47
OIL AND GAS M&A Global Energy M&A Database | Q3 2018 learn more at www.drillinginfo.com REVIEW & OUTLOOK o U.S. Upstream market surges 250% to $32.0 B vs. Q2 2018 o BP gets back on offense with $10.5 B shale buy from BHP o Diamondback buys Energen for $9.2 B in Delaware Basin o $30 billion of U.S. Deals for Sale o Drillinginfo expects continued accretive deals to drive shale consolidation o Globally, Energy deals tally $156 B, down slightly from Q2's $161 B HIGHLIGHTS: © 2018 Drillinginfo, Inc. All rights reserved. All brand names and trademarks are the properties of their respective companies. Proprietary and Confidential.

OIL AND GAS M&A REVIEW & OUTLOOK · Quarterly oil and gas multiple benchmarks derived from market data from U.S. M&A Dat abase. a. Deals >70% oil or > 70% gas. b. Trailing 6 months

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Page 1: OIL AND GAS M&A REVIEW & OUTLOOK · Quarterly oil and gas multiple benchmarks derived from market data from U.S. M&A Dat abase. a. Deals >70% oil or > 70% gas. b. Trailing 6 months

OIL AND GAS M&A

Global Energy M&A Database | Q3 2018

learn more at www.drillinginfo.com

REVIEW & OUTLOOK

o U.S. Upstream market surges 250% to $32.0 B vs. Q2 2018

o BP gets back on offense with $10.5 B shale buy from BHP

o Diamondback buys Energen for $9.2 B in Delaware Basin

o $30 billion of U.S. Deals for Sale

o Drillinginfo expects continued accretive deals to drive shale consolidation

o Globally, Energy deals tally $156 B, down slightly from Q2's $161 B

HIGHLIGHTS:

© 2018 Drillinginfo, Inc. All rights reserved. All brand names and trademarks are the properties of their respective companies. Proprietary and Confidential.

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 2

Disclaimers

Forward-Looking StatementsThis presentation may contain forward-looking statements. In this context, forward-looking statements often address future commodity prices and M&A or E&P activity and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statements. Nothing in this presentation should be considered a guarantee of future results. Important risk factors that may cause such a difference include, but are not limited to, trends in oil and gas production and exploration activity; government regulations, including those that negatively affect the production of oil and gas using hydraulic fracturing; industry and market trends; general changes in laws or regulations whether or not specific to the oil & gas industry; and general economic conditions whether or not specific to the oil & gas industry. While this list of factors is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward looking statements. We assume no obligation to publicly provide revisions or updates to any forward looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.

No Investment AdviceThis presentation is being provided solely for informational purposes and nothing herein shall be considered investment advice. We cannot guarantee the completeness, timeliness or accuracy of the information contained herein. Any decisions based upon the information contained in this presentation are the sole responsibility of the decision maker. INVESTMENTS IN OIL AND GAS PROPERTIES, EQUITIES, AND COMMODITIES INVOLVES SUBSTANTIAL RISK INCLUDING THE POSSIBLE LOSS OF PRINCIPAL. THESE RISKS INCLUDE PRICE FLUCTUATIONS AND UNFORESEEN EVENTS THAT MAY AFFECT OIL & GAS VALUES.

No SolicitationThis presentation is not, and nothing in it should be construed as, an offer, invitation, or recommendation in respect of the securities of Drilling Info Holdings, Inc. or any other company, or an offer, invitation or recommendation to sell, or a solicitation of an offer to buy, any securities in any jurisdiction. Neither this presentation nor anything in it shall form the basis of any contract or commitment. This presentation is not intended to be relied upon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any investor. All investors should consider such factors in consultation with a professional advisor of their choosing when deciding if an investment is appropriate.

Page 3: OIL AND GAS M&A REVIEW & OUTLOOK · Quarterly oil and gas multiple benchmarks derived from market data from U.S. M&A Dat abase. a. Deals >70% oil or > 70% gas. b. Trailing 6 months

Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 3

Methodology –

This report contains proprietary data from Drillinginfo and recentlyacquired datasets from PLS Research and 1Derrick. For U.S. M&Atransaction data, this report uses PLS M&A data from 2014 to3Q18 and 1Derrick prior to 2014. For Oilfield Services, Midstream,Downstream, Power & Utilities (with Renewables subsector) andDownstream, this report uses PLS M&A data. For Canada andInternational Upstream transaction data, this report uses 1Derrickdata. For LNG data, this reports uses a combination of PLS and1Derrick datasets. For financial and industry statistics, this reportuses PLS Capitalize and docFinder databases. For transactionmapping, this report uses a combination of PLS and 1Derrickdatasets.

Index –

3Q18 Takeaways………………………………………………..………...Page 4

3Q18 Look Forward…………………………………………..………….Page 5

3Q18 U.S. Upstream Review……………………………………….Page 6

Special Section – U.S. Market Themes…………………….Page 24

Upstream Deals for sale.……………………………………………..Page 28

Global Energy M&A…………………………………………………….…Page 33

Special Section – The Future of Deal Evaluation…….Page 40

Contact [email protected] regarding this report.

Oil & Gas M&A Review & Outlook | Q3 2018

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 4

3Q18 – Top Takeaways

1. Activity catapulted to $32.0 billion versus $9.1 billion in Q2 and $18.2 billion quarterly average since 2009 and is the highest quarter since Q4 2012’s $37.8 billion.

2. Interestingly, on the first trading day of Q4 2018, the near month NYMEX WTI price breached the psychologically important $75 level, settling at $75.30 (up $2.05/bbl) and the first close above $75 since November 24, 2014 (just before the latest oil price crash).

3. To punctuate current oil prices, the NYMEX futures also closed above $70 through February 2020.

4. BP won the prized onshore shale portfolio of BHP for the largest asset level U.S. deal recorded for $10.5 billion, reportedly beating Shell who likely remains on the hunt.

5. Diamondback Energy buys Energen Resources in a Permian-consolidation play for $9.2 billion confirming that Q1’s Concho/RSP Permian $9.5 billion deal was not an aberration of the consolidation thesis.

6. The “show me the cash” mood of Wall Street remains intact and favors larger companies that have visibility to free cash via substantial Tier 1 acreage in focused portfolios.

7. The IPO market remains closed with Remora Royalties postponing its IPO during the quarter due to market conditions.

8. An early September land auction in the New Mexico portion of the northern Delaware Basin breaks all BLM land sale records at $972 million with record high bids reaching $95,001 per acre and signals increased activity for that portion of the Permian Basin.

