Business Wire News

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:

  • Chesapeake will pay all pre-petition and past due receivables related to midstream expenses, per the existing contracts.
  • Chesapeake will not attempt to reject Williams’ gathering agreements in the Eagle Ford, Marcellus, or Mid-Con.
  • In the Haynesville, Williams has agreed to reduce its gathering fees in exchange for gaining ownership of a portion of Chesapeake’s South Mansfield producing assets, which consist of approximately 50,000 net mineral acres. In addition, Chesapeake will enter into a long-term gas supply commitment of a minimum 100 Mdth/d and up to 150 Mdth/d for the Transco Regional Energy Access (REA) pipeline currently under development.
    • The reduced gathering fees are consistent with incentive rates that Williams has offered in the past to attract drilling capital and are therefore expected to promote additional drilling across Chesapeake’s prolific Haynesville footprint.
    • The South Mansfield assets provide an opportunity for Williams to transition the acreage to a strong and well-capitalized operator that will grow production volumes, and drive growth in fee based cash flows on Williams’ existing spare midstream capacity, while also enabling Williams to market significant gas volumes for future downstream opportunities.
    • The commitment to REA provides valuable incremental takeaway capacity for Chesapeake’s Marcellus production and the associated Williams gathering systems, while adding a valuable capacity commitment to the Transco project.

“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.


Contacts

MEDIA:
This email address is being protected from spambots. You need JavaScript enabled to view it.
(800) 945-8723

INVESTOR CONTACTS:
Danilo Juvane
(918) 573-5075

Brett Krieg
(918) 573-4614

CANONSBURG, Pa.--(BUSINESS WIRE)--#2021Guidance--Equitrans Midstream Corporation (NYSE: ETRN) today announced 2021 financial and capital expenditure guidance. Included in the “Non-GAAP Disclosures” section of this news release are important disclosures regarding the use of non-GAAP supplemental financial measures, including information regarding their most comparable GAAP financial measure.


Financial Forecast:(1)

$ millions

 

2021 Forecast

Net income attributable to ETRN

 

$540 - $610

Adjusted EBITDA

 

$1,035 - $1,105

Deferred revenue

 

$295

Free cash flow

 

$(150) - $(80)

Retained free cash flow

 

$(410) - $(340)

Capital Expenditures and Capital Contributions:

$ millions

 

2021 Forecast

Mountain Valley Pipeline (MVP)

 

$670 - $720

Gathering(2)

 

$305 - $335

Transmission(3)

 

$45 - $65

Water

 

$20

Total

 

$1,040 - $1,140

(1)

Does not reflect impact of capital markets transactions, if any.

(2)

Includes approximately $30 million from ETRN’s 60% interest in Eureka Midstream Holdings, LLC (Eureka).

(3)

Includes capital contributions of approximately $20 million to Mountain Valley Pipeline, LLC (MVP JV) for the MVP Southgate project.

Additional Information:

  • Approximately 70% of the 2021 forecast for total operating revenue is expected to be generated from firm reservation fees.
  • The mid-point of the 2021 financial forecast range assumes an average of 8.0 MMdth per day total gathered volume.
  • The MVP JV is continuing to target a full in-service date for the MVP in late 2021 at a total project cost estimate of $5.8 - $6.0 billion. The 2021 financial forecast assumes an MVP in-service date of December 31, 2021.
  • The 2021 water EBITDA forecast is approximately $25 million. The year-over-year decrease is driven by a lower forecast for delivered water volumes.

Investor Presentation

ETRN management speaks to investors from time-to-time and the presentation for these discussions, which is updated periodically, is available via www.equitransmidstream.com.

Non-GAAP Disclosures

Adjusted EBITDA

As used in this news release, adjusted EBITDA means, as applicable, net income, plus income tax expense, net interest expense, loss on early extinguishment of debt, depreciation, amortization of intangible assets, impairments of long-lived assets, payments on the preferred interest in EQT Energy Supply, LLC (Preferred Interest), non-cash long-term compensation expense (income), and transaction costs, less equity income, AFUDC-equity, unrealized gain (loss) on derivative instruments and adjusted EBITDA attributable to noncontrolling interest.

Free Cash Flow

As used in this news release, free cash flow means net cash provided by operating activities plus principal payments received on the Preferred Interest, and less net cash provided by operating activities attributable to noncontrolling interest, capital expenditures (excluding the noncontrolling interest share (40%) of Eureka capital expenditures), capital contributions to MVP JV, and dividends paid to Series A Preferred shareholders.

Retained Free Cash Flow

As used in this news release, retained free cash flow means free cash flow less dividends paid to common shareholders.

Adjusted EBITDA, free cash flow and retained free cash flow are non-GAAP supplemental financial measures that management and external users of ETRN's consolidated financial statements, such as industry analysts, investors, lenders, and rating agencies, may use to assess:

  • ETRN’s operating performance as compared to other publicly traded companies in the midstream energy industry without regard to historical cost basis or, in the case of adjusted EBITDA, financing methods
  • The ability of ETRN’s assets to generate sufficient cash flow to pay dividends to ETRN’s shareholders
  • ETRN’s ability to incur and service debt and fund capital expenditures and capital contributions
  • The viability of acquisitions and other capital expenditure projects and the returns on investment of various investment opportunities

ETRN believes that adjusted EBITDA, free cash flow, and retained free cash flow provide useful information to investors in assessing ETRN's financial condition and results of operations. Adjusted EBITDA, free cash flow, and retained free cash flow should not be considered as alternatives to net income, operating income, net cash provided by operating activities, as applicable, or any other measure of financial performance or liquidity presented in accordance with GAAP. Adjusted EBITDA, free cash flow, and retained free cash flow have important limitations as analytical tools because they exclude some, but not all, items that affect net income, operating income and net cash provided by operating activities. Additionally, because these non-GAAP metrics may be defined differently by other companies in ETRN's industry, ETRN's definitions of adjusted EBITDA, free cash flow, and retained free cash flow may not be comparable to similarly titled measures of other companies, thereby diminishing the utility of the measures. Free cash flow and retained free cash flow should not be viewed as indicative of the actual amount of cash that ETRN has available for dividends or that ETRN plans to distribute and are not intended to be liquidity measures.

ETRN is unable to provide a reconciliation of projected adjusted EBITDA from projected net income, the most comparable financial measure calculated in accordance with GAAP, or a reconciliation of projected free cash flow or retained cash flow to net cash provided by operating activities, the most comparable financial measure calculated in accordance with GAAP. ETRN has not provided a reconciliation of projected adjusted EBITDA to projected net income, the most comparable financial measure calculated in accordance with GAAP, due to the inherent difficulty and impracticability of predicting certain amounts required by GAAP with a reasonable degree of accuracy. Net income includes the impact of depreciation expense, income tax expense, the revenue impact of changes in the projected fair value of derivative instruments prior to settlement, potential changes in estimates for certain contract liabilities and unbilled revenues and certain other items that impact comparability between periods and the tax effect of such items, which may be significant and difficult to project with a reasonable degree of accuracy. Therefore, a reconciliation of projected adjusted EBITDA to projected net income is not available without unreasonable effort.

