Noble Energy : CONE Midstream Partners Prices Upsized Initial Public Offering

HOUSTON and PITTSBURGH, Sept. 24, 2014 /PRNewswire/ -- Noble Energy, Inc. (NYSE: NBL), CONSOL Energy Inc. (NYSE: CNX) and CONE Midstream Partners LP, a Delaware limited partnership ("CONE Midstream Partners") formed by CONSOL and Noble Energy, announced today that CONE Midstream Partners has priced its initial public offering of 17,500,000 common units representing limited partner interests at a price to the public of $22.00 per common unit. The common units are scheduled to begin trading on the New York Stock Exchange on September 25, 2014 under the ticker symbol "CNNX." The underwriters of the offering have a 30-day option to purchase up to an additional 2,625,000 common units to cover over-allotments, if any.

At the conclusion of the offering, the public will own a 29.4% limited partner interest in CONE Midstream Partners (or a 33.8% limited partner interest if the underwriters exercise in full their option to purchase additional common units). Each of CONSOL and Noble Energy will own a 34.3% limited partner interest in CONE Midstream Partners (or a 32.1% limited partner interest if the underwriters exercise in full their option to purchase additional common units). In addition, CONSOL and Noble Energy will own, through their Marcellus Shale midstream joint venture, CONE Gathering LLC, a 2% general partner interest and the incentive distribution rights in CONE Midstream Partners.

Wells Fargo Securities, BofA Merrill Lynch, Citigroup, J.P. Morgan, Baird, Barclays, Deutsche Bank Securities, Goldman, Sachs & Co., Morgan Stanley, Credit Suisse and RBC Capital Markets are acting as book-running managers of the offering. MUFG, PNC Capital Markets LLC, BB&T Capital Markets, BBVA, BNP PARIBAS, DNB Markets, Mizuho Securities and TD Securities are acting as co-managers of the offering. The offering of common units is being made only by means of a written prospectus. Once it becomes available, potential investors can obtain a written prospectus that meets the requirements of Section 10 of the Securities Act of 1933 from:

A registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission ("SEC"). This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

When available, to obtain a copy of the prospectus free of charge, visit the SEC's website, www.sec.gov, and search under the registrant's name, "CONE Midstream Partners LP."

About CONE Midstream Partners

CONE Midstream Partners is a growth-oriented master limited partnership recently formed by CONSOL and Noble Energy, whom we refer to as our Sponsors, to own, operate, develop and acquire natural gas gathering and other midstream energy assets to service our Sponsors' rapidly growing production in the Marcellus Shale in Pennsylvania and West Virginia. Our initial assets include natural gas gathering pipelines and compression and dehydration facilities, as well as condensate gathering, collection, separation and stabilization facilities.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include the words "believe," "expect," "anticipate," "intend," "estimate" and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. Forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict, and there can be no assurance that actual outcomes and results will not differ materially from those expected by our management. These forward-looking statements involve certain risks and uncertainties, including, among others, that our business plans may change as circumstances warrant, our common units may not begin trading on the New York Stock Exchange as expected and the offering may not close as expected. For more information concerning factors that could cause actual results to differ materially from those conveyed in the forward-looking statements, please refer to the "Risk Factors" section of the prospectus included in the registration statement on Form S-1, in the form last filed with the SEC. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

SOURCE Noble Energy