motors Ltd., Toyota Motor Corporation, and Volkswagen AG are some of the major market participants. The awareness about the benefits of green energy vehicles will offer immense growth opportunities. In a bid to help players strengthen their market foothold, this fuel cell commercial vehicle market forecast report provides a detailed analysis of the leading market vendors. The report also empowers industry honchos with information on the competitive landscape and insights into the different product offerings offered by various companies.
Technavio's custom research reports offer detailed insights on the impact of COVID-19 at an industry level, a regional level, and subsequent supply chain operations. This customized report will also help clients keep up with new product launches in direct & indirect COVID-19 related markets, upcoming vaccines and pipeline analysis, and significant developments in vendor operations and government regulations.
Fuel Cell Commercial Vehicle Market 2020-2024: Segmentation
Fuel Cell Commercial Vehicle Market is segmented as below:
To learn more about the global trends impacting the future of market research, download a free sample: https://www.technavio.com/talk-to-us?report=IRTNTR44815
Fuel Cell Commercial Vehicle Market 2020-2024: Scope
Technavio presents a detailed picture of the market by the way of study, synthesis, and summation of data from multiple sources. The fuel cell commercial vehicle market report covers the following areas:
This study identifies growing focus toward the development of ethanol-based fuel cell technology as one of the prime reasons driving the fuel cell commercial vehicle market growth during the next few years.
Technavio suggests three forecast scenarios (optimistic, probable, and pessimistic) considering the impact of COVID-19. Technavio’s in-depth research has direct and indirect COVID-19 impacted market research reports.
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Fuel Cell Commercial Vehicle Market 2020-2024: Key Highlights
Table of Contents:
Executive Summary
Market Landscape
Market Sizing
Five Forces Analysis
Market Segmentation by Type
Customer Landscape
Geographic Landscape
Vendor Landscape
Vendor Analysis
Appendix
About Us
Technavio is a leading global technology research and advisory company. Their research and analysis focuses on emerging market trends and provides actionable insights to help businesses identify market opportunities and develop effective strategies to optimize their market positions. With over 500 specialized analysts, Technavio’s report library consists of more than 17,000 reports and counting, covering 800 technologies, spanning across 50 countries. Their client base consists of enterprises of all sizes, including more than 100 Fortune 500 companies. This growing client base relies on Technavio’s comprehensive coverage, extensive research, and actionable market insights to identify opportunities in existing and potential markets and assess their competitive positions within changing market scenarios.
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For Notes to be Issued by Chevron U.S.A. Inc. and Guaranteed by Chevron Corporation
SAN RAMON, Calif.--(BUSINESS WIRE)--Chevron Corporation (“Chevron”) (NYSE:CVX) and Chevron U.S.A. Inc. (“CUSA”) today announced that, as of 5:00 p.m., New York City time, on December 16, 2020 (the “Early Participation Date”), the aggregate principal amount of the ten series of notes described in the table below (collectively, the “Old Notes”) issued by Noble Energy, Inc. (“Noble Energy”) had been validly tendered and not validly withdrawn in connection with Chevron’s and CUSA’s previously announced offers to exchange (the “exchange offers”) all validly tendered (and not validly withdrawn) and accepted Old Notes of each such series for new notes to be issued by CUSA and fully and unconditionally guaranteed by Chevron (collectively, the “CUSA Notes”), and the related solicitations of consents (the “consent solicitations”) to certain proposed amendments to the corresponding indentures pursuant to which such Old Notes were issued (the “Noble Indentures”). A registration statement on Form S-4 (File Nos. 333-251094 and 333-251094-1) (the “Registration Statement”) relating to the exchange offers and consent solicitations was filed with the Securities and Exchange Commission (“SEC”) on December 3, 2020 (as amended by Pre-Effective Amendment No. 1 to the Registration Statement filed with the SEC on December 4, 2020) and declared effective on December 11, 2020.
Aggregate Principal Amount (mm) |
Title of
|
Issuer |
CUSIP No. |
Aggregate Principal
|
Aggregate Principal
|
Percentage of Total
|
||||||
$100 |
7.250% Notes due 2023(1) |
Noble Energy, Inc.(2) |
654894AE4 |
$90,399,000 |
$90,399,000 |
90.40% |
||||||
$650 |
3.900% Notes due 2024(1) |
Noble Energy, Inc. |
655044AH8 |
$624,373,000 |
$624,373,000 |
96.06% |
||||||
$250 |
8.000% Senior Notes due 2027(1) |
Noble Energy, Inc.(2) |
654894AF1 |
$234,038,000 |
$234,038,000 |
93.62% |
||||||
$600 |
3.850% Notes due 2028(1) |
Noble Energy, Inc. |
655044AP0 |
$596,604,000 |
$596,604,000 |
99.43% |
||||||
$500 |
3.250% Notes due 2029(1) |
Noble Energy, Inc. |
655044AQ8 |
$499,205,000 |
$499,205,000 |
99.84% |
||||||
$850 |
6.000% Notes due 2041(1) |
Noble Energy, Inc. |
655044AE5 |
$831,679,000 |
$831,679,000 |
97.84% |
||||||
$1,000 |
5.250% Notes due 2043(1) |
Noble Energy, Inc. |
655044AG0 |
$995,653,000 |
$995,653,000 |
99.57% |
||||||
$850 |
5.050% Notes due 2044(1) |
Noble Energy, Inc. |
655044AJ4 |
$842,407,000 |
$842,407,000 |
99.11% |
||||||
$500 |
4.950% Notes due 2047(1) |
Noble Energy, Inc. |
655044AN5 |
$492,385,000 |
$492,385,000 |
98.48% |
||||||
$500 |
4.200% Notes due 2049(1) |
Noble Energy, Inc. |
655044AR6 |
$474,340,000 |
$474,340,000 |
94.87% |
(1) |
The requisite consents for adopting the proposed amendments to the applicable Noble Indenture were received for this series of Old Notes. |
(2) |
Formerly known as Noble Affiliates, Inc. |
The deadline to receive the Early Participation Premium (as defined below) has been extended beyond the Early Participation Date to 9:00 a.m., New York City time, on January 4, 2021, unless extended or earlier terminated (the “Expiration Date”), such that in exchange for each $1,000 principal amount of Old Notes that is validly tendered after the Early Participation Date but prior to the Expiration Date and not validly withdrawn, holders of such Old Notes will be eligible to receive the Total Consideration (as defined below).