ETRN is unable to project net cash provided by operating activities because this metric includes the impact of changes in operating assets and liabilities related to the timing of cash receipts and disbursements that may not relate to the period in which the operating activities occurred. ETRN is unable to project these timing differences with any reasonable degree of accuracy to a specific day, three or more months in advance. Therefore, ETRN is unable to provide projected net cash provided by operating activities, or the related reconciliation of each of projected free cash flow and projected retained free cash flow to projected net cash provided by operating activities without unreasonable effort. ETRN provides a range for the forecasts of net income attributable to ETRN, adjusted EBITDA, free cash flow and retained free cash flow to allow for the inherent difficulty of predicting certain amounts and the variability in the timing of cash spending and receipts and the impact on the related reconciling items, many of which interplay with each other.

Water EBITDA

As used in this news release, water EBITDA means the earnings before interest, taxes, depreciation and amortization of ETRN’s water services business. Water EBITDA is a non-GAAP supplemental financial measure that management and external users of ETRN’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies, use to assess the impact of ETRN’s water services business on ETRN’s operating performance and ETRN’s ability to incur and service debt and fund capital expenditures. Water EBITDA should not be considered as an alternative to ETRN’s net income, operating income or any other measure of financial performance presented in accordance with GAAP. Water EBITDA has important limitations as an analytical tool because the measure excludes some, but not all, items that affect net income and operating income. Additionally, because water EBITDA may be defined differently by other companies in ETRN’s industry, the definition of water EBITDA may not be comparable to similarly titled measures of other companies, thereby diminishing the utility of the measure.

ETRN has not provided a reconciliation of projected water EBITDA from projected water operating income, the most comparable measure calculated in accordance with GAAP. ETRN does not allocate certain costs, such as interest expenses, to individual assets within its business segments. Therefore, the reconciliation of projected water EBITDA from projected water operating income is not available without unreasonable effort.

About Equitrans Midstream Corporation:

Equitrans Midstream Corporation (ETRN) has a premier asset footprint in the Appalachian Basin and, as the parent company of EQM Midstream Partners, is one of the largest natural gas gatherers in the United States. Through its strategically located assets in the Marcellus and Utica regions, ETRN has an operational focus on gas transmission and storage systems, gas gathering systems, and water services that support natural gas development and production across the Basin. With a rich 135-year history in the energy industry, ETRN was launched as a standalone company in 2018 with the vision to be the premier midstream services provider in North America. ETRN is helping to meet America’s growing need for clean-burning energy, while also providing a rewarding workplace and enriching the communities where its employees live and work. For more information on Equitrans Midstream Corporation, visit www.equitransmidstream.com; and to learn more about our environmental, social, and governance practices, visit https://csr.equitransmidstream.com.

Cautionary Statements

This news release contains certain forward-looking statements within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended (the Exchange Act), and Section 27A of the United States Securities Act of 1933, as amended (the Securities Act), concerning ETRN and other matters. These statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs of the management of ETRN, as well as assumptions made by, and information currently available to, such management. Words such as “could,” “will,” “may,” “assume,” “forecast,” “position,” “predict,” “strategy,” “expect,” “intend,” “plan,” “estimate,” “anticipate,” “believe,” “project,” “budget,” “potential,” “target,” "expect," "intend" or “continue,” and similar expressions are used to identify forward-looking statements. These statements are subject to various risks and uncertainties, many of which are outside ETRN's control. Without limiting the generality of the foregoing, forward-looking statements contained in this communication specifically include expectations of plans, strategies, objectives and growth and anticipated financial and operational performance of ETRN and its affiliates, including guidance regarding net income attributable to ETRN, adjusted EBITDA, deferred revenue, free cash flow, retained free cash flow and water EBITDA; projected revenue (including from firm reservation fees) and volume; the cost, timing of regulatory approvals, and targeted in-service dates of current or in-service projects or assets, in each case as applicable; the impact of a dispute with EQT (or resolution thereof) regarding the Hammerhead gathering agreement and/or ownership of the Hammerhead pipeline on ETRN’s business and results of operations; expected cash flows and minimum volume commitments; projected capital contributions and capital and operating expenditures, including the amount and timing of reimbursable capital expenditures, capital budget and sources of funds for capital expenditures; dividend amounts, timing and rates; liquidity and financing requirements, including sources and availability; and expectations regarding production, gathered and water volumes in ETRN’s areas of operations. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from projected results.

Accordingly, investors should not place undue reliance on forward-looking statements as a prediction of actual results. ETRN has based these forward-looking statements on current expectations and assumptions about future events. While ETRN considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks and uncertainties, many of which are difficult to predict and beyond ETRN’s control. The risks and uncertainties that may affect the operations, performance and results of ETRN’s business and forward-looking statements include, but are not limited to, those set forth under Item 1A, "Risk Factors" in ETRN's Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission (the SEC), as updated by the risk factors disclosed under Part II, Item 1A, "Risk Factors," of ETRN’s Quarterly Report on Form 10-Q for the three months ended September 30, 2020 filed with the SEC. Any forward-looking statement speaks only as of the date on which such statement is made, and ETRN does not intend to correct or update any forward-looking statement, unless required by securities laws, whether as a result of new information, future events or otherwise. As forward-looking statements involve significant risks and uncertainties, caution should be exercised against placing undue reliance on such statements.


Contacts

Analyst inquiries:
Nate Tetlow – Vice President, Corporate Development and Investor Relations
412-553-5834
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Media inquiries:
Natalie Cox – Communications and Corporate Affairs
412-395-3941
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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.


Contacts

Biloxi Marsh Lands Corporation
Belle Bellard: 504-837-4337

TULSA, Okla.--(BUSINESS WIRE)--NGL Energy Partners LP (NYSE: NGL) announced today that the Board of Directors of its general partner declared a distribution for the quarter ending December 31, 2020 to be paid to the holders of the Partnership’s 9.00% Class B Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class B Preferred Units”) and the 9.625% Class C Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units (“Class C Preferred Units”) in accordance with the terms outlined in NGL’s partnership agreement. Each of the Class B Preferred Units quarterly distribution of $0.5625 per unit and the Class C Preferred Units quarterly distribution of $0.60156 per unit will be made on January 15, 2021 to holders of record on January 1, 2021.


About NGL Energy Partners LP

NGL Energy Partners LP, a Delaware limited partnership, is a diversified midstream energy company that transports, stores, markets and provides other logistics services for crude oil, natural gas liquids and other products and transports, treats and disposes of water generated as part of the oil and natural gas production process. For further information, visit the Partnership’s website at www.nglenergypartners.com.

This release is a qualified notice under Treasury Regulation Section 1.1446-4(b). Brokers and nominees should treat 100% of NGL Energy Partner LP’s distributions to foreign investors as being attributable to income that is effectively connected with a United States trade or business. Therefore, distributions to foreign investors are subject to federal income tax withholding at the highest applicable effective tax rate.