9. While active, the M&A market remains squarely in the buyer’s camp as examples of motivated sellers failing to receive minimum acceptable bids include SandRidge Energy (attempted corporate sale) and Whiting Energy (Niobrara assets in Colorado).

10.Globally, Q3 2018’s $156 billion in energy transactions across the value chain (Upstream, Midstream, Downstream, OFS, Power, Utilities, LNG) compares to $161 billion in Q2 2018.

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 5

3Q18 – Looking Forward

1. Expect continued high pace of M&A activity in the next 6-12 months.

2. $30 billion of U.S. deals for sale provide high quality inventory for deal activity.

3. Consolidation within shale plays likely to increase in momentum as scale and efficiency rewards larger players.

4. Sellers likely to come from small to mid-cap basin focused publics plus private equity backed companies.

5. Private capital will be leaders in de-risking fringe areas of known plays plus deploying latest technologies to new areas like the Powder River Basin, as an example.

6. Permian takeaway constraints present strategic opportunities over the next 12-18 months. In August 2018 a record number of new DUCs at 211 (~7/day) raises the DUC inventory to 3,630.

7. Within the Permian, the northern portion of the Delaware Basin in New Mexico is increasing in activity and acreage values as outstanding well results continue to drive activity.

8. Wall Street mandate for positive cash flow is favoring larger companies from an equity valuation perspective as acreage positions in Tier 1 areas provide strong visibility.

9. The energy sector of the S&P 500 remains under-represented from a historical viewpoint and upside exists driven by higher oil prices as well an inflation hedge.

10.Gas asset transactions generally restricted to de-risked and economically viable development assuming $3.00/gas with proximity to growing Gulf Coast LNG and Petrochemical demand playing a factor.

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Oil & Gas M&A Review & Outlook | Q3 2018

3Q18 U.S. Upstream Review

U.S. Average Production Multiples

U.S. Deal Value ($billion) by Quarter

Top 10 U.S. Deals

U.S. Upstream Deal Value ($billion) by Top Plays

Value ($billion) by Play

Total Value ($billion) by Play (2014 to 2Q18)

U.S. Deal Value ($billion) by Play allocated to Production

U.S. Deal Value ($billion) by Play allocated to Acreage by Play

U.S. Upstream Deal Value ($billion) and Deal Count by Commodity

U.S. Oil Transactions by Region by Oil Price by Time by Size

U.S. Gas Transactions by Region by Gas Price by Time by Size

U.S. Deal Value ($billion) by Deal Type

U.S. Quarterly Deal Value ($billion) by Play table

U.S. Deal Count by Play by Quarter

U.S. Deal Count by Deal Size

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Production valuations slightly up for oil, down for gas –Current multiples are $45,740/bbl and $2,182/Mcf – a 21:1 economic ratio

U.S. Average Production Multiples

Notes: Quarterly oil and gas multiple benchmarks derived from market data from U.S. M&A Database.a. Deals >70% oil or > 70% gas.b. Trailing 6 months.c. Deal Value > $10 million.d. Actual transaction analysis uses 3-stream multiples. NGL multiple adjusted quarterly based on market pricing.

$0

$20,000

$40,000

$60,000

$80,000

$100,000

$120,000

Daily Oil Multiple

Daily Gas Multiple

$45,740/Daily bbl

$2,182/Daily Mcf

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 8

3Q18 value of $32.0 billion is up from Q2’s $9.1 billion –Sets quarterly deal value record since $38.8 billion in Q4 2012

U.S. Deal Value ($billion) by Quarter

$48

$62

$76

$84 $90

$98

$71 $67

$63

$0

$20

$40

$60

$80

$100

$120

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

Q4

To

tal

Q1

Q2

Q3

To

tal

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 9

Date Buyers SellersValue ($MM) Type Play

07/26/18 BP BHP Billiton $10,500 PropertyEagle Ford, Delaware, Haynesville

08/14/18 Diamondback Energy Energen Resources $9,200 Corporate Delaware, Midland

07/26/18 Encino Acquisition Partners Chesapeake Energy $1,900 Property Ohio Utica

09/04/18 Flywheel Energy Southwestern Energy $1,865 Property Fayetteville

08/08/18 Diamondback Energy Ajax Resources $1,245 Corporate Midland

08/06/18 Kosmos Energy Deep Gulf Energy $1,225 Corporate GOM Conventional

09/06/18Matador; Marathon; Tap Rock; Ameredev et al

Bureau of Land Management, New Mexico $972 Acreage NM Delaware

08/27/18 PennEnergy Rex Energy $601 Property Marcellus, Utica

09/11/18 The Carlyle Group Diamondback Energy $527 JV Delaware

08/27/18 Eclipse Resources Blue Ridge Mountain Resources $346 Corporate Marcellus, Utica

Top 10 U.S. Deals

Top 10 U.S. deals take 89% of the 3Q18 market –Largest property deal on record with BP’s $10.5 billion buy from BHP

Oil

Gas

US$ Million

$346

$527

$601

$972

$1,225

$1,245

$1,865

$1,900

$9,200

$10,500

Eclipse merges with Appalachian pure-play Blue Ridge Mountain

The Carlyle Group signs Delaware Basin drillco with Diamondback

PennEnergy acquires the assets of Rex Energy via Chpt. 11 sales process

Matador, Marathon et al acquire acreage in BLM New Mexico land sale

Kosmos Energy acquires Deep Gulf Energy from First Reserve et al

Diamondback Energy acquires Midland Basin producer Ajax Resources

Flywheel Energy buys Fayetteville assets from Southwestern Energy

Encino Acquisition Partners acquires Chesapeake's Utica shale assets

Diamondback merges with Energen in combination of Permian pure-plays

BP buys Permian, Eagle Ford and Haynesville assets of BHP

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 10

Delaware Basin once again takes the spotlight –BP/BHP classified as Multiple: Delaware, Eagle Ford and Haynesville

Play 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 Total % Total % 3Q18Multiple/Other $0.2 $0.9 $0.8 $0.8 $3.1 $0.9 $13.3 $20.0 15% 42%

