EX-99.1
2
d435130dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
joint news release
MAY 11, 2021
Chevron and Noble
Midstream Partners LP Complete Merger Transaction
SAN RAMON, Calif., May
11, 2021
-
Chevron Corporation (NYSE:
CVX) ("
Chevron
") and Noble Midstream Partners LP (NASDAQ: NBLX) ("
Noble Midstream
") announced today that the companies have completed the previously announced acquisition, which resulted in Noble Midstream becoming
an indirect, wholly-owned subsidiary of Chevron.
Effective with the opening of markets today, Noble Midstream's common units will no longer be
listed on the Nasdaq Global Select Market, and it will cease to be a publicly traded company.
"We are pleased to fully integrate Noble
Midstream's people, operations, and unitholders into Chevron", said Colin Parfitt, Vice President of Chevron Midstream. "By combining our businesses, the acquisition streamlines governance and strengthens our leading positions in the
DJ and Permian basins".
About Chevron
Chevron
is one of the world's leading integrated energy companies. We believe affordable, reliable and ever-cleaner energy is essential to achieving a more prosperous and sustainable world. Chevron produces crude oil and natural gas; manufactures
transportation fuels, lubricants, petrochemicals and additives; and develops technologies that enhance our business and the industry. To advance a lower-carbon future, we are focused on cost efficiently lowering our carbon intensity, increasing
renewables and offsets in support of our business, and investing in low-carbon technologies that enable commercial solutions. More information about Chevron is available at www.chevron.com.
# #
#
Media Contacts:
Veronica Flores-Paniagua, Chevron, +1 (713) 372-0063
Park
Carrere, Noble Midstream, +1 (281)
872-3208
As used in this news release, the term "Chevron" and
such terms as "the company", "the corporation", "our", "we", "us" and "its" may refer to Chevron Corporation, one or more of its consolidated subsidiaries, or to all of them taken as a
whole. All of these terms are used for convenience only and are not intended as a precise description of any of the separate companies, each of which manages its own affairs.
Please visit Chevron's website and Investor Relations page at www.chevron.com and
www.chevron.com/investors, LinkedIn: www.linkedin.com/company/chevron, Twitter: @Chevron, Facebook: www.facebook.com/chevron, and Instagram: www.instagram.com/chevron, where Chevron often discloses important information about the company, its
business, and its results of operations.
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 forward-looking statements relating to Chevron's
and Noble Midstream's operations that are based on their respective 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", "advances", "commits", "forecasts", "projects", "believes", "seeks,"
"schedules", "estimates", "positions", "pursues", "may", "could", "should", "will", "budgets", "outlook", "trends", "guidance,"
"focus", "on track", "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, neither Chevron nor Noble Midstream undertake any 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: statements regarding the
expected benefits of the transaction to Chevron and its shareholders; 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 coronavirus
(COVID-19))
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 company's ability to achieve the anticipated benefits from the acquisition of Noble Energy, Inc.; the company's 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 company 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; Chevron'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 23 of the company's 2020 Annual Report on Form
10-K
and in other subsequent filings with the U.S. Securities and Exchange Commission. Other unpredictable or
unknown factors not discussed in this news release could also have material adverse effects on forward-looking statements.

EX - 99 . 1 2 d435130dex991 . htm EX - 99 . 1 EX - 99 . 1 Exhibit 99 . 1 joint news release MAY 11 , 2021 Chevron and Noble Midstream Partners LP Complete Merger Transaction SAN RAMON , Calif . , May 11 , 2021 - Chevron Corporation ( NYSE : CVX ) ( " Chevron " ) and Noble Midstream Partners LP ( NASDAQ : NBLX ) ( " Noble Midstream " ) announced today that the companies have completed the previously announced acquisition , which resulted in Noble Midstream becoming an indirect , wholly - owned subsidiary of Chevron . Effective with the opening of markets today , Noble Midstream 's common units will no longer be listed on the Nasdaq Global Select Market , and it will cease to be a publicly traded company . " We are pleased to fully integrate Noble Midstream 's people , operations , and unitholders into Chevron " , said Colin Parfitt , Vice President of Chevron Midstream . " By combining our businesses , the acquisition streamlines governance and strengthens our leading positions in the DJ and Permian basins " . About Chevron Chevron is one of the world 's leading integrated energy companies . We believe affordable , reliable and ever - cleaner energy is essential to achieving a more prosperous and sustainable world . Chevron produces crude oil and natural gas ; manufactures transportation fuels , lubricants , petrochemicals and additives ; and develops technologies that enhance our business and the industry . To advance a lower - carbon future , we are focused on cost efficiently lowering our carbon intensity , increasing renewables and offsets in support of our business , and investing in low - carbon technologies that enable commercial solutions . More information about Chevron is available at www.chevron.com . # # # Media Contacts : Veronica Flores - Paniagua , Chevron , + 1 ( 713 ) 372 - 0063 Park Carrere , Noble Midstream , + 1 ( 281 ) 872 - 3208 As used in this news release , the term " Chevron " and such terms as " the company " , " the corporation " , " our " , " we " , " us " and " its " may refer to Chevron Corporation , one or more of its consolidated subsidiaries , or to all of them taken as a whole . All of these terms are used for convenience only and are not intended as a precise description of any of the separate companies , each of which manages its own affairs . Please visit Chevron 's website and Investor Relations page at www.chevron.com and www.chevron.com/investors , LinkedIn : www.linkedin.com/company/chevron , Twitter : @ Chevron , Facebook : www.facebook.com/chevron , and Instagram : www.instagram.com/chevron , where Chevron often discloses important information about the company , its business , and its results of operations . 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 forward - looking statements relating to Chevron 's and Noble Midstream 's operations that are based on their respective 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 " , " advances " , " commits " , " forecasts " , " projects " , " believes " , " seeks , " " schedules " , " estimates " , " positions " , " pursues " , " may " , " could " , " should " , " will " , " budgets " , " outlook " , " trends " , " guidance , " " focus " , " on track " , " 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 , neither Chevron nor Noble Midstream undertake any 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 : statements regarding the expected benefits of the transaction to Chevron and its shareholders ; 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 coronavirus ( COVID - 19 ) ) 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 company 's ability to achieve the anticipated benefits from the acquisition of Noble Energy , Inc . ; the company 's 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 company 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 ; Chevron '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 23 of the company 's 2020 Annual Report on Form 10 - K and in other subsequent filings with the U . S . Securities and Exchange Commission . Other unpredictable or unknown factors not discussed in this news release could also have material adverse effects on forward - looking statements .