Contacts

NGL Energy Partners LP
Trey Karlovich, 918.481.1119
Executive Vice President and Chief Financial Officer
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or
Linda Bridges, 918.481.1119
Senior Vice President – Finance and Treasurer
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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.


Contacts

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.

Breakout year for energy personalization, utility resilience and digitalization underscored by Bidgely’s Utility Artificial Intelligence global adoption

MOUNTAIN VIEW, Calif.--(BUSINESS WIRE)--Bidgely continued to advance its mission of accelerating a clean energy future through artificial intelligence (AI) solutions in 2020, delivering personalized customer experiences as well as optimized operations to more than 30 global utilities and energy retailers. Southern California Gas (SoCalGas®), Duke Energy, TEPCO and others join the growing list of customers leveraging Bidgely’s UtilityAI™ Platform to transform their multidimensional datasets into actionable consumer energy profiles with 100+ attributes. These profiles enable energy providers to glean individual insights about their customers and support them in achieving their energy goals, ranging from becoming more energy efficient to adding solar PV to their homes or purchasing electric vehicles (EVs).



“2020 has accelerated digital and virtual ways of doing business, underscoring the importance of organizational resilience and the ability to pivot quickly to adapt to whatever the future may bring,” said Bidgely CEO Abhay Gupta. “We are passionate about enabling our utility customers to be future ready through the power of data and AI, and we were in lock step with them throughout the year to help them achieve their goals despite the challenges we all faced. Looking to 2021, we remain committed to being the go-to energy AI partner for creating a clean energy future, where new technologies like solar PV, EVs, battery storage and smart home devices are viewed as assets to the grid and consumers alike.”

New 2020 Customer Wins and Deployments

Bidgely added more than 11 new global customers like Ameren, Avista, Columbia Gas of Ohio (NiSource), Hydro One and many others to its existing customer base in 2020, which includes global energy providers Rocky Mountain Power, NV Energy, Duke Energy, Hydro Ottawa and VSE. The deployment of Bidgely’s solution for gas and dual fuel utilities by SoCalGas this year demonstrated significant improvements in energy savings and customer satisfaction for medium-consumption customers. For example, their first-of-its-kind digital-only home energy reports (HERs) program achieved over 286k therms savings and a 50 percent open rate for digital communications in less than four months.

Industry Recognition and Honors

Throughout 2020, Bidgely’s leadership in AI for the energy sector was recognized by industry leaders and analysts. In one Guidehouse Insights Report on Artificial Intelligence Solutions for Electric Vehicle Energy Management the Bidgely EV Solution was recognized for equipping utilities with personalized EV ownership insights to more accurately implement load shifting and grid management strategies. The Power of AI for Energy Management, Q2’20 and Market Data: Smart Home Data Analytics reports by Guidehouse Insights also distinguished AI-powered solutions like Bidgely’s as key to driving full-scale digital customer experience as well as effective engagement around smart home devices. Additionally in 2020, Bidgely CEO Abhay Gupta was honored by Utility Analytics Institute as a Top 25 Thought Leader in Utility Analytics, an exclusive list celebrating exemplary influencers in the space.

UtilityAI Platform - Solution Introductions for 2020

Powered by more than 17 unique patents for load disaggregation technology, Bidgely’s UtilityAI™ Platform solutions help utilities better manage their operations, customer interactions and grid loads. In 2020, Bidgely introduced a suite of new packaged solutions to its existing offerings around customer experience and engagement, Home Energy Reports, CARE call center and EVs, including:

  • Enterprise Analytics: helping utilities understand both customer needs and grid loads in new, data-driven ways, accelerated by a partnership with utility meter innovator Itron.
  • Virtual Energy Assessment Tool: driving increased online audit completion rates and program enrollment through home energy and remote field audits.
  • Small-medium Business and Commercial Solution: extending the personalization benefits realized by residential customers to new underserved customer segments.
  • Smart Shop marketplace experience: personalizing the energy e-commerce experience with exclusive manufacturer and utility rebates in one place.

To learn more about how Bidgely is partnering with utilities to drive innovation, visit www.bidgely.com/utilityai

About Bidgely

Bidgely is an AI-powered SaaS Company accelerating a clean energy future by enabling energy companies and consumers to make data-driven energy-related decisions. Powered by our unique patented technology, Bidgely's UtilityAI™ Platform transforms multiple dimensions of customer data - such as energy consumption, demographic, and interactions - into deeply accurate and actionable consumer energy insights. We leverage these insights to empower each customer with personalized recommendations, tailored to their individual personality and lifestyle, usage attributes, behavioral patterns, purchase propensity, and beyond. From a Distributed Energy Resources (DER) and Grid Edge perspective, whether it is smart thermostats to EV chargers, solar PVs to TOU rate designs and tariffs; UtilityAI™ energy analytics provides deep visibility into generation, consumption for better peak load shaping and grid planning, and delivers targeted recommendations for new value-added products and services. With roots in Silicon Valley, Bidgely has over 17 energy patents, $50M+ in funding, retains 30+ data scientists, and brings a passion for AI to utilities serving residential and commercial customers around the world. For more information, please visit www.bidgely.com or the Bidgely blog at bidgely.com/blog.


Contacts

Christine Bennett
Bidgely
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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.


Contacts

Investor Contact:
Dan Meziere, (972) 855-3729

Media Contact:
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Twin Rivers Unified School District Receives 10 Additional LionC All-Electric School Buses

SACRAMENTO, Calif.--(BUSINESS WIRE)--Northern Genesis Acquisition Corp. (NYSE: NGA) announces that its proposed business combination partner, The Lion Electric Company (Lion), has delivered 10 all-electric LionC school buses to the Twin Rivers Unified School District (“Twin Rivers”) in Sacramento, California. With these new buses, Twin Rivers is now operating the largest zero-emission school bus fleet in North America, with 40 all-electric school buses in its fleet. Lion is an innovative manufacturer of purpose-built all-electric medium and heavy-duty urban vehicles and will join the public capital markets through its proposed merger with NGA


“Twin Rivers is the recognized leader in zero-emission school buses, and the numbers speak for themselves — this delivery represents a deeply impressive accomplishment for the school district and zero-emission transportation as a whole, and demonstrates Twin Rivers’ dedication to the health of the local community,” said Marc Bedard, CEO and Founder of Lion. “This milestone delivery serves as an example that electrification of school transportation is not coming tomorrow, it is here now, meeting and exceeding the needs of operators.”

The purchase of 10 LionC all-electric buses have been made possible by California Climate Investments, a statewide initiative that puts billions of cap-and-trade dollars to work reducing greenhouse gas emissions, strengthening the economy and improving public health and the environment — particularly in disadvantaged communities. The electric buses were funded in large part by the aforementioned cap-and-trade dollars, with additional funding from the Sacramento Metropolitan Air Quality Management District, the Sacramento Municipal Utility District and California’s Carl Moyer Memorial Air Quality Standards Attainment Program. The all-electric buses each have a range of 125 miles and will eliminate on average 230 tons of greenhouse gas emissions per year. The Sac Metro Air District, California Air Resources Board and the Twin Rivers School District have collaborated on funding 63 zero-emission school buses in the region to date, with an additional 90 pending delivery in 2021. To support these buses, over $4.5 million has been funded to support the charging infrastructure.