Delaware Unconv. $13.7 $1.2 $0.6 $1.3 $1.8 $0.7 $11.1 $30.6 23% 35%

Conventional $1.1 $5.7 $1.9 $4.2 $2.8 $2.8 $2.3 $21.0 16% 7%

Utica $0.1 - $0.4 $0.1 $0.1 $1.5 $2.2 $4.4 3% 7%

Midland Unconv. $4.3 $1.1 $0.9 $0.1 $10.8 $0.3 $1.4 $18.7 14% 4%

Bakken $0.2 $0.0 $2.0 $0.4 $0.0 $1.4 $0.6 $4.6 4% 2%

Marcellus $0.8 $9.6 $0.3 $0.4 $0.0 - $0.6 $11.7 9% 2%

SCOOP/STACK $0.9 $0.0 $4.1 $0.1 $0.0 $0.0 $0.2 $5.4 4% 1%

Eagle Ford $3.7 $0.8 $0.4 $1.0 $3.3 $1.1 $0.1 $10.3 8% 0%

Haynesville $0.0 $0.1 $0.6 - $0.0 $0.2 $0.0 $0.9 1% 0%

Niobrara $0.1 $0.0 $0.3 $1.6 $0.1 $0.3 - $2.4 2% -

Total $25.1 $19.5 $12.3 $10.1 $22.0 $9.1 $32.0 $130.1 100% 100%

U.S. Upstream Deal Value ($billion) by Top Plays

Note: Included in Multiple/Other Play for Q3 is BP’s $10.5 billion buy from BHP which Drillinginfo allocates as follows: Permian $3.9 billion, Eagle Ford $4.8 billion, Haynesville $1.8 billion.

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 11

Delaware Unconventional sets record $15 billion in Q3 –Including $3.8 billion allocated from the BP/BHP sale (Multiple plays)

Delaware Unconv.

Midland Unconv.

Bakken

Mississippian Lime

Niobrara

Marcellus

Utica

Haynesville

Barnett

CBM

Eagle Ford

SCOOP/STACK

Midcontinent Unconv.

Powder River Unconv.

Other

Multiple

Conventional

Value by Play ($billion)

$16.1

$24.2

$29.6 $28.2

$2.9

$7.7 $9.7

$12.0

$6.4

$17.1

$21.6

$25.9 $25.1

$19.5

$12.3 $10.1

$22.0

$9.1

$32.0

$0

$5

$10

$15

$20

$25

$30

$35

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2014 2015 2016 2017 2018

Note: Included in Multiple/Other Play for Q3 is BP’s $10.5 billion buy from BHP which Drillinginfo allocates as follows: Permian $3.9 billion, Eagle Ford $4.8 billion, Haynesville $1.8 billion.

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Since 2014, $328 billion in deal activity –Led by Conventional (19%), Delaware Basin (16%) and Midland Basin (14%)

Total Value ($billion) by Play (2014 to 3Q18)

$16.3

$2.9 $1.8

$52.8

$22.1

$6.2

$26.4

$5.0

$46.3

$1.9

$7.2

$14.9

$8.8

$1.8

$9.5

$41.2

$63.1

$0.0

$10.0

$20.0

$30.0

$40.0

$50.0

$60.0

$70.0

2018 Q3

2018 Q2

2018 Q1

2017 Q4

2017 Q3

2017 Q2

2017 Q1

2016 Q4

2016 Q3

2016 Q2

2016 Q1

2015 Q4

2015 Q3

2015 Q2

2015 Q1

2014 Q4

2014 Q3

2014 Q2

2014 Q1

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Oil & Gas M&A Review and Outlook | Q3 2018 © 2018 Drillinginfo, Inc. All rights reserved.. All brand names and trademarks are the properties of their respective companies. Confidential 13

Production buying peaked in 4Q14 –$173 billion spent since 1Q14 led by Conventional ($52 billion or 30%)

U.S. Deal Value ($billion) by Play Allocated to Production

Delaware Unconv.

Midland Unconv.

Bakken

Mississippian Lime

Niobrara

Marcellus

Utica

Haynesville

Barnett

CBM

Eagle Ford

SCOOP/STACK

Midcontinent Unconv.

Powder River Unconv.

Other

Multiple

Conventional

Total Deal Value

$11

$20

$17

$23

$2 $5 $5

$6

$3

$6 $7

$9

$6

$11

$5 $6

$9

$6

$16

$0

$5

$10

$15

$20

$25

$30

$35

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2014 2015 2016 2017 2018

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Land (inventory) buying peaked in 1Q17 at $17 billion –$128 billion spent since 1Q14 with $71 billion (56%) in Permian

Delaware Unconv.

Midland Unconv.

Bakken

Mississippian Lime

Niobrara

Marcellus

Utica

Haynesville

Barnett

CBM

Eagle Ford

SCOOP/STACK

Midcontinent Unconv.

Powder River Unconv.

Other

Multiple

Conventional

Total Deal Value

U.S. Deal Value ($billion) by Play Allocated to Acreage by Play

$5 $3

$12

$5

$0

$2 $3 $4

$1

$9

$11

$16 $17

$5 $6

$3

$10

$3

$14

$0

$5

$10

$15

$20

$25

$30

$35

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2014 2015 2016 2017 2018

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Oil deals take 46%, oil/gas 46% and gas 9% of deal value –Since 2017, average deal count is 79 per quarter

Commodity classification based on a 70% threshold of production

Q1 2017 Q2 2017 Q3 2017 Q4 2017 Q1 2018 Q2 2018 Q3 2018

Value Count Value Count Value Count Value Count Value Count Value Count Value Count

Oil $20.2 53 $3.4 31 $4.3 33 $7.2 38 $16.2 32 $4.8 38 $14.6 27

Oil+Gas $3.4 27 $2.2 30 $5.4 27 $1.6 26 $4.1 38 $1.9 31 $14.6 31

Gas $1.5 10 $13.9 17 $2.6 20 $1.3 8 $1.7 13 $2.5 12 $2.8 8

Total $25.1 90 $19.5 78 $12.3 80 $10.1 72 $22.0 83 $9.1 81 $32.0 66

Oil 81% 59% 17% 40% 35% 41% 72% 53% 74% 39% 52% 47% 46% 41%

Oil+Gas 14% 30% 11% 38% 44% 34% 16% 36% 19% 46% 20% 38% 46% 47%

Gas 6% 11% 71% 22% 21% 25% 13% 11% 8% 16% 27% 15% 9% 12%

Total 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100%

U.S. Upstream Deal Value ($billion) and Deal Count by Commodity

Deal Count excludes deals with undisclosed values

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Oil deals active during stable and rising pricing –Q3’s Diamondback $9.2 billion buy of Energen was all-stock and accretive

U.S. Oil Transactions by Region by Oil Price by Time by Size

Permian

Land Boom

2016

$29B

Bubble size denotes size of transaction.