The Consent Revocation Deadline for all series of Old Notes has not been extended and occurred on 5:00 p.m., New York City time, on December 16, 2020. As a result, consents to amend the Noble Indentures that have been validly delivered in connection with any Old Notes may no longer be revoked.
The exchange offers and consent solicitations are being made pursuant to the terms and conditions set forth in the CUSA and Chevron prospectus, dated December 11, 2020 (the “Prospectus), related to the Registration Statement, and the related Letter of Transmittal and Consent (the “Letter of Transmittal”). The exchange offers and consent solicitations commenced on December 3, 2020 and expire on the Expiration Date. In exchange for each $1,000 principal amount of Old Notes that were validly tendered prior to the Early Participation Date, and not validly withdrawn, holders of such Old Notes will be eligible to receive the total consideration (the “Total Consideration”), which consists of $1,000 principal amount of the corresponding CUSA Notes. The Total Consideration includes an early participation premium (the “Early Participation Premium”), which consists of $30 principal amount of the corresponding series of CUSA Notes per $1,000 principal amount of Old Notes.
Tenders of Old Notes in connection with any of the exchange offers may be withdrawn at any time prior to the Expiration Date of the applicable exchange offer. Following the Expiration Date, tenders of Old Notes may not be validly withdrawn unless Chevron and CUSA are otherwise required by law to permit withdrawal.
The CUSA Notes will be unsecured and unsubordinated obligations of CUSA and will rank equally with all other unsecured and unsubordinated indebtedness of CUSA issued from time to time. Each CUSA note will be fully and unconditionally guaranteed by Chevron. Chevron’s guarantees will rank pari passu with Chevron’s other unsecured and unsubordinated indebtedness for borrowed money.
Each CUSA Note issued in exchange for an Old Note will have an interest rate and maturity that is identical to the interest rate and maturity of the tendered Old Note, as well as identical interest payment dates and optional redemption prices (subject to certain technical changes to ensure that calculations of the treasury rate are consistent with the method used in CUSA’s recent issuances of senior notes). No accrued but unpaid interest will be paid on the Old Notes in connection with the exchange offers. However, interest on the applicable CUSA Note will accrue from and including the most recent interest payment date of the tendered Old Note. Subject to the minimum denominations as described in the Registration Statement, the principal amount of each CUSA Note will be rounded down, if necessary, to the nearest whole multiple of $1,000, and CUSA will pay a cash rounding amount equal to the remaining portion, if any, of the exchange price of such Old Note, plus accrued and unpaid interest with respect to such portion of the Old Notes not exchanged.
Questions concerning the terms of the exchange offers or the consent solicitations for the Old Notes should be directed to the dealer manager and solicitation agent:
BofA Securities, Inc.
One Bryant Park
New York, New York 10036
Phone: (704) 999-4067
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
Questions concerning tender procedures for the Old Notes and requests for additional copies of the Prospectus and the Letter of Transmittal should be directed to the exchange agent and information agent:
D.F. King & Co., Inc.
48 Wall Street, 22nd Floor
New York, New York 10005
Phone: (212) 269-5550
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
https://www.dfking.com/chevron
Subject to applicable law, each exchange offer and each consent solicitation is being made independently of the other exchange offers and consent solicitations, and Chevron and CUSA reserve the right to terminate, withdraw or amend each exchange offer and each consent solicitation independently of the other exchange offers and consent solicitations at any time and from time to time, as described in the Registration Statement.
This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein and is not a solicitation of the related consents. The exchange offers and consent solicitations may be made solely pursuant to the terms and conditions of the Prospectus, the Letter of Transmittal and the other related materials. The exchange offers and consent solicitations are not being made in any state or jurisdiction in which such offers or solicitations would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The CUSA Notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (“EEA”) or in the United Kingdom (“UK”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); or (ii) a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the CUSA Notes or otherwise making them available to retail investors in the EEA or in the UK has been prepared and therefore offering or selling the CUSA Notes or otherwise making them available to any retail investor in the EEA or in the UK may be unlawful under the PRIIPs Regulation.
This communication is only being distributed to and is only directed at: (i) persons who are outside the UK; or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “FPO”); or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the FPO (all such persons together being referred to as “relevant persons”). The CUSA Notes are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such CUSA Notes will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this communication or any of its contents.
CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This news release contains certain forward-looking statements relating to the operations of Chevron and its consolidated subsidiaries including CUSA (the “Company”) that are based on management's current expectations, estimates and projections about the petroleum, chemicals and other energy-related industries. Words or phrases such as “anticipates,” “expects,” “intends,” “plans,” “targets,” “forecasts,” “projects,” “believes,” “seeks,” “schedules,” “estimates,” “positions,” “pursues,” “may,” “could,” “should,” “will,” “budgets,” “outlook,” “trends,” “guidance,” “focus,” “on schedule,” “on track,” “is slated,” “goals,” “objectives,” “strategies,” “opportunities,” “poised,” “potential” and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and other factors, many of which are beyond the Company’s control and are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The reader should not place undue reliance on these forward-looking statements, which speak only as of the date of this news release. Unless legally required, the Company undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Among the important factors that could cause actual results to differ materially from those in the forward-looking statements are: changing crude oil and natural gas prices and demand for our products, and production curtailments due to market conditions; crude oil production quotas or other actions that might be imposed by the Organization of Petroleum Exporting Countries and other producing countries; public health crises, such as pandemics (including the novel coronavirus (“COVID-19”) pandemic) and epidemics, and any related government policies and actions; changing economic, regulatory and political environments in the various countries in which the Company operates; general domestic and international economic and political conditions; changing refining, marketing and chemicals margins; the Company’s ability to realize anticipated cost savings, expenditure reductions and efficiencies associated with enterprise transformation initiatives; actions of competitors or regulators; timing of exploration expenses; timing of crude oil liftings; the competitiveness of alternate-energy sources or product substitutes; technological developments; the results of operations and financial condition of the Company’s suppliers, vendors, partners and equity affiliates, particularly during extended periods of low prices for crude oil and natural gas during the COVID-19 pandemic; the inability or failure of the Company’s joint-venture partners to fund their share of operations and development activities; the potential failure to achieve expected net production from existing and future crude oil and natural gas development projects; potential delays in the development, construction or start-up of planned projects; the potential disruption or interruption of the Company’s operations due to war, accidents, political events, civil unrest, severe weather, cyber threats, terrorist acts, or other natural or human causes beyond the Company’s control; the potential liability for remedial actions or assessments under existing or future environmental regulations and litigation; significant operational, investment or product changes required by existing or future environmental statutes and regulations, including international agreements and national or regional legislation and regulatory measures to limit or reduce greenhouse gas emissions; the potential liability resulting from pending or future litigation; the ability to successfully integrate the operations of the Company and Noble Energy and achieve the anticipated benefits from the transaction; the Company’s other future acquisitions or dispositions of assets or shares or the delay or failure of such transactions to close based on required closing conditions; the potential for gains and losses from asset dispositions or impairments; government mandated sales, divestitures, recapitalizations, industry-specific taxes, tariffs, sanctions, changes in fiscal terms or restrictions on scope of the Company’s operations; foreign currency movements compared with the U.S. dollar; material reductions in corporate liquidity and access to debt markets; the receipt of required board authorizations to pay future dividends; the effects of changed accounting rules under generally accepted accounting principles promulgated by rule-setting bodies; the Company’s ability to identify and mitigate the risks and hazards inherent in operating in the global energy industry; and the factors set forth under the heading “Risk Factors” on pages 18 through 21 of Chevron’s 2019 Annual Report on Form 10-K, in Chevron’s Quarterly Reports on Form 10-Q for the quarters ended September 30, 2020, June 30, 2020 and March 31, 2020, and in subsequent filings with the SEC. Other unpredictable or unknown factors not discussed in this news release could also have material adverse effects on forward-looking statements.