“The Sac Metro Air District is pleased to partner with Lion and Twin Rivers School District. Together, we are at the cutting edge of school bus electrification, bringing zero emission technology to protect our children, but also showing that electric vehicles are real, tangible alternatives to toxic diesel combustion engines,” said Alberto Ayala, Sac Metro Air District’s Air Pollution Control Officer. “This is no longer a pilot demonstration. With support from our partners and Twin Rivers School District’s vision, the Sacramento region can lead the way in the fight for clean air and the transition to a zero-carbon transportation future today.”

“Thanks to California Climate Investments and other incentives, as well as manufacturers such as Lion Electric, schoolkids here in Sacramento – and across California – are riding in the cleanest-running school buses on the market,” CARB Deputy Executive Officer Steve Cliff said. “These investments mean cleaner air for our kids, and for communities that need it most.”

Twin Rivers is a pioneer in zero-emission school buses and it has been among the first fleets in the United States to put all-electric buses into service in 2016 when it received its first buses from Lion. Lion has worked closely with the district to train staff in vehicle operation and maintenance, both on-site at its transit yard and at Lion’s nearby Sacramento Experience Center where the vehicles are also serviced. The district has since consistently added more electric buses to its fleet and was among the school districts to receive electric buses from the California Energy Commission's first School Bus Replacement Program.

“We started down the road of electrification four years ago, and the reception has been unanimously positive. Everyone from the drivers and maintenance staff, to the community, and most importantly students, have welcomed the possibilities of zero-emission buses and the health benefits that come with their adoption,” said Twin Rivers Unified School District Director of Transportation, Timothy Shannon.

All of Lion’s vehicles are purpose-built for electric propulsion from the ground up, and are manufactured at Lion’s North American facility, which has a current capacity to produce 2,500 electric vehicles per year. Over the last decade, Lion has established itself as a leader in the all-electric school bus industry, having delivered over 300 all-electric school buses in North America with over 6 million miles driven since 2016. Lion’s vehicles are distributed and serviced through the company’s network of Experience Centers, including two locations in California along with facilities in New York, Washington, Florida and Arizona.

About Lion Electric

Lion Electric is an innovative manufacturer of zero-emission vehicles. The company creates, designs and manufactures all-electric class 5 to class 8 commercial urban trucks and all-electric buses and minibuses for the school, paratransit and mass transit segments. Lion is a North American leader in electric transportation and designs, builds and assembles all its vehicle components, including chassis, battery packs, truck cabins and bus bodies.

Always actively seeking new and reliable technologies, Lion vehicles have unique features that are specifically adapted to its users and their everyday needs. Lion believes that transitioning to all-electric vehicles will lead to major improvements in our society, environment and overall quality of life.

About Northern Genesis Acquisition Corp.

Northern Genesis Acquisition Corp. (NYSE: NGA) is a special purpose acquisition company formed for the purpose of effecting a merger, stock exchange, acquisition, reorganization or similar business combination with one or more businesses. The Northern Genesis management team brings a unique entrepreneurial owner-operator mindset and a proven history of creating shareholder value across the sustainable power and energy value chain. Northern Genesis is committed to helping the next great public company find its path to success; a path which will most certainly recognize the growing sensitivity of customers, employees and investors to alignment with the principles underlying sustainability.

Transaction with Northern Genesis Acquisition Corp.

On November 30, 2020, Lion announced that it had entered into a business combination agreement and plan of reorganization pursuant to which, subject to the satisfaction of customary closing conditions, a wholly-owned subsidiary of Lion will merge with Northern Genesis Acquisition Corp. (NYSE: NGA), a publicly traded special purpose acquisition company focused on a commitment to sustainability and strong alignment with environmental, social and governance principles. Upon completion of the transaction, holders of NGA shares will receive Lion shares on a one-for-one basis and Lion is expected to be listed on the New York Stock Exchange (NYSE) under the new ticker symbol “LEV”.

Important Information and Where to Find It

In connection with the proposed business combination, Lion Electric intends to file a registration statement on Form F-4 (the “Registration Statement”) with the SEC, which will include a proxy statement of Northern Genesis in connection with Northern Genesis’ solicitation of proxies for the vote by its stockholders with respect to the transaction and other matters as described in the Registration Statement, as well as the prospectus relating to the registration of the securities to be issued by Lion Electric to Northern Genesis’ stockholders in connection with the transaction. After the Registration Statement has been filed and declared effective, Northern Genesis will mail a definitive proxy statement, when available, to its stockholders. Investors and security holders of Northern Genesis and other interested parties are urged to read, when available, the Registration Statement, any amendments thereto and other any other documents filed with the SEC, including the preliminary proxy statement/prospectus and amendments thereto and the definitive proxy statement/prospectus (the “Joint Proxy Statement/Prospectus”), because they will contain important information about Lion Electric, Northern Genesis and the proposed business combination. Investors and security holders of Northern Genesis may obtain free copies of the Joint Proxy Statement/Prospectus (when available) and other documents filed with the SEC by Northern Genesis and Lion Electric through the website maintained by the SEC at http://www.sec.gov or by directing a request to: Northern Genesis Acquisition Corp., 4801 Main Street, Suite 1000, Kansas City, MO 64112 or (816) 983-8000. The information contained on, or that may be accessed through, the websites referenced in this press release is not incorporated by reference into, and is not a part of, this press release.

Participants in the Solicitation

Northern Genesis and its directors and executive officers and other persons may be deemed to be participants in the solicitations of proxies from Northern Genesis’ stockholders in respect of the proposed business combination. Lion Electric and its officers and directors may also be deemed participants in such solicitation. Information regarding Northern Genesis’ directors and executive officers is available under the heading “Management” in its final prospectus dated August 17, 2020 filed with the SEC on August 18, 2020 (the “Company IPO Prospectus”). Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, which may, in some cases, be different than those of their stockholders generally, will be contained in the Joint Proxy Statement/Prospectus and other relevant materials to be filed with the SEC in connection with the proposed business combination when they become available. Stockholders, potential investors and other interested persons should read the Joint Proxy Statement/Prospectus carefully when it becomes available before making any voting or investment decisions. When available, these documents can be obtained free of charge from the sources indicated above.

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities or constitute a solicitation of any vote or approval. No offer of securities, other than with respect to the PIPE, shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act.