Includes deals where production is > 70% oil.

Concho

RSP

Permian

$9.5B

Diamondback

Energen

Permian

$9.2B

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Gas markets have been slow since late 2017 –In 3Q18, Fayetteville changes hands from SWN and BHP to Flywheel and Merit

U.S. Gas Transactions by Region by Gas Price by Time by Size

Large

Gas Deals

Bubble size denotes size of transaction.

Includes deals where production > 70% gas.

Range

Memorial

Cotton Valley

$4.4B

EQT

Rice

Marcellus

$8.2B

Flywheel

Southwestern

Fayetteville

$1.9B

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Property (asset level) deals and Corporate deals surge –Royalty markets slow to $567 million, down from $1.4 billion in Q2

1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 Total % Total % 3Q18

Property $11.7 $9.7 $6.9 $6.1 $11.2 $6.0 $17.8 $69.5 53% 56%

Corporate $12.2 $8.2 $3.8 $3.2 $9.6 $1.1 $12.1 $50.2 39% 38%

Acreage $0.6 $0.4 $0.7 $0.3 $0.8 $0.3 $1.0 $4.0 3% 3%

Royalty $0.4 $0.2 $0.3 $0.5 $0.2 $1.4 $0.6 $3.6 3% 2%

JV/Farm-Out $0.3 $1.0 $0.6 $0.0 $0.2 $0.2 $0.5 $2.9 2% 2%

Total $25.1 $19.5 $12.3 $10.1 $22.0 $9.1 $32.0 $130.1 100% 100%

U.S. Deal Value ($Billion) by Deal Type

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Besides the Permian, Utica is an active area in Q3 -Since 2014, only 5 quarters where the Permian or Conventional did not lead

2014 2015 2016 2017 2018

Play Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3

YTD

Total

Q3% of

Total

Bakken $0.9 $0.3 $6.8 $0.4 $8.5 9% $0.0 $0.0 $0.2 $1.1 $1.3 4% $0.0 $0.4 $0.2 $1.2 $1.9 3% $0.2 $0.0 $2.0 $0.4 $2.7 4% $0.0 $1.4 $0.6 $2.0 3%

Barnett $0.0 $0.0 $0.2 $0.0 $0.2 0% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.4 $0.0 $0.4 $0.5 $1.3 2% $0.1 $0.0 $0.2 $0.0 $0.2 0% $0.6 $0.1 $0.2 $0.9 1%

CBM $0.1 $0.4 $0.0 $0.0 $0.5 0% $0.0 $0.0 $0.2 $1.0 $1.2 4% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.0 $0.1 $0.1 $0.1 0%Delaware Unconv. $0.1 $0.1 $0.0 $0.1 $0.4 0% $0.1 $0.0 $2.8 $0.4 $3.3 10% $1.0 $1.2 $6.8 $9.8 $18.7 26% $13.7 $1.2 $0.6 $1.3 $16.9 25% $1.8 $0.7 $11.1 $13.7 22%

Eagle Ford $2.7 $4.1 $0.8 $0.8 $8.4 9% $0.1 $0.0 $0.5 $0.1 $0.6 2% $0.3 $1.2 $1.5 $0.8 $3.8 5% $3.7 $0.8 $0.4 $1.0 $5.9 9% $3.3 $1.1 $0.1 $4.4 7%

Haynesville $0.0 $0.0 $1.2 $0.0 $1.2 1% $0.0 $0.0 $0.9 $0.0 $0.9 3% $0.4 $0.3 $0.5 $2.1 $3.2 5% $0.0 $0.1 $0.6 $0.0 $0.7 1% $0.0 $0.2 $0.0 $0.2 0%

Marcellus $0.0 $0.5 $1.2 $6.1 $7.7 8% $0.1 $0.1 $0.1 $0.4 $0.7 2% $0.2 $1.2 $2.8 $2.1 $6.3 9% $0.8 $9.6 $0.3 $0.4 $11.1 17% $0.0 $0.0 $0.6 $0.6 1%Midcontinent Unconv. $0.3 $0.0 $0.1 $2.1 $2.5 3% $0.0 $0.6 $0.9 $0.1 $1.6 5% $0.0 $0.0 $0.0 $0.1 $0.2 0% $0.0 $0.4 $0.0 $0.2 $0.6 1% $0.0 $0.1 $0.0 $0.1 0%

Midland Unconv. $0.7 $4.4 $8.9 $0.9 $14.8 15% $0.2 $0.4 $1.8 $1.8 $4.2 13% $0.4 $2.6 $4.1 $2.2 $9.3 13% $4.3 $1.1 $0.9 $0.1 $6.3 9% $10.8 $0.3 $1.4 $12.4 20%Mississippian Lime $0.0 $0.0 $0.2 $0.0 $0.2 0% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.0 $0.2 $0.0 $0.9 $1.1 2% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.0 $0.0 $0.0 $0.0 0%

Niobrara $0.4 $0.3 $0.6 $0.2 $1.6 2% $0.0 $0.0 $0.1 $1.1 $1.3 4% $0.0 $0.6 $0.4 $1.1 $2.1 3% $0.1 $0.0 $0.3 $1.6 $2.0 3% $0.1 $0.3 $0.0 $0.4 1%

SCOOP/STACK $0.0 $0.0 $0.0 $0.3 $0.3 0% $0.0 $0.0 $0.0 $2.0 $2.1 6% $0.4 $1.6 $0.8 $2.3 $5.1 7% $0.9 $0.0 $4.1 $0.1 $5.1 8% $0.0 $0.0 $0.2 $0.3 0%

Utica $2.3 $0.0 $0.0 $0.2 $2.6 3% $0.2 $0.7 $0.5 $0.0 $1.5 5% $0.0 $0.0 $0.0 $0.2 $0.3 0% $0.1 $0.0 $0.4 $0.1 $0.6 1% $0.1 $1.5 $2.2 $3.8 6%Powder River Unconv. $0.2 $0.1 $0.1 $0.0 $0.4 0% $0.0 $0.0 $0.1 $0.6 $0.7 2% $0.0 $0.0 $0.0 $0.0 $0.1 0% $0.0 $0.0 $0.0 $0.0 $0.0 0% $0.5 $0.1 $0.2 $0.8 1%