Sean Comey, +1-925-842-5509
LONDON--(BUSINESS WIRE)--#GlobalMarineBiotechnologyMarket--The marine biotechnology market is expected to grow by USD 2.5 billion, progressing at a CAGR of over 8% during the forecast period.
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The increase in demand for biofuel is one of the major factors propelling market growth. However, factors such as legal and ethical issues associated with marine biotechnology will hamper the market growth.
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Marine Biotechnology Market: Geographic Landscape
APAC had the largest market share in the marine biotechnology market in 2019, and the region will offer several growth opportunities to market vendors during the forecast period. The increasing application of seaweeds will significantly influence marine biotechnology market growth in this region. 31% of the market’s growth will originate from APAC during the forecast period.
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Key Topics Covered:
Executive Summary
Market Landscape
Market Sizing
Five Forces Analysis
Market Segmentation by Application
Customer landscape
Geographic Landscape
Drivers, Challenges, and Trends
Vendor Landscape
Vendor Analysis
Appendix
About Us
Technavio is a leading global technology research and advisory company. Their research and analysis focuses on emerging market trends and provides actionable insights to help businesses identify market opportunities and develop effective strategies to optimize their market positions. With over 500 specialized analysts, Technavio’s report library consists of more than 17,000 reports and counting, covering 800 technologies, spanning across 50 countries. Their client base consists of enterprises of all sizes, including more than 100 Fortune 500 companies. This growing client base relies on Technavio’s comprehensive coverage, extensive research, and actionable market insights to identify opportunities in existing and potential markets and assess their competitive positions within changing market scenarios.
Technavio Research
Jesse Maida
Media & Marketing Executive
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Website: www.technavio.com/
KIYOSU, Japan--(BUSINESS WIRE)--Toyoda Gosei Co., Ltd. (TOKYO:7282) has been selected, together with the research group of Professor Hiroshi Amano at Nagoya University and IKS Co., Ltd., for the development of GaN power devices in the Japanese Ministry of the Environment’s “Project for the Accelerated Adoption and Spread of Innovative Components and Materials to Achieve CO2 Reductions.”
Power devices are electronic components used for power control in industry, mobility, home appliances and many other fields. With the spread of renewable energy and electric vehicles (EVs), power devices with higher performance are needed to reduce power loss when controlling high power loads.
Toyoda Gosei is leveraging its expertise in blue LEDs and using their main material, gallium nitride (GaN), in developing next-generation power devices that can efficiently control high power. In the Ministry of the Environment project, Toyoda Gosei and its partners will accelerate development of GaN power devices for application to power conditioners for solar power generation and EVs with the aim of cutting power loss. They are also seeking to apply these improved power conditioners in microgrids that serve distinct communities, which will contribute to CO2 reductions in the entire power system.
Toyoda Gosei will continue to seek innovations that contribute to achievement of the Sustainable Development Goals.
Toyoda Gosei Co., Ltd.
Takatomo Abe
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DUBLIN--(BUSINESS WIRE)--The "Green Power Market by Power Source and End-Use Sector: Global Opportunity Analysis and Industry Forecast, 2020-2027" report has been added to ResearchAndMarkets.com's offering.
The global green power market was valued at $41.1 billion in 2019, and is expected to reach $103.5 billion by 2027, registering a CAGR of 12. 3% from 2020 to 2027.
Green energy technologies use natural sources, such as wind, solar, water, waste, biomass, and geothermal, to transform into usable forms of energy such as electricity and mechanical energy. Green power generation does not leave any residue that causes harm to the environment, and is also known as clean energy.
Factors contributing to the growth of the green energy market are volatile nature of fossil fuels and The rise in stringent government regulations for reduction of greenhouses gas emissions. Moreover, the growing market of electric vehicles also contributes to the green power market growth. However, high cost of green energy infrastructure is anticipated to hamper the market growth during the forecast period. On the contrary, The rise in government funding in the green energy sector is expected to offer lucrative growth opportunities.
The green energy market is segmented into power source, end-use sector, and region. Based on power source, the market is divided into wind, solar, low impact hydro, biomass, and others. Based on the end-use sector, the market is categorized into transport, industrial, non-combustible, buildings, and others.
The key players operating in the market are Adani Green Energy Limited, GE Renewable Energy, Green Energy Corp., Iberdrola SA, JinkoSolar Holding Co. Ltd., NextEra Energy, Inc., Orsted A/S, Siemens Gamesa Renewable Energy, Suzlon Energy Limited, and Tata Power. The players in the market have adopted several strategies, such as product launch and business expansion, to sustain the market competition.