Forward-Looking Statements

All statements other than statements of historical facts contained in this press release constitute “forward-looking statements” (which shall include forward-looking information within the meaning of Canadian securities laws) within the meaning of Section 27A of the Securities Act. Forward-looking statements may generally be identified by the use of words such as “believe,” “may,” “will,” “continue,” “anticipate,” “intend,” “expect,” “should,” “would,” “could,” “plan,” “project,” “potential,” “seem,” “seek,” “future,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, although not all forward-looking statements contain such identifying words. These forward-looking statements include, but are not limited to, statements regarding the transaction, including with respect to timing and closing thereof, the ability to consummate the transaction, the benefits of the transaction, the ability to satisfy the Cash Condition, the completion of the PIPE, estimates and forecasts of financial and other performance metrics, visibility on potential orders and business relationships, sufficiency and use of funds following completion of the proposed transaction, as well as the combined company’s strategy, future operations, estimated financial position, estimated revenues and losses, projected costs, prospects, plans and objectives of management. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of Lion Electric’s and Northern Genesis’ management and are not predictions of actual performance. These forward-looking statements are provided for the purpose of assisting readers in understanding certain key elements of the Lion Electric’s current objectives, goals, targets, strategic priorities, expectations and plans, and in obtaining a better understanding of the Lion Electric’s business and anticipated operating environment. Readers are cautioned that such information may not be appropriate for other purposes and is not intended to serve as, and must not be relied on by any investor as a guarantee, an assurance, a prediction or a definitive statement of fact or probability.

Forward-looking statements involve inherent risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Lion Electric and Northern Genesis, and are based on a number of assumptions, as well as other factors that Lion Electric and Northern Genesis believe are appropriate and reasonable in the circumstances, but there can be no assurance that such estimates and assumptions will prove to be correct or that the Lion Electric’s vision, business, objectives, plans and strategies will be achieved. Many risks and uncertainties could cause Lion Electric’s actual results, performance or achievements or future events or developments to differ materially from those expressed or implied by the forward-looking statements, including any adverse changes in the U.S. and Canadian general economic, business, market, financial, political and legal conditions; Lion Electric’s inability to successfully and economically manufacture and distribute its vehicles at scale and meet its customers’ business needs; Lion Electric’s inability to execute its growth strategy; Lion Electric’s inability to maintain its competitive position; Lion Electric’s inability to reduce its costs of supply overtime; any inability to maintain and enhance Lion Electric’s reputation and brand; any significant product repair and/or replacement due to product warranty claims or product recalls; any failure of information technology systems or any cybersecurity and data privacy breaches or incidents; natural disasters, epidemic or pandemic outbreaks, boycotts and geo-political events; the risk that a condition to closing of the transaction (including the obtention of Northern Genesis’ stockholders approval) may not be satisfied; the failure to realize the anticipated benefits of the proposed transaction; the amount of redemption requests made by Northern Genesis’ public stockholders; the risk that the proposed transaction disrupts Lion Electric’s or Northern Genesis’ current plans and operations as a result of the announcement of the transaction; the outcome of any legal proceedings that may be instituted against Lion Electric or Northern Genesis following announcement of the transaction; the inability of the parties to successfully or timely consummate the proposed transaction; and those factors discussed in Northern Genesis’ IPO Prospectus, and any subsequently filed Quarterly Report on Form 10-Q, in each case, under the heading “Risk Factors,” and other documents of Northern Genesis filed, or to be filed, with the SEC, as well as any documents to be filed by Lion Electric in accordance with applicable securities laws. These factors are not intended to represent a complete list of the factors that could affect Lion Electric, and there may be additional risks that neither Northern Genesis nor Lion Electric presently know or that Northern Genesis and Lion Electric currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Northern Genesis’ and Lion Electric’s expectations, plans or forecasts of future events and views as of the date of this press release. The Company and Lion Electric anticipate that subsequent events and developments will cause Northern Genesis’ and Lion Electric’s assessments to change. However, while Northern Genesis and Lion Electric may elect to update these forward-looking statements at some point in the future, Northern Genesis and Lion Electric have no intention and undertake no obligation to do so except as required by applicable law. These forward-looking statements should not be relied upon as representing Northern Genesis’ and Lion Electric’s assessments as of any date subsequent to the date of this press release.


Contacts

Lion Contacts:
Patrick Gervais
Lion Electric
Vice President of Marketing and Communications
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514-992-1060
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Northern Genesis Contact:
Avi Das
Investor Relations
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816-514-0324

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
Series of Old
Notes

Issuer

CUSIP No.

Aggregate Principal
Amount Tendered in
the Exchange Offers as
of the Early
Participation Date

Aggregate Principal
Amount of Consents
Received as of the Early
Participation Date

Percentage of Total
Outstanding Principal
Amount of such Series of
Old Notes with Respect
to Which Consents Were
Received

$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.


Contacts

Sean Comey, +1-925-842-5509

HOUSTON--(BUSINESS WIRE)--Genesis Energy, L.P. (NYSE: GEL) today announced that its previously announced cash tender offer to purchase any and all of the outstanding aggregate principal amount of the 6.000% senior unsecured notes due 2023 that we co-issued with our subsidiary, Genesis Energy Finance Corporation (the “Notes”) expired at 5:00 p.m., New York City time, on December 16, 2020 (the “Expiration Time”). As of the Expiration Time, $308,783,000 aggregate principal amount of the outstanding Notes (79.25%) were validly tendered, which excludes $557,000 aggregate principal amount of the outstanding Notes that remain subject to guaranteed delivery procedures. The settlement date for the Notes is expected to be December 17, 2020.


Pursuant to the terms of the tender offer, Notes not tendered in the tender offer will remain outstanding. We intend to call such outstanding Notes for redemption in accordance with the terms and conditions of the indenture governing the Notes.

Persons with questions regarding the tender offer should contact the dealer manager, RBC Capital Markets, LLC by telephone at telephone at (877) 371-2099 (toll-free) or (212) 618-7843, or the information agent and tender agent, D. F. King & Co., Inc., by telephone at (877) 283-0325 (toll-free) or, for banks and brokers, at (212) 269-5550 (Banks and Brokers Only) or in writing at D. F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York 10005, Attention: Andrew Beck, or by email at This email address is being protected from spambots. You need JavaScript enabled to view it..

Genesis Energy, L.P. is a diversified midstream energy master limited partnership headquartered in Houston, Texas. Genesis’ operations include offshore pipeline transportation, sodium minerals and sulfur services, marine transportation and onshore facilities and transportation. Genesis’ operations are primarily located in the Gulf Coast region of the United States, Wyoming and the Gulf of Mexico.

This press release includes forward-looking statements as defined under federal law. Although we believe that our expectations are based upon reasonable assumptions, no assurance can be given that our goals will be achieved, including statements related to the tender offer and redemption. Actual results may vary materially. We undertake no obligation to publicly update or revise any forward-looking statement.


Contacts

Genesis Energy, L.P.
Ryan Sims
SVP – Finance and Corporate Development
(713) 860-2521

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.


Contacts

Toyoda Gosei Co., Ltd.
Takatomo Abe
This email address is being protected from spambots. You need JavaScript enabled to view it.

DUBLIN--(BUSINESS WIRE)--The "Boat Rental - Global Market Outlook (2019-2027)" report has been added to ResearchAndMarkets.com's offering.


Global Boat Rental market accounted for $19.36 billion in 2019 and is expected to reach $30.86 billion by 2027 growing at a CAGR of 6.0% during the forecast period.

Growing investments to encourage nautical tourism across several countries is the major factor propelling the growth of the market. However, high taxation on boat rental services across various regions is hampering the growth of the market.

