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MarketScreener Homepage  >  Equities  >  Nyse  >  Noble Energy    NBL

NOBLE ENERGY

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NOBLE ENERGY INC : Entry into a Material Definitive Agreement (form 8-K)

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10/01/2019 | 04:52pm EST
Item 1.01. Entry into a Material Definitive Agreement.
On October 1, 2019, Noble Energy, Inc. (the "Company") completed its previously
announced underwritten public offering of $500,000,000 aggregate principal
amount of its 3.250% Notes due 2029 (the "2029 Notes") and $500,000,000
aggregate principal amount of the Company's 4.200% Notes due 2049 (the "2049
Notes" and together with the 2029 Notes, the "Notes").
The Notes were issued pursuant to the Eighth Supplemental Indenture dated as of
October 1, 2019 (the "Supplemental Indenture"), to the Indenture dated as of
February 27, 2009 between the Company and Wells Fargo Bank, National
Association, as trustee. The Notes are unsubordinated and unsecured obligations
of the Company. The Notes have been registered under the Securities Act of 1933,
as amended (the "Act"), pursuant to a Registration Statement on Form S-3ASR (No.
333-229738) (the "Registration Statement") which was filed with the Securities
and Exchange Commission (the "SEC") and became automatically effective on
February 19, 2019. The terms of the Notes are further described in the Company's
prospectus supplement dated September 24, 2019, as filed with the SEC under Rule
424(b)(2) of the Act (the "Prospectus Supplement").
The foregoing description of the Supplemental Indenture does not purport to be
complete and is qualified in its entirety by reference to the full text of the
Supplemental Indenture, which is attached hereto as Exhibit 4.1 and incorporated
by reference herein.
Item 8.01. Other Events.
On October 1, 2019, the Company issued a press release announcing the results of
its tender offer for any and all of its outstanding $1 billion aggregate
principal amount of 4.15% Notes due 2021 (the "2021 Notes"). A copy of the press
release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
This Current Report shall not constitute an offer to purchase or a solicitation
of an offer to sell any securities and shall not constitute a notice of
redemption under the indenture governing the 2021 Notes. Such notice is being
made in accordance with the provisions of the indenture governing such notes.
Item 9.01. Financial Statements and Exhibits.
(d)   Exhibits. The following exhibits are filed as part of this Current Report

on Form 8-K:


Exhibit No.   Description
4.1             Eighth Supplemental Indenture dated as of October 1, 2019, to
              Indenture dated as of February 27, 2009 between Noble Energy, Inc. and
              Wells Fargo Bank, National Association, as Trustee, relating to senior
              debt securities of Noble Energy, Inc. (including the form of 2029
              Notes and 2049 Notes).
5.1             Opinion of Akin Gump Strauss Hauer & Feld, LLP.
23.1            Consent of Akin Gump Strauss Hauer & Feld, LLP (included in Exhibit
              5.1 hereto).
99.1            Press release dated October 1, 2019 announcing tender offer
              results.
104           Cover Page Interactive Data File - the cover page XBRL tags are
              embedded within the Inline XBRL document.



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© Edgar Online, source Glimpses

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