Other $0.0 $0.8 $0.5 $0.5 $1.7 2% $0.0 $0.6 $0.3 $0.0 $1.0 3% $0.0 $4.4 $0.0 $0.2 $4.6 7% $0.1 $0.5 $0.6 $0.2 $1.5 2% $1.3 $0.1 $2.2 $3.5 6%

Multiple $0.0 $5.4 $3.7 $12.9 $22.0 22% $0.5 $4.4 $0.1 $0.9 $5.9 18% $0.2 $0.0 $0.3 $0.5 $1.1 1% $0.0 $0.0 $0.0 $0.4 $0.4 1% $0.8 $0.5 $10.7 $12.0 19%

Conventional $8.3 $7.8 $5.3 $3.8 $25.1 26% $1.6 $0.6 $1.3 $2.6 $6.1 19% $3.1 $3.4 $3.7 $1.9 $12.1 17% $1.1 $5.7 $1.9 $4.2 $13.0 19% $2.8 $2.8 $2.3 $8.0 13%

Total $16.1 $24.2 $29.6 $28.2 $98.1 100% $2.9 $7.7 $9.7 $12.0 $32.3 100% $6.4 $17.1 $21.6 $25.9 $71.1 100% $25.1 $19.5 $12.3 $10.1 $67.1 100% $22.0 $9.1 $32.0 $63.0 100%

Highest result for the time period.

U.S. Quarterly Deal Value ($billion) by Play Table

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For deal activity, conventional deals remain leader -Followed in Q3 by Delaware Basin, Eagle Ford and Midland Basin

2014 2015 2016 2017 2018

Play Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3 Q4

YE

Total

% of

Total Q1 Q2 Q3

YE

Total

Q3% of

Total

Bakken 6 5 8 4 23 7% 1 3 6 10 5% 9 2 8 19 6% 2 2 5 5 14 4% 1 9 6 16 7%

Barnett 2 2 1% 0 0% 2 1 1 1 5 2% 1 1 1 3 1% 1 1 1 3 1%

CBM 1 1 2 1% 2 2 2 6 3% 0 0% 0 0% 1 1 2 1%

Delaware Unconv.

3 1 1 4 9 3% 1 5 4 10 5% 5 8 8 12 33 11% 23 13 6 8 50 16% 11 6 6 23 10%

Eagle Ford 6 10 10 5 31 9% 2 2 4 3 11 5% 5 6 6 8 25 8% 8 6 4 3 21 7% 7 8 3 18 8%

Haynesville 1 1 0% 2 2 1% 1 1 2 4 8 3% 1 3 3 7 2% 1 2 1 4 2%

Marcellus 1 3 3 7 2% 1 1 1 1 4 2% 6 3 2 5 16 5% 5 7 3 3 18 6% 2 1 3 1%

Midcontinent Unconv.

4 1 1 3 9 3% 1 2 2 2 7 3% 3 1 1 5 2% 1 1 2 4 1% 1 1 0%

Midland Unconv.

8 10 9 6 33 10% 2 1 7 12 22 11% 2 14 14 10 40 13% 14 6 6 3 29 9% 7 6 3 16 7%

Mississippian Lime

2 1 1 4 1% 1 1 2 1% 1 1 1 3 6 2% 1 1 2 1% 0 0%

Niobrara 3 2 3 7 15 4% 4 2 1 4 11 5% 4 1 4 9 3% 4 2 3 5 14 4% 1 4 5 2%

SCOOP/STACK 1 1 0% 1 1 5 7 3% 2 5 6 6 19 6% 5 6 1 12 4% 1 1 3 5 2%

Utica 6 1 1 1 9 3% 1 4 2 7 3% 1 3 4 1% 2 2 1 5 2% 2 1 2 5 2%

Powder River Unconv.

1 1 2 1 5 1% 3 1 4 2% 2 1 1 4 1% 0 0% 2 1 2 5 2%

Other 1 5 3 4 13 4% 1 3 2 1 7 3% 1 2 0 3 6 2% 2 8 4 4 18 6% 5 4 3 12 5%

Multiple 1 7 5 5 18 5% 2 2 2 4 10 5% 2 2 1 1 6 2% 1 4 5 2% 3 3 4 10 4%

Conventional 41 41 38 38 158 46% 17 25 19 26 87 42% 22 30 19 30 101 33% 21 30 35 32 118 37% 39 33 30 102 44%

Total 83 86 88 83 340 100% 33 46 56 72 207 100% 51 89 66 100 306 100% 90 78 80 72 320 100% 83 81 66 230 100%

U.S. Deal Count by Play by Quarter

Deal Count excludes deals with undisclosed values

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The middle market ($100MM to $1B) maintains pace –Mega deals (>$1 billion) drove quarter while smaller deals lagged

U.S. Deal Count by Deal Size

167141

239

369

319 307

206

138180

226

55 60 43

69

44

91

85

9689

105

61

107

80

26 1917

11

4

23

15

189

20

3

1511

2 26

0

50

100

150

200

250

300

350

400

450

500

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 1Q18 2Q18 3Q18

<$100 MM $100-1,000 MM >$1,000 MM

668183

317302

202

331

405433

469

353

189

247

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Who’s Buying:In Q3, public buying surged from $5.2 billion to $25.7 billion

Private Private Equity Backed PublicUS$ Billions

Deal Value by Buyer Type

Q2 2017Q1 2017 Q3 2017 Q4 2017

Q1 2018 Q2 2018 Q3 2018

PublicBuyers

PrivateEquity

$13.0

67%

$3.1

16%

$3.3

17%

$20.4

84%

$1.3

5%

$2.7

11%

$6.3

52%

$0.7

5%

$5.3

43%

$4.5

45%

$0.9

9%

$4.7

46%

$15.1

70%

$1.4

7%

$4.9

23%

$5.2

58%

$1.5

16%

$2.3

26%

$25.7

81%

$0.7

2%

$5.3

17%

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Who’s Selling:In Q3, public market selling also surged from $5.7 billion to $26.2 billion