Boat rental presents an easy and convenient way to own a boat without really owning it. In the current market scenario, where everything can be rented, from bicycle to home, car to workplace sharing, renting a boat is a much-needed service, as most of the boats are parked in the harbor for more than half of their service life.

Based on the boat class, the luxury segment is anticipated to hold considerable market share during the forecast period due to the increase in the spending capacity of people and surge in the first choice for arranging family events and vacations on luxury yachts. The growing popularity of boating vacations on exotic destinations is likely to be a key factor that drives the market. By geography, Europe is anticipated to grow at a significant rate during the forecast period due to the high preference for nautical tourism in this region. The enormous scenic coastline and developed infrastructure have played a vital role in pouring the boat rental market.

Some of the key players profiled in the Boat Rental Market include BLUE BAY MARINE, Blue Boat Yacht Entertainment Company, Boatjump, S.L., Boatsetter, GETMYBOAT INC., GLOBE SAILOR, Incrediblue, Le Boat, Nautal, Odyssey Boats, Sailo Inc., THE MOORINGS, West Coast Marine, Yachtico Inc., and Zizooboats GmbH.

What the report offers:

  • Market share assessments for the regional and country-level segments
  • Strategic recommendations for the new entrants
  • Covers Market data for the years 2018, 2019 2020, 2024, and 2027
  • Market Trends (Drivers, Constraints, Opportunities, Threats, Challenges, Investment Opportunities, and recommendations)
  • Strategic recommendations in key business segments based on the market estimations
  • Competitive landscaping mapping the key common trends Company Profiling with detailed strategies, financials, and recent developments
  • Supply chain trends mapping the latest technological advancements

Key Topics Covered:

1 Executive Summary

2 Preface

2.1 Abstract

2.2 Stake Holders

2.3 Research Scope

2.4 Research Methodology

2.5 Research Sources

3 Market Trend Analysis

3.1 Introduction

3.2 Drivers

3.3 Restraints

3.4 Opportunities

3.5 Threats

3.6 Product Analysis

3.7 Application Analysis

3.8 Emerging Markets

3.9 Impact of Covid-19

4 Porters Five Force Analysis

4.1 Bargaining power of suppliers

4.2 Bargaining power of buyers

4.3 Threat of substitutes

4.4 Threat of new entrants

4.5 Competitive rivalry

5 Global Boat Rental Market, By Power Source

5.1 Introduction

5.2 Electric

5.3 IC Engine

6 Global Boat Rental Market, By Boat Type

6.1 Introduction

6.2 Catamaran

6.3 Motorboat

6.4 Sailing Boat

6.5 Yachts

6.6 Fuel-powered Boats

7 Global Boat Rental Market, By Business Model

7.1 Introduction

7.2 Business to Consumer (B2C)

7.3 Charter

7.4 Day Cruise

7.5 Event/ B2B

7.6 Luxury Charter

7.7 Luxury Day Cruise

7.8 Peer to Peer (P2P)

7.9 Tour

8 Global Boat Rental Market, By Product Type

8.1 Introduction

8.2 Speedboat

8.3 Cruise Ship

9 Global Boat Rental Market, By Activity Type

9.1 Introduction

9.2 Sailing

9.3 Fishing

10 Global Boat Rental Market, By Boat Class

10.1 Introduction

10.2 Luxury

10.3 Sports

11 Global Boat Rental Market, By Length

11.1 Introduction

11.2 Up to 28 Feet

11.3 28 to 45 Feet

11.4 More Than 45 Feet

12 Global Boat Rental Market, By Application

12.1 Introduction

12.2 Business Group

12.3 Personal

13 Global Boat Rental Market, By Geography

14 Key Developments

14.1 Agreements, Partnerships, Collaborations and Joint Ventures

14.2 Acquisitions & Mergers

14.3 New Product Launch

14.4 Expansions

14.5 Other Key Strategies

15 Company Profiling

15.1 BLUE BAY MARINE

15.2 Blue Boat Yacht Entertainment Company

15.3 Boatjump, S.L.

15.4 Boatsetter

15.5 GETMYBOAT INC.

15.6 GLOBE SAILOR

15.7 Incrediblue

15.8 Le Boat

15.9 Nautal

15.10 Odyssey Boats

15.11 Sailo Inc.

15.12 THE MOORINGS

15.13 West Coast Marine

15.14 Yachtico Inc.

15.15 Zizooboats GmbH

For more information about this report visit https://www.researchandmarkets.com/r/v2d8zd


Contacts

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.


Contacts

Kraken Resources LLC
Bruce Larsen
713-360-7705
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HOUSTON--(BUSINESS WIRE)--Enterprise Products Partners L.P. (NYSE:EPD) today announced that the first vessel powered by liquefied petroleum gas (“LPG”) has been loaded at the Enterprise Hydrocarbon Terminal on the Houston Ship Channel. The Very Large Gas Carrier (“VLGC”) BW Gemini, which had been retrofitted for dual fuel capabilities, was loaded with a record 590,000 barrels of LPG, including cargo and fuel.



“Enterprise is proud to be part of this milestone achievement which benefits both the supply and demand sides of the LPG value chain, provides environmental benefits and improves the lives of people around the world,” said A.J. “Jim” Teague, co-chief executive officer of Enterprise’s general partner. “LPG-powered vessels provide another source for growing U.S. shale production and offer enhanced efficiencies and economics for ship owners and their customers by allowing VLGCs to refuel at the loading dock instead of making an additional stop at a bunkering facility. Enterprise is already the largest exporter of propane in the world, and is helping to raise the standard of living and improve the health and quality of life for developing nations around the globe.”

By providing the option for vessels to refuel with LPG, Enterprise is also helping shipping companies reduce their emissions in accordance with the new International Maritime Organization standards (IMO 2020).

Enterprise Products Partners L.P. is one of the largest publicly traded partnerships and a leading North American provider of midstream energy services to producers and consumers of natural gas, NGLs, crude oil, refined products and petrochemicals. Our services include: natural gas gathering, treating, processing, transportation and storage; NGL transportation, fractionation, storage and export and import terminals; crude oil gathering, transportation, storage and export and import terminals; petrochemical and refined products transportation, storage, export and import terminals and related services; and a marine transportation business that operates primarily on the United States inland and Intracoastal Waterway systems. The partnership’s assets include approximately 50,000 miles of pipelines; 260 million barrels of storage capacity for NGLs, crude oil, refined products and petrochemicals; and 14 Bcf of natural gas storage capacity. Please visit www.enterpriseproducts.com for more information.

This press release includes “forward-looking statements” as defined by the Securities and Exchange Commission. All statements, other than statements of historical fact, included herein that address activities, events, developments or transactions that Enterprise and its general partner expect, believe or anticipate will or may occur in the future are forward-looking statements. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from expectations, including required approvals by regulatory agencies, the possibility that the anticipated benefits from such activities, events, developments or transactions cannot be fully realized, the possibility that costs or difficulties related thereto will be greater than expected, the impact of competition, and other risk factors included in Enterprises reports filed with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. Except as required by law, Enterprise does not intend to update or revise its forward-looking statements, whether as a result of new information, future events or otherwise.