Key benefits for stakeholders
Key Players
Key Topics Covered:
Chapter 1: Introduction
1.1. Report Description
1.2. Key Benefits for Stakeholders
1.3. Key Market Segments
1.4. Research Methodology
Chapter 2: Executive Summary
2.1. Key Findings of the Study
2.2. Cxo Perspective
Chapter 3: Market Landscape
3.1. Market Definition and Scope
3.2. Key Findings
3.2.1. Top Investment Pockets
3.3. Porter's Five Forces Analysis
3.4. Patent Analysis
3.5. Value Chain Analysis
3.6. Parent Peer Market Analysis
3.7. Market Dynamics
3.7.1. Drivers
3.7.1.1. Asia-Pacific Region Emerging as Significant Player in Green Energy Market
3.7.1.2. Government Initiatives
3.7.2. Restraint
3.7.2.1. High Manufacturing Cost
3.7.3. Opportunity
3.7.3.1. The Rise in Electric Vehicles Offer Lucrative Growth Opportunities for the Green Energy Market
3.8. Impact of Covid-19 Outbreak on Global Green Power Market
Chapter 4: Green Power Market, by Power Source
4.1. Overview
4.1.1. Market Size and Forecast
4.2. Wind
4.3. Solar
4.4. Low Impact Hydro
4.5. Biomass
4.6. Others
Chapter 5: Green Power Market, by End-Use Sector
5.1. Overview
5.1.1. Market Size and Forecast
5.2. Transport
5.3. Industrial
5.4. Non-Combusted
5.5. Buildings
5.6. Others
Chapter 6: Green Power Market, by Region
6.1. Overview
6.1.1. Market Size and Forecast
Chapter 7: Competitive Landscape
7.1. Introduction
7.1.1. Market Player Positioning, 2019
7.1.2. Top Winning Strategies, 2019
7.1.3. Top Winning Strategies, 2019
7.1.4. Top Winning Strategies, 2019
7.2. Key Developments
7.2.1. Business Expansion
7.2.2. Acquisition
Chapter 8: Company Profiles
8.1. Adani Green Energy Limited
8.2. GE Renewable Energy
8.3. Iberdrola Sa
8.4. Jinkosolar Holding Co. Ltd.
8.5. Nextera Energy, Inc.
8.6. Orsted A/S
8.7. Siemens Gamesa Renewable Energy
8.8. Suzlon Energy Limited
8.9. Tata Power
For more information about this report visit https://www.researchandmarkets.com/r/22jg3x
ResearchAndMarkets.com
Laura Wood, Senior Press Manager
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HOUSTON--(BUSINESS WIRE)--Kraken Resources LLC (“Kraken” or the “Company”) is pleased to announce a number of recent transactions, including the all-equity consolidation of the Company’s three predecessor entities, the recent close of a new syndicated credit facility, as well as an increase in Kraken’s total equity commitment from funds managed by Kayne Anderson Capital Advisors, L.P. (“Kayne Anderson”). These transactions provide the Company with substantial access to capital to continue to pursue high-quality acquisition opportunities in the Williston Basin.
On November 17, 2020, Kraken successfully closed on a new, three-year credit facility with unanimous support from the existing lending syndicates of the Company’s three predecessor entities, Kraken Oil & Gas LLC, Kraken Oil & Gas II LLC, and Kraken Oil & Gas III LLC. At close, the Company’s credit facility had a $530 million borrowing base with BOK Financial acting as sole Administrative Agent and Wells Fargo Bank, N.A acting as sole Technical Agent and Syndication Agent. Wells Fargo Securities, LLC served as Left Lead Arranger on the syndication of the credit facility.
Concurrent with the close of the credit facility, Kraken also received an additional equity commitment from its financial sponsor, Kayne Anderson. The upsized commitment results in $525 million of total equity commitments, with over $100 million of available and undrawn equity capital.
Kraken is headquartered in Houston, Texas and is led by co-founders Bruce Larsen and Brad Suddarth. Kraken’s predecessor entities have been operating in the Williston Basin since 2012, demonstrating a proven track record of operational success and a highly competitive cost structure. Kraken’s operating footprint consists of over 130,000 net acres across North Dakota and Montana, with approximately 25,000 net boe/d of production, making Kraken one of the largest private E&P companies in the Williston Basin.
Bruce Larsen, President and CEO of Kraken, commented, “We are excited to announce the closing of our new credit facility and upsized equity commitment from Kayne Anderson. We are highly appreciative of the unanimous support received from our bank group, particularly given today’s challenging lending environment. Furthermore, we look forward to continuing to work closely with Kayne Anderson to pursue compelling opportunities for all of Kraken’s stakeholders.”
Mark Teshoian, Managing Partner at Kayne Anderson, said, “We have been partners with the Kraken Resources management team for over eight years and we continue to be impressed by the team’s high-quality asset base, operational execution and commercial expertise. Kayne Anderson’s increased equity commitment is a testament to this. We believe Kraken Resources has the appropriate operational scale, balance sheet and personnel to be well-positioned to take advantage of the current market and ultimately generate strong returns for our investors.”
ABOUT KRAKEN RESOURCES
Kraken Resources is a Houston-based, private energy company focused on the acquisition and development of oil and gas assets throughout the Williston Basin.
ABOUT KAYNE ANDERSON
Kayne Anderson Capital Advisors, L.P., founded in 1984, is a leading alternative investment management firm focused on real estate, credit, infrastructure/energy, renewables, and growth equity. Kayne Anderson’s investment philosophy is to pursue niches, with an emphasis on cash flow, where our knowledge and sourcing advantages enable us to deliver above average, risk-adjusted investment returns. As responsible stewards of capital, Kayne Anderson’s philosophy extends to promoting responsible investment practices and sustainable business practices to create long-term value for our investors. Kayne Anderson manages over $30 billion in assets (as of 9/30/2020) for institutional investors, family offices, high net worth and retail clients and employs over 350 professionals in five core offices across the U.S. For more information, please visit www.kaynecapital.com.
Kraken Resources LLC
Bruce Larsen
713-360-7705
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Nine-megawatt solar array is largest installation in Wisconsin built for a single customer, advances clean energy goals for Dane County and MGE.
MADISON, Wis.--(BUSINESS WIRE)--Today, Dane County Executive Joe Parisi and Madison Gas and Electric (MGE) announced the 9-megawatt (MW) solar array at the Dane County Regional Airport is fully operational and delivering locally generated, sustainable energy to MGE's distribution system. The array will generate enough carbon-free electricity to provide Dane County with about 40% of the energy used by all County-owned facilities. It is the largest solar array in Dane County and the largest installation in Wisconsin built for a single customer.
"MGE appreciates the County's partnership in moving this project forward. It serves as a great example of how, by working together, we can advance shared energy goals, including MGE's goal of net-zero carbon electricity for all our customers by 2050," said MGE Chairman, President and CEO Jeff Keebler. "Travelers through the airport or along nearby Highway 51 will see this large array and know our community is committed to sustainability."