Private Private Equity Backed PublicUS$ Billions

Q1 2017 Q2 2017 Q3 2017 Q4 2017

Q1 2018 Q2 2018 Q3 2018

PublicSellers

Deal Value by Seller Type

$10.5

43%

$6.8

28%

$7.0

29%

$17.1

90%

$0.9

5%$0.9

5%

$5.8

50%

$5.2

45%

$0.52

5%

$6.7

69%

$0.8

8%

$2.3

23%

$16.4

76%

$0.5

3%

$4.6

21%

$5.7

67%

$0.9

11%

$1.8

22%

$26.2

85%

$1.0

3%

$3.6

12%

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Special Section – U.S. Market Themes

$428 billion capital need to drill out land buys

Acreage Values Outside of the Permian

Royalties and Minerals Markets

Oil & Gas M&A Review & Outlook | Q3 2018

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Lots of acreage bought since 2016: >$429 billion need to drill out60,000 locations bought at an average of $0.9 million per location

U.S. PlayDeal Value

($MM)Acreage Value

($MM)# Locations

(Net)$ Per

LocationD&C Per Location

D&C Needed($MM)

Delaware Unconventional $37,180 $27,823 24,868 $1,118,810 $7,200,000 $179,050

Midland Unconventional $22,575 $17,751 13,838 $1,282,768 $7,200,000 $99,634

Marcellus $15,555 $5,406 7,119 $759,420 $8,600,000 $61,223

Eagle Ford $10,571 $3,518 6,598 $533,237 $5,500,000 $36,289

Niobrara $3,190 $2,357 2,767 $851,988 $10,000,000 $27,670

SCOOP/STACK $4,364 $2,193 2,995 $732,108 $6,250,000 $18,719

Haynesville $1,031 $531 856 $620,210 $4,000,000 $3,424

Bakken $2,261 $571 426 $1,339,836 $7,000,000 $2,982

Total or Average $96,727 $60,150 59,467 $904,797 $6,968,750 $428,990

Special Theme: D&C Capital needed from Acreage Buys since Jan. 1, 2016

Notes:1. Deals since Jan. 1, 2016 with acreage value > $20MM & where companies disclose number of drilling locations in the transaction.2. D&C Costs: 7,500' laterals except Marcellus & Bakken which are 10,000' laterals.3. D&C estimates from Drillinginfo docFinder Database.

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Acreage values outside of the Permian –Eagle Ford leads followed by SCOOP/STACK

Date Buyers Sellers Deal Type U.S. Play HydrocarbonValue ($MM)

$/Daily BOE $/Acre

Oil Strip

Gas Strip

05/17/16 EnerVest BlackBrush Oil & Gas Property Eagle Ford Oil $674 $29,950 $69,325 $49.66 $2.58

03/20/18 TPG Pace Energy EnerVest Property Eagle Ford Oil $2,662 $38,160 $44,150 $60.40 $2.85

12/14/16 Gulfport Energy Vitruvian Exploration II Property SCOOP/STACK Oil+Gas $1,850 $18,360 $27,802 $55.09 $3.40

12/07/15 Devon Energy Felix Energy Property SCOOP/STACK Oil+Gas $1,900 $33,800 $19,948 $44.70 $2.41

11/08/17 SRC Energy Noble Energy Property Niobrara Oil+Gas $568 $22,500 $16,945 $56.92 $3.06

07/13/14 Whiting Kodiak Oil & Gas Corporate Bakken Oil $6,000 $91,680 $15,890 $97.78 $4.14

08/16/17 Silver Run II Alta Mesa; Kingfisher Corporate SCOOP/STACK Oil+Gas $3,836 $38,170 $14,472 $48.32 $3.02

09/26/16 Rice Energy Vantage Energy I & II Corporate Marcellus Gas $2,700 $14,571 $13,306 $47.21 $3.12

05/03/16 Synergy Resources Noble Energy Property Niobrara Oil $505 $29,900 $13,100 $46.71 $2.66

05/16/16 Range Resources Memorial Resource Corporate Cotton Valley Gas $4,400 $17,257 $13,061 $48.39 $2.63

06/20/16 Marathon Oil Corp PayRock Energy II Corporate SCOOP/STACK Oil+Gas $888 $25,240 $10,999 $50.30 $2.95

02/06/14 Baytex Energy Aurora USA Corporate Eagle Ford Oil $2,392 $66,533 $9,352 $93.32 $4.61

10/25/16 EQT Republic; Trans Energy Corporate Marcellus Gas $513 $16,956 $9,256 $52.91 $3.28

06/19/17 EQT Rice Energy Corporate Marcellus Gas $8,200 $17,940 $9,126 $45.90 $3.09

10/18/16 Oasis Petroleum SM Energy Property Bakken Oil $785 $31,260 $7,291 $52.26 $3.38

06/29/18 Ascent Resources CNX; Hess; UMD; Undisclosed Property Utica Gas $1,500 $15,950 $7,274 $68.07 $2.90

10/16/14 Southwestern Chesapeake Energy Property Marcellus Gas $5,375 $43,200 $7,188 $79.60 $3.79

12/05/17 Bill Barrett Fifth Creek Corporate Niobrara Oil $649 $36,960 $6,662 $56.55 $2.92

02/08/17 EQT Stone Energy Property Marcellus Gas $527 $17,400 $5,524 $54.09 $3.39

01/09/18 Northwoods Energy SM Energy Property Powder River Oil+Gas $500 $34,680 $3,776 $60.65 $2.79

10/31/16 Castleton Commodities Anadarko Property Haynesville Gas $1,000 $16,405 $3,365 $51.13 $3.17

05/11/17 WildHorse Anadarko; KKR Property Eagle Ford Oil $625 $33,330 $3,354 $48.65 $3.37

07/11/17 Bruin E&P Halcon Resources Property Bakken Oil $1,400 $39,600 $2,419 $45.77 $2.98

01/12/17 Sanchez; Blackstone Anadarko Property Eagle Ford Oil $2,300 $24,900 $2,102 $55.28 $3.35

08/01/17 Rockcliff Samson Resources II Property Haynesville Gas $525 $17,550 $1,246 $50.49 $2.93

12/07/15 Devon Energy RKI E&P Property Powder River Oil $600 $45,957 $1,100 $44.70 $2.41

Acreage Values ($/acre) Outside of the Permian

Since Jan. 1, 2014. Deal Value >$500MM & acreage value >$250MM. Excludes Permian.