Contacts

Randy Burkhalter, Investor Relations, (713) 381-6812 or (866) 230-0745
Rick Rainey, Media Relations (713) 381-3635

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:

  • Average Production of 8,780 (1) Boepd (66% oil) for the third quarter of 2020
  • LTM Adjusted EBITDAX (2) of $81.3 million as of 9/30/20
  • Large PDP base with estimated PV-10 (3) as of 12/1/20 of approximately $173 million from 16.3 MMBoe of reserves (4)
  • Approximately 4,900 core net acres (100% HBP, 93% operated) in Midland and Ector counties
    • Inventory of 70 high-quality undeveloped horizontal locations with an average IRR of 45% at strip pricing as of 11/30/20
    • Inventory targeting the Middle Spraberry, Lower Spraberry and Wolfcamp A zones
    • Additional potential locations in the Jo Mill, Wolfcamp B and Wolfcamp D zones
  • Additional 38,500 net acres (100% HBP, 100% operated) in the eastern Midland Basin

Pro forma impact on Earthstone includes:

  • 52% increase to pro forma 3Q20 production from ~17,000 Boepd to ~25,700 Boepd
  • 50% increase to pro forma LTM Adjusted EBITDAX as of 9/30/20 from $164 million to $246 million
  • Pro forma net debt to LTM Adjusted EBITDAX of 1.1x at 9/30/20
  • Borrowing base increase of 50%, from $240 million to $360 million, under the Company’s senior secured revolving credit facility (“Credit Facility”) upon closing
  • Existing Earthstone shareholders retain 83.7% of common equity
  • Expected to be accretive on all key financial metrics
  • Targeted 25% reduction in go forward Cash G&A(5) per unit costs

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.

 


Contacts

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
This email address is being protected from spambots. You need JavaScript enabled to view it.

Terminal implements cloud-based solution to optimize N4 TOS

OAKLAND, Calif.--(BUSINESS WIRE)--Navis, a part of Cargotec Corporation, and the provider of operational technologies and services that unlock greater performance and efficiency for leading organizations throughout the global shipping industry, announced today that Kloosterboer Vlissingen has gone live with Navis 360 Managed Services in the cloud to aid in its automation and modernization goals and to enhance the terminal’s performance on N4.


Located in The Netherlands, Kloosterboer Vlissingen is a leading handler of reefer containers in the region and currently operates at 250,000 TEU, annually. With strategic plans for growth, Kloosterboer Vlissingen needed a solution that could handle its business as they scaled, increase automation offerings at the terminal and optimize operations to remain competitive in the industry, which led them to selecting Navis N4 for its TOS. Along with N4, the terminal opted to enhance its terminal operations with Navis 360 Managed Services to ensure its N4 infrastructure is managed and functioning to its full potential, allowing the team to focus on daily operations at the terminal. The terminal deployed several 360 Managed Services solutions - including Monitoring and Diagnostics, Upgrade Testing Services, Application Management Services and Database Services - to make the most out of their TOS investment.

“Working with the Navis team, we were able to seamlessly deploy Navis 360 Managed Services in the cloud to boost the capabilities of the N4 TOS being used on site,” said Dennis Lobel, Project Manager IT at Kloosterboer Vlissingen. “We are looking forward to getting the most out of our TOS with 360 Managed Services and having our system run at its peak performance to help our team maximize ROI.”

“We have also subscribed to Managed N4 Upgrade Services to help us run our business better on N4 TOS,” said Roy de Witte, Project Engineer at Kloosterboer. “The added service gives us peace of mind that our key business processes will be automatically tested and validated before receiving an N4 upgrade, which will help us run our operations at an optimal level.”

“Navis 360 Managed Services helps our customers keep up with the technical demand of the TOS and provides value by finding strategic ways terminals can improve performance to meet their business goals,” said Jacques Marchetti, General Manager of EMEA at Navis. “We are proud to offer a solution to help our customers get the most out of their N4 TOS so they can focus on the meaningful work servicing their customers and are thrilled to partner with Kloosterboer Vlissingen to help the terminal unlock its full operating potential.”

For more information visit www.navis.com and to learn more about Navis 360 Managed Services, visit https://www.navis.com/en/services-support/n4-services/360-managed-services/.

About Navis, LLC

Navis, a part of Cargotec Corporation, is a provider of operational technologies and services that unlock greater performance and efficiency for the world’s leading organizations across the cargo supply chain. Navis combines industry best practices with innovative technology and world-class services, to enable our customers, regardless of cargo type, to maximize performance and reduce risk. Through its holistic approach to operational optimization, Navis customers benefit from improved visibility, velocity and measurable business results. Whether tracking cargo through a terminal, improving vessel safety and cargo capacity, optimizing rail network planning and asset utilization, automating equipment operations, or managing multiple terminals through an integrated, centralized solution, Navis helps all customers streamline operations. www.navis.com

About Cargotec Corporation

Cargotec (Nasdaq Helsinki: CGCBV) enables smarter cargo flow for a better everyday with its leading cargo handling solutions and services. Cargotec's business areas Kalmar, Hiab and MacGregor are pioneers in their fields. Through their unique position in ports, at sea and on roads, they optimize global cargo flows and create sustainable customer value. Cargotec's sales in 2019 totaled approximately EUR 3.7 billion and it employs around 12,000 people. www.cargotec.com


Contacts

Jennifer Grinold
Navis, LLC
T+1 510 267 5002
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Geena Pickering
Affect
T+1 212 398 9680
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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.

Get detailed insights on the COVID-19 pandemic crisis and recovery analysis of the Propane market. Download free report sample

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.

Information on Latest Trends and Supply Chain Market Information Knowledge center on COVID-19 impact assessment

The reports help buyers understand:

  • Global and regional spend potential for Propane for the period of 2020-2024
  • Risk management and sustainability strategies
  • Incumbent supplier evaluation metrics
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This Propane Market procurement research report offers coverage of:

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  • Supply chain margins and pricing models

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This market intelligence report identifies the major costs incurred by suppliers and provides additional information on:

  • Competitiveness index for suppliers
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Notes:

  • The Propane market will register an incremental spend of about USD 22 billion during the forecast period.
  • The Propane market is segmented by Geographic Landscape (North America, APAC, Europe, South America, and MEA).
  • The market is concentrated due to the presence of a few established vendors holding significant market share.
  • The research report offers information on several market vendors, including Exxon Mobil Corp., BP Plc, TOTAL SA, Royal Dutch Shell Plc, Chevron Corp., China National Petroleum Corp.

Get access to regular sourcing and procurement insights to our digital procurement platform- Contact Us.

