PITTSBURGH, Dec. 15, 2017 /PRNewswire/ -- CNX
Resources Corporation (NYSE: CNX) ("CNX") announced that it has
entered into an agreement to purchase Noble Energy, Inc.'s (NYSE:
NBL) ("Noble") 50% membership interest in CONE Gathering LLC ("CONE
Gathering") for $305 million in cash
and the mutual release of all outstanding claims. CONE Gathering
holds all of the interests in CONE Midstream GP, LLC, which in turn
holds the general partnership interest in CONE Midstream Partners,
LP (NYSE: CNNX) ("CONE") and all of the incentive distribution
rights in CONE. As a result of this transaction, CNX will own 100%
of CONE Gathering, making CONE a single-sponsor master limited
partnership.
"This transaction is expected to create significant value for
both CNX and CONE," commented Nicholas J.
DeIuliis, president and CEO. "As the single sponsor of CONE,
CNX will benefit from increased flexibility with respect to the
scope and timing of midstream development, which will enhance the
value of existing development and create future opportunities such
as future dropdowns and gathering more CNX volumes including dry
Utica."
Completion of the Purchase Agreement is subject to customary
closing conditions. The closing of the Purchase Agreement is not
subject to a financing condition and is expected to close in the
first quarter of 2018.
About CNX Resources
CNX Resources Corporation is one of the largest independent
natural gas exploration, development and production companies, with
operations centered in the major shale formations of the
Appalachian basin. The company deploys an organic growth strategy
focused on responsibly developing its resource base. As of
December 31, 2016, CNX had 6.3
trillion cubic feet equivalent of proved natural gas reserves. The
company is a member of the Standard & Poor's Midcap 400 Index.
Additional information may be found at www.cnx.com.
Important Information about Company Names and Stock
Trading Symbols
Effective November 28, 2017,
the company known as CONSOL Energy Inc. (NYSE: CNX) separated its
gas business (GasCo or RemainCo) and its coal business (CoalCo or
SpinCo) into two independent, publicly traded companies by means of
a separation of CoalCo from RemainCo.
- The gas business has been named CNX Resources Corporation
(RemainCo, GasCo or CNX) and will continue to be listed on the New
York Stock Exchange (NYSE), retaining the ticker symbol
"CNX". Information regarding CNX and its natural gas business
will be available at www.cnx.com.
- The coal business has been named CONSOL Energy Inc. (SpinCo,
CoalCo or CONSOL) and will be listed on the NYSE under a new ticker
symbol: "CEIX". CoalCo will own, operate and develop all of
the company's coal assets, including its interest in the
Pennsylvania Mining Complex, the Baltimore Marine Terminal, and
approximately one billion tons of greenfield coal reserves.
Information regarding the new CONSOL Energy and its coal business
will be available at www.consolenergy.com.
- The master limited partnership that was named CNX Coal
Resources LP (NYSE: CNXC) has changed its name to CONSOL Coal
Resources LP and will trade on the NYSE under a new ticker symbol:
"CCR". CoalCo owns 100% of the general partner of CONSOL Coal
Resources LP (representing a 1.7% general partner interest), as
well as all of the incentive distribution rights and the common and
subordinated interests in CNX Coal Resources LP that were owned by
CONSOL Energy Inc. prior to the spin-off. Information
regarding CONSOL Coal Resources LP will be available at
www.ccrlp.com
Cautionary Statements
We are including the following cautionary statement in this
press release to make applicable and take advantage of the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995 for any forward-looking statements made by, or on behalf of
us. With the exception of historical matters, the matters
discussed in this press release are forward-looking statements (as
defined in 21E of the Securities Exchange Act of 1934 (the
"Exchange Act") that 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. The
forward-looking statements may include projections and estimates
concerning the timing and success of specific projects and our
future production, revenues, income and capital spending. When we
use the words "believe," "intend," "expect," "may," "should,"
"anticipate," "could," "estimate," "plan," "predict," "project,"
"will," or their negatives, or other similar expressions, the
statements which include those words are usually forward-looking
statements. When we describe strategy that involves risks or
uncertainties, we are making forward-looking statements. The
forward-looking statements in this press release speak only as of
the date of this press release; we disclaim any obligation to
update these statements. We have based these forward-looking
statements on our current expectations and assumptions about future
events. While our management considers these expectations and
assumptions to be reasonable, they are inherently subject to
significant business, economic, competitive, regulatory and other
risks, contingencies and uncertainties, most of which are difficult
to predict and many of which are beyond our control. These risks,
contingencies and uncertainties relate to, among other matters, the
following: the impact of the separation of the natural gas
exploration and production company from the coal company on our
business; the expected tax treatment of the separation; competitive
responses to the separation; deterioration in economic conditions