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Market Theme: The institutionalization of Royalties and Minerals –Viper continues quite active in Q3

Date Buyers Peer Group Seller U.S. Play HydrocarbonValue ($MM)

$/Daily BOE $/Acre Oil Strip Gas Strip

07/31/18 Viper Energy Partners LP Public Diamondback Delaware Oil $175 $103,184 $67.22 $2.80

07/31/18 Viper Energy Partners LP Public Undisclosed Midland Oil $61 $109,336 $67.22 $2.80

06/30/18 Viper Energy Partners LP Public Undisclosed Midland Oil $103 $111,472 $68.89 $2.88

06/04/18 Osprey Energy Public Royal Resources Eagle Ford Oil $894 $40,550 $34,861 $64.56 $2.94

05/29/18 Kimbell Public Haymaker Multiple Oil+Gas $404 $38,450 $4,548 $65.68 $2.96

02/06/18 Viper Energy Public Undisclosed Multiple Oil $26 $118,721 $61.06 $2.86

12/31/17 Viper Energy Public Undisclosed Multiple Oil $39 $98,237 $59.13 $2.84

11/27/17 Black Stone Minerals Public Noble Energy Inc Multiple Oil+Gas $340 $49,680 $13,600 $57.53 $2.88

11/06/17 Franco-Nevada Public Undisclosed Delaware Oil $110 $156,857 $55.35 $2.98

09/30/17 Viper Energy Public PLS Confidential Delaware Oil $23 $72,100 $51.98 $3.05

08/08/17 EK Energy Private Undisclosed SCOOP/STACK Oil+Gas $17 $19,091 $49.58 $2.95

08/01/17 Viper Energy Public Undisclosed Delaware Oil $282 $32,400 $95,421 $50.49 $2.93

06/30/17 Rice Energy Public Undisclosed Marcellus Gas $49 $8,167 $46.15 $3.06

06/07/17 Oxy et al. Public Enduro Resource Delaware Oil+Gas $50 $39,540 $12,125 $48.58 $3.11

05/08/17 Black Stone Minerals Public Undisclosed Haynesville Oil+Gas $35 $712 $47.93 $3.36

04/24/17 Kimbell Public Maxus Energy Conventional Gas $16 $29,580 $1,172 $50.85 $3.32

03/22/17 Franco-Nevada Public PLS Confidential Midland Oil $110 $15,143 $49.32 $3.31

03/02/17 Clayton Williams Energy Inc Public Undisclosed Delaware Oil $44 $23,316 $54.78 $3.13

02/09/17 Energen Corp Public Undisclosed Delaware Oil $18 $28,125 $54.09 $3.39

01/10/17 Parsley Energy Public Undisclosed Delaware Oil $43 $65,152 $54.72 $3.21

12/31/16 Energen Corp Public Undisclosed Delaware Oil $100 $18,868 $54.09 $3.39

12/31/16 Viper Energy Public PLS Confidential Midland Oil $68 $76,776 $56.43 $3.62

11/07/16 Franco-Nevada Public PLS Confidential SCOOP/STACK Oil+Gas $100 $28,650 $5,539 $46.92 $2.94

10/19/16 Stone Hill Private Samson Resources Conventional Oil $52 $46,698 $810 $47.81 $3.09

07/25/16 Viper Energy Private Equity Backed PLS Confidential Midland Oil $79 $44,885 $109,375 $47.26 $3.03

07/25/16 Viper Energy Private Equity Backed PLS Confidential Delaware Oil $31 $44,885 $157,908 $47.26 $3.03

06/06/16 PLS Confidential Private Equity Backed Devon Energy Midland Oil $139 $45,705 $8,481 $50.52 $2.81

05/23/16 Parsley Energy Public Edith L Trees Trust Delaware Oil $281 $46,200 $8,975 $49.71 $2.60

04/21/16 Black Stone Minerals Public Freeport-McMoRan Conventional Oil+Gas $102 $37,934 $456 $45.48 $2.62

08/14/14 Viper Energy Private Equity Backed Undisclosed Multiple Oil+Gas $58 $50,984 $54.16 $3.03

Royalty Deals

Royalty deals with acreage value since Jan. 1, 2014 with >$10MM deal value.

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Upstream Deals for Sale

United States - $30 billion

Canada - $13 billion

International - $28 billion

Global - $71 billion

Oil & Gas M&A Review & Outlook | Q3 2018

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U.S. Upstream Deals for Sale –$30 billion, led by Permian and Eagle Ford

Deals for Sale estimate based on known active marketing processes or announcements.

CONVENTIONAL13%

PERMIAN23%

OTHER/MULTIPLE17%

SCOOP/STACK10%

BAKKEN10%

EAGLE FORD17%

HAYNESVILLE5%

MARCELLUS2%

NIOBRARA3%

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OILSANDS67%

VIKING67%

CONVENTIONAL15%

Canada Upstream Deals for Sale –$13 billion, led by Oil Sands and Conventional

CARDIUM4%

Deals for Sale estimate based on known active marketing processes or announcements.

HORN RIVER1%

MONTNEY2%

MULTIPLE2%

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MIDDLE EAST4%

SOUTH/CENTRAL AMERICA

27%

AFRICA16%

REST OF EUROPE

9%

NORTH SEA31%

FORMER SOVIET UNION

11%

International Upstream Deals for Sale –$28 billion, led by South America, North Sea and Africa

Deals for Sale estimate based on known active marketing processes or announcements.

ASIA1%

AUSTRALIA1%

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Global Upstream Deals for Sale –$71 billion total, led by United States, Canada and North Sea

Deals for Sale estimate based on known active marketing processes or announcements.

UNITED STATES43%

CANADA18%

SOUTH/CENTRAL AMERICA

11%

NORTH SEA12%

REST OF EUROPE4%

AFRICA6%

AUSTRALIA1%

FORMER SOVIET UNION4%

MIDDLE EAST1%

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Global Energy M&A

Global Upstream Deal Value Table

Global Upstream Deal Value Chart

Global Upstream Deal Counts

Canada Upstream Deal Value and Count

Global Energy M&A

Renewables by Source and Country

Oil & Gas M&A Review & Outlook | Q3 2018

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Global Upstream totals $1.7 trillion since 2009 –In Q3, U.S. takes 68% of global market compared to 40% historically

Region 2009 2010 2011 2012 2013 2014 2015 2016 2017 1Q18 2Q18 3Q18 Total%

Total % Q3

United States $62 $76 $85 $90 $56 $98 $32 $71 $67 $22 $9 $32 $700 40% 68%

Canada $35 $35 $18 $54 $12 $27 $12 $16 $32 $2 $7 $7 $257 15% 14%

Australia $4 $10 $6 $14 $2 $11 $3 $4 $4 $2 $0 $2 $61 3% 5%South/Central America $3 $29 $11 $12 $18 $6 $1 $8 $10 $3 $1 $2 $104 6% 4%

