Noble Energy today announced that the Special Meeting of Shareholders (the “Special Meeting”) to approve the pending combination with Chevron Corporation (NYSE: CVX) is scheduled to take place on Friday, October 2, 2020 at 10:00 am Central time. The Record Date for Noble Energy shareholders entitled to vote at the Special Meeting is the close of business on Friday, August 21, 2020.
Noble Energy expects to file its definitive proxy statement with the U.S. Securities and Exchange Commission and begin mailing the definitive proxy statement to the Company’s shareholders later this week. The definitive proxy statement will be available on the Investor Relations section of Noble Energy’s website, as well as www.sec.gov.
As announced on July 20, 2020, Noble Energy entered into a definitive agreement with Chevron, under which Chevron will acquire all of the outstanding shares of Noble Energy in an all-stock transaction at an enterprise value of $13 billion. Under the terms of the agreement, the Company’s shareholders will receive 0.1191 shares of Chevron for each share of Noble Energy. The Board of Directors of Noble Energy unanimously recommend that shareholders vote “FOR” the merger proposal.
Noble Energy shareholders are encouraged to read the definitive proxy materials, when they become available, including among other things, the reasons for the Board’s unanimous recommendation that shareholders vote “FOR” the transaction and the background of the thorough process that led to the transaction with Chevron. Noble Energy shareholders who need assistance in completing the proxy card, need additional copies of the proxy materials, or have questions regarding the Special Meeting may contact the Company’s proxy solicitor, MacKenzie Partners, by phone at (212) 929-5500 or (800) 322-2885, or by email at [email protected].
The U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 on Thursday, August 20, 2020. Noble Energy and Chevron expect to close the transaction early in the fourth quarter following Noble Energy shareholder approval.
J.P. Morgan Securities LLC is acting as financial advisor to Noble Energy and Vinson & Elkins LLP is acting as its legal advisor.