Table of Content

  • Executive Summary
  • Market Insights
  • Category Pricing Insights
  • Cost-saving Opportunities
  • Best Practices
  • Category Ecosystem
  • Category Management Strategy
  • Category Management Enablers
  • Suppliers Selection
  • Suppliers under Coverage
  • US Market Insights
  • Category scope
  • Appendix

About SpendEdge:

SpendEdge shares your passion for driving sourcing and procurement excellence. We are the preferred procurement market intelligence partner for 120+ Fortune 500 firms and other leading companies across numerous industries. Our strength lies in delivering robust, real-time procurement market intelligence reports and solutions. To know more https://www.spendedge.com/request-for-demo


Contacts

SpendEdge
Anirban Choudhury
Marketing Manager
US: +1 630 984 7340
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https://www.spendedge.com/contact-us

EPC introduces the 40 V, 3 milliohm EPC2055 eGaN® FET, offering designers a device that is smaller, more efficient, and more reliable than currently available devices for high performance, space-constrained applications


EL SEGUNDO, Calif.--(BUSINESS WIRE)--#DCDC--Efficient Power Conversion Corporation, the world’s leader in enhancement-mode gallium nitride on silicon (eGaN) power FETs and ICs, advances the performance capability of low voltage, off-the-shelf gallium nitride transistors with the introduction of the EPC2055 (3 mΩ, 40 V) eGaN FET.

This device is ideal for applications with demanding requirements for performance in space-constrained form factors including USB-C battery chargers and ultra-thin point-of-load (POL) converters. Other low-voltage applications benefiting from the fast-switching speeds and ultra-high efficiency of the EPC2055 include LED lighting, 12 V – 24 V input motor drivers, and lidar systems for robotics, drones, and autonomous cars.

According to Alex Lidow, EPC’s co-founder and CEO, “The EPC2055 is a very good example of the rapid evolution of GaN FET technology. This 40 volt device offers both smaller size and reduced parasitics compared with previous-generation 40 V GaN FETs and at lower cost, thus, offering designers both improved performance and cost savings.”

Development Board

The EPC90132 development board is a 40 V maximum device voltage, 25 A maximum output current, half bridge with onboard gate drives, featuring the EPC2055 eGaN FETs. This 2” x 2” (50.8 mm x 50.8 mm) board is designed for optimal switching performance and contains all critical components for easy evaluation of the EPC2055. Both the EPC2055 and EPC90132 are available to order from Digi-Key at http://www.digikey.com/Suppliers/us/Efficient-Power-Conversion.page?lang=en.

About EPC

EPC is the leader in enhancement-mode gallium nitride-based power management devices. EPC was the first to introduce enhancement-mode gallium-nitride-on-silicon (eGaN) FETs as power MOSFET replacements in applications such as DC-DC converters, wireless power transfer, envelope tracking, RF transmission, power inverters, remote sensing technology (lidar), and class-D audio amplifiers with device performance many times greater than the best silicon power MOSFETs. EPC also has a growing portfolio of eGaN-based integrated circuits that provide even greater space, energy, and cost efficiency.

Visit our web site: www.epc-co.com.

eGaN is a registered trademark of Efficient Power Conversion Corporation, Inc.


Contacts

Rene Yawger
tel: 908.475.5702
email: This email address is being protected from spambots. You need JavaScript enabled to view it.

 

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


Contacts

Media contact:
Aysenur Yükselal Aji
This email address is being protected from spambots. You need JavaScript enabled to view it.

OnePredict Introduces GuardiOne® Bearing, Turbine, Wind, Transformer, Robot for Various Industries



SEOUL, South Korea--(BUSINESS WIRE)--OnePredict, a leader in Industrial AI (Artificial Intelligence) technology, has successfully won bids to provide its solutions to major energy companies. OnePredict provides cutting edge industrial AI solutions to various industries including utilities, oil & gas, manufacturing and transportation.

A single accident with industrial equipment, such as power transformers and turbines, can cause the loss of tens of millions of dollars and human fatalities. For this reason, industrial companies are making significant efforts, including periodic monitoring to diagnose equipment status in advance, as well as introducing the latest technology to predict failures. The accelerating construction of the “Digital Twin”, which has recently emerged, also demonstrates the efforts of these companies.

“Digital Twin,” the main technology of OnePredict, is a technology that predicts the results in advance by creating twins of real world objects on a computer and simulating situations that may occur in the real world with a computer. This technology is recognized for its advanced technology and demand from the industrial facilities.

OnePredict received a series B investment of $13.5 USD (15 Billion Korean Won) in March 2020. Since then, OnePredict has been dedicated to developing its technology and business to secure market competitiveness by verifying the value of products through a variety of successful POCs (Proof of Concepts). Since receiving the investment, OnePredict has been recruiting new staff with a target to double the employees to 60, including top AI developers and Data Scientists to strengthen its technology. Over 70% of the staffs is focused on the development of technology and the product enhancement.

OnePredict's “Digital Twin” solution, part of the GuardiOne® Series, provides an analysis solution that innovatively improves the fundamental limitations of conventional diagnosis and prognosis method by integrating AI technology. In addition, it minimizes human error by providing indicators of quantitative condition analysis for main failure modes of facilities through deep learning technology. Moreover, with providing screen configuration and functions tailored to the user's convenience, it is possible to easily check the equipment status without requiring an expert to manage the system.

The POC is a main key factor to strengthen the market leadership of GuardiOne®. The accuracy of GuardiOne®'s diagnosis and prediction is ensured to customers through the POCs. Through this process, OnePredict’s solutions are optimized until the final implementation at the customer site. Currently, numerous POCs are in progress and are expected to expand industrial fields and increase future revenue.

OnePredict has recently signed a contract to provide its industrial AI solution, ‘GuardiOne® Transformer’ for eight 345 kilovolt (kv) electric transformers to KOWEPO Thermal Power Plant. The launching of the advanced AI-based Transformer Diagnosis and Prediction technology project with KEPCO in October 2020 and the introduction of the GuardiOne® solution to about 500 electric transformers owned by oil and gas conglomerate S-Oil are also tremendous achievements for OnePredict.

OnePredict is focused on enhancing its products through domain experience and knowledge. While expanding its customer base in substation facilities and turbines, OnePredict is also preparing to commercialize its solutions to major smart factory equipment such as robots and motors. In addition, it is spurring the recruitment of top developers and sales personnel in order to expand into global markets such as North America and Southeast Asia based on excellent success cases of the Korean market.

About OnePredict

Founded in 2016, OnePredict provides a cutting-edge solution of predictive analytics software for industrial applications. Its flagship product GuardiOne® offers a complete set of end-to-end solutions that detect, diagnose, and predict remaining lifespan and equipment failures in advance. It achieves a much higher accuracy as compared with the conventional rule-based method using raw data. Combined with depth of domain knowledge and a rich set of available data, the company has successfully delivered some of the challenging projects that extend across customers in energy, power distribution, oil and gas, manufacturing, marine, and automotive industries. Some of its marquee customers include KEPCO, Korea’s largest power company, S-Oil, Korea’s oil & gas conglomerate, and YGPA, Korea’s Port Authority located in YG Korea.

© 2020 OnePredict All Rights Reserved. OnePredict GuardiOneⓇ is the trademark of OnePredict Inc.

All other trademarks are the property of their respective owners.


Contacts

For additional inquiries, please contact:
Mihyun Hong, Manager | Growth Strategy
Direct: +82 2-884-1664 (Korea)
Mobile: +82 10-9575-8659 (Korea)
E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it.

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