in any of the industries in which our customers operate may
decrease demand for our products, impair our ability to collect
customer receivables and impair our ability to access capital;
prices for natural gas and natural gas liquids are volatile and can
fluctuate widely based upon a number of factors beyond our control
including oversupply relative to the demand available for our
products, weather and the price and availability of alternative
fuels; an extended decline in the prices we receive for our natural
gas and natural gas liquids affecting our operating results and
cash flows; foreign currency fluctuations could adversely affect
the competitiveness of our natural gas liquids abroad; our reliance
on major customers; our inability to collect payments from
customers if their creditworthiness declines or if they fail to
honor their contracts; the disruption of gathering, processing and
transportation facilities and other systems that deliver our
natural gas and natural gas liquids to market; a loss of our
competitive position because of the competitive nature of the
natural gas industry or a loss of our competitive position because
of overcapacity in this industry impairing our profitability; the
impact of potential, as well as any adopted environmental
regulations including any relating to greenhouse gas emissions on
our operating costs as well as on the market for natural gas and
for our securities; the risks inherent in natural gas operations,
including our reliance upon third party contractors, being subject
to unexpected disruptions, including geological conditions,
equipment failure, timing of completion of significant construction
or repair of equipment, fires, explosions, accidents and weather
conditions that could impact financial results; decreases in the
availability of, or increases in, the price of commodities or
capital equipment used in our natural gas operations; obtaining and
renewing governmental permits and approvals for our natural gas;
the effects of government regulation on the discharge into the
water or air, and the disposal and clean-up of, hazardous
substances and wastes generated during our natural gas operations;
our ability to find adequate water sources for our use in natural
gas drilling, or our ability to dispose of water used or removed
from strata in connection with our gas operations at a reasonable
cost and within applicable environmental rules; the effects of
stringent federal and state employee health and safety regulations,
including the ability of regulators to shut down our operations;
the potential for liabilities arising from environmental
contamination or alleged environmental contamination in connection
with our past or current gas operations; the effects gas well
closing and certain other liabilities; uncertainties in estimating
our economically recoverable natural gas and oil reserves; defects
may exist in our chain of title and we may incur additional costs
associated with perfecting title for natural gas rights on some of
our properties or failing to acquire these additional rights may
result in a reduction of our estimated reserves; the outcomes of
various legal proceedings, including those which are more fully
described in our reports filed under the Exchange Act; exposure to
employee-related long-term liabilities; acquisitions and
divestitures we anticipate may not occur or produce anticipated
benefits; our participation in joint ventures may restrict our
operational and corporate flexibility, and actions taken by a joint
venture partner may impact our financial position and operational
results; risks associated with our debt; replacing our natural gas
and oil reserves, which if not replaced, will cause our natural gas
and oil reserves and production to decline; declines in our
borrowing base could occur for a variety of reasons, including
lower natural gas or oil prices, declines in natural gas and oil
proved reserves, and lending regulations requirements or
regulations; our hedging activities may prevent us from benefiting
from near-term price increases and may expose us to other risks;
changes in federal or state income tax laws, particularly in the
area of percentage depletion and intangible drilling costs, could
cause our financial position and profitability to deteriorate;
failure to appropriately allocate capital and other resources among
our strategic opportunities may adversely affect our financial
condition; failure by CONSOL Energy to satisfy liabilities it
acquired from us in connection with the separation, or failure to
perform its obligations under various arrangements, which we
guaranteed, could materially or adversely affect our results of
operations, financial position, and cash flows; information theft,
data corruption, operational disruption and/or financial loss
resulting from a terrorist attack or cyber incident; operating in a
single geographic area; with respect to the termination of the
joint venture with Noble - disruption to our business, including
customer and supplier relationships resulting from this
transaction, and the impact of the transaction on our future
operating and financial results and liquidity. Additional
factors are described in detail under the captions "Forward Looking
Statements" and "Risk Factors" in our annual report on Form 10-K
for the year ended December 31, 2016
filed with the SEC, as supplemented by our quarterly reports on
Form 10-Q.
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SOURCE CNX Resources Corporation