"We are excited to reach completion on this historic, large-scale solar project," said Dane County Executive Joe Parisi. "This solar array brings Dane County one step closer to achieving our commitment to becoming 100% renewable at County-owned facilities. These efforts benefit our environment, the local economy and Dane County taxpayers. We appreciate MGE's partnership on this project and shared commitment to pursuing sustainable energy alternatives."
The solar array consists of about 31,000 solar panels and covers 58 acres of County-owned land north of the airport. Dane County is leasing the land to MGE, and MGE will sell the energy to Dane County. The County's purchase of renewable electricity from this solar project will reduce greenhouse gas emissions in an amount equivalent to the emissions produced by 2,700 cars or the burning of 7,000 tons of coal per year. In the spring, MGE will add pollinator plantings in certain areas of the array under the solar panels to boost pollinator habitat for dwindling monarch and honey bee populations.
Dane County is committed to significantly increasing the amount of its electric load serviced by renewable energy sources to achieve 100% renewable status for County facilities. Dane County currently uses more solar-generated electricity than any other county in the state. In addition to now purchasing 9 MW from the airport solar farm, Dane County generates over 600 kilowatts (kW) of power at 16 County-owned facilities. This solar farm will be the third solar installation at the Dane County Regional Airport.
Renewable Energy Rider grows local, clean energy
MGE's Renewable Energy Rider (RER) enables MGE to partner with a large energy user, like the County, to tailor a renewable energy solution to meet that customer's energy needs. The County entered into an RER agreement with MGE, which was approved by the Public Service Commission of Wisconsin. RER customers are responsible for costs associated with the renewable generation facility and any distribution costs to deliver energy to the customer. The innovative model grows clean energy in our community.
The 30-year service agreement specifies that the County will purchase approximately 18 million kilowatt-hours annually, resulting in first year energy savings of approximately $137,000. There were no upfront capital requirements for Dane County.
MGE targeting net-zero carbon by 2050
MGE is targeting net-zero carbon electricity by the year 2050. MGE's net-zero goal is consistent with the latest climate science from the Intergovernmental Panel on Climate Change (IPCC) October 2018 Special Report on limiting global warming to 1.5 degrees Celsius. The company's pathway also is consistent with the IPCC's carbon reduction pathways. And, consistent with the science, MGE expects to achieve carbon reductions of 65% by 2030.
To achieve deep decarbonization, MGE is growing its use of renewable energy, engaging customers around energy efficiency and working to electrify transportation, all of which are key strategies identified by the IPCC. If MGE can go further faster in reducing carbon emissions, it will. Visit mge2050.com to learn more.
Drone footage of the solar array can be viewed and downloaded HERE.
About MGE
MGE generates and distributes electricity to 155,000 customers in Dane County, Wis., and purchases and distributes natural gas to 163,000 customers in seven south-central and western Wisconsin counties. MGE's parent company is MGE Energy, Inc. The company's roots in the Madison area date back more than 150 years.
Steve Schultz
Corporate Communications Manager
608-252-7219 | This email address is being protected from spambots. You need JavaScript enabled to view it.
Scott Adrian
Dane County Outreach Director
608-266-2444 | This email address is being protected from spambots. You need JavaScript enabled to view it.
Acquiring Independence Resources Management, LLC
Increases Production and Adjusted EBITDAX by ~50% While Maintaining Balance Sheet Strength
Improves Positioning for Additional Permian Basin Consolidation
THE WOODLANDS, Texas--(BUSINESS WIRE)--Earthstone Energy, Inc. (NYSE: ESTE) (“Earthstone” or the “Company”) today announced that it has entered into a definitive agreement to acquire Independence Resources Management, LLC (“IRM”), a privately held independent E&P company backed by Warburg Pincus, LLC and its affiliates (“Warburg”), and operating in the Midland Basin (the “Transaction”). The aggregate purchase price of the Transaction is expected to be approximately $185.9 million consisting of an estimated amount of $135.2 million in cash as of November 30, 2020 (but expected to be lower on the closing date based on current forecasts) and approximately 12.7 million shares of Earthstone’s Class A common stock valued at $50.8 million based on a closing share price of $3.99 on December 16, 2020. The Transaction is expected to close in the first quarter of 2021.
Highlights of IRM’s asset base and operations include:
Pro forma impact on Earthstone includes:
Management Comments
Mr. Robert J. Anderson, President and CEO of Earthstone, commented, “This Transaction is another important step in the execution of our growth strategy to further increase our scale with high-quality accretive acquisitions. This is consistent with our stated strategy to be a consolidator in the Permian Basin and positions us well for additional value-enhancing transactions. We will maintain strict financial discipline as we consider future transactions, both as it relates to valuation and to maintaining our balance sheet strength.”
“The addition of these complementary Midland Basin assets increases our production and Adjusted EBITDAX by approximately 50% with minimal impact to leverage. Additionally, we will be adding 70 gross high-graded drilling locations from IRM’s core acreage that carry a similar return profile to our highly economic Midland Basin wells and will compete with our existing inventory for future development capital. With the large majority of IRM’s production coming from its core acreage in Midland and Ector counties, the acquired assets have a very similar and complementary low operating cost, high margin profile as our existing assets, allowing us to maintain our peer-leading cash margin operating profile. With a minimal need for incremental general and administrative costs, we expect to improve cash margins further by targeting an approximately 25% decrease in our go forward Cash G&A(5) per unit costs. This added scale and quality inventory enhances our development options and free cash flow(6) generating capacity. We target resuming drilling activity in the first half of 2021 through a one-rig program that we expect to be fully funded well within our operating cash flows.”
Transaction Consideration and Sources
The consideration for the Transaction consists of approximately 12.7 million shares of Earthstone’s Class A common stock, which represents 16.3% of total Class A and Class B common stock on a pro forma basis, and a cash amount estimated to be $135.2 million as of November 30, 2020, but expected to be lower on the closing date based on current forecasts. Earthstone intends to fund the cash portion of the consideration and fees and expenses, with cash on hand and new borrowings under its Credit Facility, under which it has received commitments from lenders to increase the borrowing base from the current $240 million to $360 million in conjunction with closing of the Transaction.
Approvals and Leadership
The Transaction has been unanimously approved by the Board of Directors of Earthstone and by the members of IRM. No further approvals are required. In conjunction with the Transaction, Warburg will have the right to appoint one director to Earthstone’s Board of Directors. EnCap Investments, L.P. (“EnCap”) will maintain the three existing EnCap-affiliated directors, resulting in a Board of Directors consisting of nine members. No changes to Earthstone management will occur in connection with the Transaction.
Advisors
RBC Capital Markets, LLC and Wells Fargo Securities, LLC acted as financial advisors to Earthstone. Jefferies LLC acted as financial advisor to IRM. Legal advisors included Jones & Keller, P.C. for Earthstone, and Latham & Watkins, L.L.P. for IRM.
About Earthstone Energy, Inc.
Earthstone Energy, Inc. is a growth-oriented, independent energy company engaged in the development and operation of oil and natural gas properties. Its primary assets are located in the Midland Basin of west Texas and the Eagle Ford Trend of south Texas. Earthstone is listed on the New York Stock Exchange under the symbol “ESTE.” For more information, visit the Company’s website at www.earthstoneenergy.com.
(1) |
|
Earthstone management estimate of IRM three stream sales volumes for the quarter ended September 30, 2020. |
(2) |
|
Adjusted EBITDAX is a non-GAAP financial measure. See Non-GAAP Financial Measure section below. |
(3) |
|
PV-10 is a non-GAAP measure that differs from a measure under GAAP known as “standardized measure of discounted future net cash flows” in that PV-10 is calculated without including future income taxes. |
(4) |
|
Earthstone management estimate of proved developed producing reserve volumes and values as of December 1, 2020, discounting cash flows at a rate of 10% and utilizing NYMEX strip prices as of November 30, 2020. |
(5) |
|
Cash G&A is a non-GAAP measure defined as general and administrative expenses less stock-based compensation which is not settled in cash. |
(6) |
|
As used in this news release, “free cash flow”, a non-GAAP measure, means Adjusted EBITDAX, less interest expense, less accrual-based capital expenditures. |
Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Statements that are not strictly historical statements constitute forward-looking statements and may often, but not always, be identified by the use of such words such as “expects,” “believes,” “intends,” “anticipates,” “plans,” “estimates,” “potential,” “possible,” or “probable” or statements that certain actions, events or results “may,” “will,” “should,” or “could” be taken, occur or be achieved. The forward-looking statements include statements about the expected benefits of the proposed Transaction to Earthstone and its stockholders, the anticipated completion of the proposed Transaction or the timing thereof, the expected future reserves, production, financial position, business strategy, revenues, earnings, costs, capital expenditures and debt levels of the combined company, and plans and objectives of management for future operations. Forward-looking statements are based on current expectations and assumptions and analyses made by Earthstone and its management in light of experience and perception of historical trends, current conditions and expected future developments, as well as other factors appropriate under the circumstances. However, whether actual results and developments will conform to expectations is subject to a number of material risks and uncertainties, including but not limited to: the ability to complete the proposed Transaction on anticipated terms and timetable; Earthstone’s ability to integrate its combined operations successfully after the Transaction and achieve anticipated benefits from it; the possibility that various closing conditions for the Transaction may not be satisfied or waived; risks relating to any unforeseen liabilities of Earthstone or IRM; declines in oil, natural gas liquids or natural gas prices; the level of success in exploration, development and production activities; adverse weather conditions that may negatively impact development or production activities; the timing of exploration and development expenditures; inaccuracies of reserve estimates or assumptions underlying them; revisions to reserve estimates as a result of changes in commodity prices; impacts to financial statements as a result of impairment write-downs; risks related to level of indebtedness and periodic redeterminations of the borrowing base under the Credit Facility; Earthstone’s ability to generate sufficient cash flows from operations to fund all or portions of its future capital expenditures budget; Earthstone’s ability to obtain external capital to finance exploration and development operations and acquisitions; the ability to successfully complete any potential asset dispositions and the risks related thereto; the impacts of hedging on results of operations; uninsured or underinsured losses resulting from oil and natural gas operations; Earthstone’s ability to replace oil and natural gas reserves; any loss of senior management or technical personnel; and the direct and indirect impact on most or all of the foregoing on the evolving COVID-19 pandemic. Earthstone’s annual report on Form 10-K for the year ended December 31, 2019, quarterly reports on Form 10-Q, recent current reports on Form 8-K, and other Securities and Exchange Commission (“SEC”) filings discuss some of the important risk factors identified that may affect Earthstone’s business, results of operations, and financial condition. Earthstone and IRM undertake no obligation to revise or update publicly any forward-looking statements except as required by law.
Earthstone Energy, Inc.
Non-GAAP Financial Measure
Unaudited
I. Adjusted EBITDAX
The non-GAAP financial measure of Adjusted EBITDAX (as defined below), as calculated by Earthstone below, is intended to provide readers with meaningful information that supplements Earthstone’s financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Further, this non-GAAP measure should only be considered in conjunction with financial statements and disclosures prepared in accordance with GAAP and should not be considered in isolation or as a substitute for GAAP measures, such as net income or loss, operating income or loss or any other GAAP measure of financial position or results of operations. Adjusted EBITDAX is presented herein and reconciled from the GAAP measure of net (loss) income because of its wide acceptance by the investment community as a financial indicator.
Earthstone and IRM define “Adjusted EBITDAX” as net (loss) income plus, when applicable, accretion of asset retirement obligations; impairment expense; depreciation, depletion and amortization; interest expense, net; transaction costs; loss (gain) on sale of oil and gas properties, net; rig termination expense; exploration expense; unrealized loss (gain) on derivative contracts; stock-based compensation (non-cash); and income tax expense.
Earthstone’s and IRM’s Adjusted EBITDAX measure provides additional information that may be used to better understand their operations. Adjusted EBITDAX is one of several metrics that Earthstone and IRM use as a supplemental financial measurement in the evaluation of their business and should not be considered as an alternative to, or more meaningful than, net (loss) income as an indicator of operating performance. Certain items excluded from Adjusted EBITDAX are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic cost of depreciable and depletable assets. Adjusted EBITDAX, as used by Earthstone and IRM, may not be comparable to similarly titled measures reported by other companies. Earthstone and IRM believe that Adjusted EBITDAX is a widely followed measure of operating performance and is one of many metrics used by their management teams and by other users of their consolidated financial statements. For example, Adjusted EBITDAX can be used to assess their operating performance and return on capital in comparison to other independent exploration and production companies without regard to financial or capital structure and to assess the financial performance of their assets and their company without regard to capital structure or historical cost basis.
The following table provides a reconciliation of Net (loss) income to Adjusted EBITDAX for the periods indicated:
| ($000s) | Twelve Months Ended | |||||||||||
| September 30, 2020 | ||||||||||||
| ESTE | IRM | Pro Forma | ||||||||||
| Net (loss) income | $ |
(16,693 |
) |
$ |
(66,645 |
) |
$ |
(83,338 |
) |
|||
| Accretion of asset retirement obligations |
|
191 |
|
|
1,254 |
|
|
1,445 |
|
|||
| Depreciation, depletion and amortization |
|
103,058 |
|
|
46,852 |
|
|
149,910 |
|
|||
| Impairment expense |
|
62,548 |
|
|
56,600 |
|
|
119,148 |
|
|||
| Interest expense, net |
|
6,038 |
|
|
11,281 |
|
|
17,319 |
|
|||
| Transaction costs |
|
(45 |
) |
|
- |
|
|
(45 |
) |
|||
| Loss (gain) on sale of oil and gas properties |
|
(3,866 |
) |
|
- |
|
|
(3,866 |
) |
|||
| Rig termination expense |
|
426 |
|
|
1,998 |
|
|
2,424 |
|
|||
| Exploration expense |
|
951 |
|
|
27,226 |
|
|
28,177 |
|
|||
| Unrealized loss (gain) on derivative contracts |
|
1,051 |
|
|
346 |
|
|
1,397 |
|
|||
| Stock based compensation (non-cash)(1) |
|
9,633 |
|
|
2,961 |
|
|
12,594 |
|
|||
| Income tax expense (benefit) |
|
1,049 |
|
|
(575 |
) |
|
474 |
|
|||
| Adjusted EBITDAX | $ |
164,341 |
|
$ |
81,298 |
|
$ |
245,639 |
|
|||
(1) |
Included in Earthstone’s General and administrative expense in the Condensed Consolidated Statements of Operations. |
Mark Lumpkin, Jr.
Executive Vice President – Chief Financial Officer
Earthstone Energy, Inc.
1400 Woodloch Forest Drive, Suite 300
The Woodlands, TX 77380
281-298-4246
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Scott Thelander
Vice President of Finance
Earthstone Energy, Inc.
1400 Woodloch Forest Drive, Suite 300
The Woodlands, TX 77380
281-298-4246
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DUBLIN--(BUSINESS WIRE)--The "Global Gas Turbine Market - Analysis By Product Type (Heavy Duty, Aeroderivative), Technology (Combined Cycle, Open Cycle), Application, By Region, By Country (2020 Edition): Market Insight, Covid-I9 Impact, Competition and Forecast (2020-2025)" report has been added to ResearchAndMarkets.com's offering.
The Global Gas Turbine Market was valued at USD 17,050.05 Million in the year 2019.
The global Gas Turbine market holds lucrative growth opportunities owing to stringent regulatory standards regarding environment conservation, supportive government policies on energy conservation, as well as growing consumer awareness about product quality. The continuous rise in demand of energy in Asia Pacific region is driving the demand of industrial products from last few years. The recent technology promises substantial reduction in maintenance costs, which is why it is received by a significantly large number of buyers hailing from diverse industrial backgrounds.
Owing to low production cost in Asian countries backed with rising industrialization, manufacturers are investing in economies such as India and China which is propelling the market growth. Positive outlook towards power sector, oil & gas sector coupled with rapid industrialization across developed and emerging economies will drive the gas turbine market size. Additionally, expectation of rise in consumer demand and investment by public and private sector in small and medium scale industries will anticipated to drive the market of global gas turbine in future.
The market is also expected to register huge growth in demand post COVID-19 pandemic situation attributable to factors such as lower operating costs, lower emissions, high power density, and quality exhaust stream that can be further used in other processes. As compared to other combustion-based power generation technologies, gas turbines are very efficient and also result in lower carbon emissions.
Heavy duty gas turbine market is anticipated to witness significant growth on account of economic cost structure, high capacity operations and lower pressure ratios to yield maximum specific power. Growing product demand across utility aided and heat recovery power generating plants owing to lower turbine dimensions & cost along with maximum cycle efficiency will further drive the business landscape.
Rising concerns toward GHG emission in line with stringent government norms pertaining to adoption of gas fired turbines over traditional power generating units will further complement the industry landscape. Moreover, increasing energy demand across developing nations along with ongoing adoption of renewables when compared to conventional fuels will strengthen the product integration.
Companies Mentioned
Scope of the Report
Key Topics Covered:
1. Report Scope and Methodology
1.1 Scope of the Report
1.2 Research Methodology
1.3 Executive Summary
2. Strategic Recommendations
3. Gas Turbine Market: Product Overview
4. Global Gas turbine Market: Sizing, Growth, Forecast
4.1 Market Size, By Value, Year 2015-2019
4.2 Market Size, By Value, Year 2020-2025
4.3 Impact of COVID-19 on Global Gas Turbine Market
4.4 Global Economic & Industrial Outlook
5. Global Gas Turbine Market Segmentation, By Product Type
5.1 Global Gas Turbine Market: Segment Analysis
5.2 Competitive Scenario of Global Gas Turbine Market: By Product Type (2019 & 2025)
5.3 By Heavy Duty Gas Turbine- Market Size and Forecast (2015-2025)
5.4 By Aeroderivative Gas Turbine- Market Size and Forecast (2015-2025)
6. Global Gas Turbine Market Segmentation, By Technology
6.1 Global Gas Turbine Market: Segment Analysis
6.2 Competitive Scenario of Global Gas Turbine Market: By Technology (2019 & 2025)
6.3 By Combined Cycle Gas Turbine- Market Size and Forecast (2015-2025)
6.4 By Open Cycle Gas Turbine- Market Size and Forecast (2015-2025)
7. Global Gas Turbine Market Segmentation, By Application
7.1 Global Gas Turbine Market: Segment Analysis
7.2 Competitive Scenario of Global Gas Turbine Market: By Application (2019 & 2025)
7.3 By Power- Market Size and Forecast (2015-2025)
7.4 By Oil & Gas- Market Size and Forecast (2015-2025)
7.5 By Others- Market Size and Forecast (2015-2025)
8. Global Gas Turbine Market: Regional Analysis
8.1 Competitive Scenario of Global Gas Turbine Market: By Region (2019 & 2025)
9. Americas Gas Turbine Market: An Analysis
10. Europe Gas Turbine market: An Analysis
11. Asia Pacific Gas Turbine Market: An Analysis
12. MEA Gas Turbine Market: An Analysis
13. Global Gas Turbine Market Dynamics
13.1 Global Gas Turbine Market Drivers
13.1 Global Gas Turbine Market Restraints
13.3 Global Gas Turbine Market Trends
14. Market Attractiveness
14.1 Market Attractiveness Chart of Global Gas Turbine Market - By Product Type (Year 2025)
14.2 Market Attractiveness Chart of Global Gas Turbine Market - By Technology (Year 2025)
14.3 Market Attractiveness Chart of Global Gas Turbine Market - By Application (Year 2025)
14.4 Market Attractiveness Chart of Global Gas Turbine Market - By Region, Year-2025)
15. Competitive Landscape
15.1 Market share of leading Gas Turbine manufacturing companies
15.2 SWOT Analysis
15.3 Porter's Five Force Analysis
16. Company Profiles
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LONDON--(BUSINESS WIRE)--#apac--The new Propane market research report from SpendEdge indicates an incremental growth during the forecast period as the business impact of COVID-19 spreads.
As the markets recover SpendEdge expects the Propane market size to grow by USD 22 billion during the period 2020-2024.
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Propane Market Analysis
Analysis of the cost and volume drivers and supply market forecasts in various regions are offered in this Propane research report. This market intelligence report also analyzes the top supply markets and the critical cost drivers that can aid buyers and suppliers devise a cost-effective category management strategy.
Insights Delivered into the Propane Market
This market intelligence report on Propane answers to all the critical problems faced by investors who seek cost-saving opportunities in a competitive market. It also offers actionable anecdotes on the industry structure and supply market forecasts including highlights of the top vendors in this market. Our procurement experts have determined effective category pricing strategies that are attuned to the dynamics of this market which can be leveraged to maximize revenue generation against minimum investments on the products.
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LYMINGTON, United Kingdom--(BUSINESS WIRE)--#ICPC--Beyond the Global Pandemic – The Critical Role of Submarine Cables will be the theme for the forthcoming 2021 first-ever virtual annual plenary meeting organised by the International Cable Protection Committee (ICPC) to be held from 19-20 May 2021.
Not only does the ICPC welcome participation from ICPC Member companies, but non-Members that have a vital interest in the protection of telecommunications and power cables worldwide, are also invited to submit a presentation abstract in response to the ‘Call for Papers’ that address the aforementioned theme. Recommended topics include, but are not limited to the following:
ICPC General Manager This email address is being protected from spambots. You need JavaScript enabled to view it. asserted, ‘Over a live two-day period, Plenary attendees will join a hybrid live and pre-recorded Plenary meeting to learn about some of the most timely and emerging topics and issues in the submarine cable industry. Dynamic panel discussions and presentations will provide lively engagement while participants will also hear from ICPC advisers, working group chairs, and Member and Invited Speaker presentations. Although a virtual event, our industry keeps moving forward, as do we as an organisation. We look forward to the 2021 Plenary and invite the invaluable participation of our Members and broader submarine cable community.‘
The ICPC requests interested presenters to submit abstracts for proposed presentations no later than Friday, 12 February 2021. For enquiries, send an e-mail to: This email address is being protected from spambots. You need JavaScript enabled to view it..
If interested in learning more about the ICPC or if your organisation would like to join, click on the following link.
About the ICPC: The ICPC is the world’s premier submarine cable protection organisation. It was formed in 1958 to promote the protection of international telecommunications and power submarine cables against human and natural hazards. It provides a forum for the exchange of technical, legal, and environmental information about submarine cables and engages with stakeholders and governments globally to promote submarine cable protection. The ICPC has more than 170 Members from over 60 nations, including cable operators, owners, manufacturers, industry service providers, as well as governments. For further information about the ICPC and its events, submarine cables generally, best practices for cable protection, and applicable international law and treaties, visit: https://iscpc.org/ and www.linkedin.com/company/icpc-ltd/.
Ryan Wopschall
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VIENNA--(BUSINESS WIRE)--Wien Energie, Austria’s largest regional energy services provider, and RIDDLE&CODE are proud to announce the successful completion of the ‘Peer2Peer im Quartier’ project that empowers consumers to co-create the future of energy and accelerates the transition to renewable electricity sources.
Viertel Zwei, the modern residential and office location in Vienna, Austria, has been the site of a multi-year project since 2018, with blockchain technology playing a central role. Together with the residents of Viertel Zwei, the two companies developed a smart network of utility providers, grids and consumers to create one of the first P2P energy trading communities in Europe.
“RIDDLE&CODE developed blockchain-based extension that establishes a tamper-proof identity for all devices related to the production and consumption of energy and transforms them into trusted data sources that perform value transactions and settlements,” the Founder and CTO of RIDDLE&CODE, Thomas Fuerstner, said.“This project allows RIDDLE&CODE and Wien Energie to accelerate the progress toward the new era of energy distribution in which consumers and energy providers work together to create a more resilient, reliable and localised energy network.”
"With our energy community project in Viertel Zwei we have been able to implement the Blockchain technology in a consumers context for the first time. We are proud that we are pioneers in this field and that we have successfully accomplished this trading attempt together with RIDDLE&CODE. In the future, Blockchain can play an essential role in the energy industry. The knowledge gained here will be an important cornerstone for further joint projects", Michael Strebl, CEO of Wien Energie, added.
With a blockchain-powered photovoltaic system on the roof of their complex, residents of Viertel Zwei can trade, share or resell the electricity they produce to other residents within the community, monitor their consumption and manage tariffs using a convenient online platform.
RIDDLE&CODE and Wien Energie will not stop there. Together with the Austrian Research Promotion Agency, a research report with the insights from the project will be published in early 2021. Among other topics, the report will explore the benefits of P2P energy trading for consumers and utility providers and the development of new types of markets, such as distributed, local and micro energy markets.
About Wien Energie
Wien Energie is Austria’s largest regional energy services provider, providing two million people, approximately 230,000 businesses, industrial facilities and public buildings, as well as around 4,500 farms with electricity, natural gas, heat, district cooling and innovative energy services. Wien Energie produces electricity and heat from renewable energy sources, thermal waste recycling and high- efficiency cogeneration power plants. The company is also active in the field of telecommunications and provides additional energy and infrastructure services.
About RIDDLE&CODE
RIDDLE&CODE is the leading European blockchain interface company that builds hardware and software stacks and brings trusted identity to objects and people. Together with its tier-one clients and partners, RIDDLE&CODE creates new business models for financial markets, energy distribution, mobility and the Internet of Things.
For more information: www.riddleandcode.com
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