North Sea $5 $7 $11 $11 $4 $5 $86 $4 $27 $0 $1 $1 $163 9% 3%

Asia $3 $12 $12 $4 $5 $8 $2 $2 $1 $1 $1 $1 $51 3% 2%

Middle East $2 $2 $4 $2 $1 $2 $4 $3 $3 $8 $2 $1 $33 2% 2%

Africa $16 $10 $11 $11 $21 $11 $2 $4 $8 $2 $0 $0 $96 6% 1%

Rest of Europe $2 $1 $6 $0 $2 $9 $0 $0 $0 $0 $0 $0 $20 1% 0%Former Soviet Union $20 $35 $15 $81 $35 $10 $11 $29 $17 $1 $0 $0 $253 15% 0%

Total $152 $217 $178 $279 $155 $187 $153 $141 $168 $41 $21 $47 $1,737 100% 100%

Global Upstream Values ($billion)

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Global Upstream totals $47 billion in 3Q18 –YTD 2018, International markets well below trend

2009 2010 2011 2012 2013 2014 2015 2016 2017

YTD

2018

USA $61.8 $75.8 $84.6 $89.9 $55.9 $98.1 $32.3 $71.1 $67.1 $63.0

Canada $34.8 $35.3 $17.7 $54.5 $12.4 $27.2 $11.9 $15.9 $32.0 $14.9

International $55.1 $105.5 $75.3 $135.1 $87.1 $61.2 $108.7 $53.9 $69.2 $29.8

Global Upstream Deal Value ($billion)

$0.0

$50.0

$100.0

$150.0

$200.0

$250.0

$300.0

2009 2010 2011 2012 2013 2014 2015 2016 2017 YTD 2018

USA Canada International

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In terms of deal counts, U.S. has been gaining share –Took 57% of deals in YTD 2018

Global Upstream Deal Counts

83 8688

83

33 46

56 72 51

8966

100 90 78 8072 83

8166

55 62

6146

36 51

3432 27

3933

3025 29

2323 24

2322

65 70

43 3327 35 34

50 36

32 30 42 34 2936 39 43

30 29

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3

2014 2015 2016 2017 2018

USA Canada International

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Canada Upstream M&A – Oilsands dominating the marketFor deal counts, conventional leads with unconventionals slowing to a trickle

Play 2009 2010 2011 2012 2013 2014 2015 2016 2017Q1

2018Q2

2018Q3

2018 Total%

Total % Q3

Conventional 129 188 212 199 137 147 95 74 53 12 14 14 1,274 71% 64%Oilsands 5 14 6 11 5 6 2 7 6 3 1 4 70 4% 18%Montney 6 9 13 19 20 27 14 13 18 2 5 2 148 8% 9%Other 1 3 3 1 2 2 8 2 6 1 2 31 2% 9%Multiple 2 3 3 4 7 11 11 4 2 2 49 3% 0%Viking 9 7 4 10 7 9 7 3 1 57 3% 0%Bakken (Canada) 10 6 8 7 7 6 4 2 2 1 53 3% 0%Coalbed Methane 3 2 2 4 3 2 16 1% 0%Cardium 2 6 9 6 6 17 8 11 7 2 74 4% 0%Horn River 1 2 1 1 5 0% 0%Duvernay 5 5 6 1 2 1 1 21 1% 0%

157 239 270 260 197 224 153 129 100 24 23 22 1,798 100% 100%

Play 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018Q1

2018Q2

2018Q3

2018 Total%

Total % Q3

Oilsands $0.0 $0.0 $0.1 $1.1 $0.0 $0.7 $0.0 $0.1 $0.0 $0.0 $1.1 $0.0 $5.3 $8.4 3% 80%

Montney $3.0 $1.2 $0.4 $0.7 $0.2 $0.2 $0.0 $0.0 $0.0 $0.1 $0.1 $0.5 $0.5 $7.1 3% 8%

Conventional $0.2 $2.5 $2.3 $15.6 $2.7 $3.3 $0.8 $2.9 $0.7 $0.5 $0.3 $1.4 $0.5 $33.7 13% 8%

Other $0.0 $0.0 $0.8 $0.8 $0.3 $0.7 $4.9 $1.9 $1.2 $3.4 $0.0 $0.0 $0.3 $14.3 5% 5%

Multiple $11.3 $18.3 $10.6 $13.4 $5.3 $14.9 $3.3 $3.1 $4.4 $1.6 $0.1 $3.3 $0.0 $89.6 34% 0%

Viking $20.1 $12.8 $2.3 $19.5 $0.8 $1.5 $0.3 $6.1 $24.5 $1.1 $0.0 $1.5 $0.0 $90.6 34% 0%

Bakken (Canada) $0.0 $0.4 $0.2 $0.0 $0.4 $0.5 $1.3 $0.2 $0.7 $0.0 $0.0 $0.0 $0.0 $3.7 1% 0%

Cardium $0.0 $0.0 $0.2 $0.2 $0.0 $0.9 $0.0 $0.0 $0.0 $0.0 $0.0 $0.0 $0.0 $1.2 0% 0%

Duvernay $0.0 $0.0 $0.6 $2.8 $0.6 $1.5 $0.1 $0.0 $0.0 $0.0 $0.0 $0.0 $0.0 $5.8 2% 0%

Coalbed Methane $0.1 $0.1 $0.1 $0.1 $0.9 $2.2 $0.2 $0.3 $0.4 $0.0 $0.0 $0.0 $0.0 $4.4 2% 0%

Horn River $0.0 $0.0 $0.1 $0.3 $1.0 $1.0 $0.7 $1.3 $0.1 $1.5 $0.0 $0.0 $0.0 $5.9 2% 0%

Total $34.8 $35.3 $17.7 $54.5 $12.4 $27.2 $11.9 $15.9 $32.0 $8.2 $1.7 $6.7 $6.6 $264.9 100% 100%

Canada Deal Value ($billion) and Count

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Global Energy M&A -$156 billion in Q3 led by strong U.S. Upstream, Midstream and Renewables

Area Sector 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 2Q18 Total % Total % 3Q18

USA Upstream $25.1 $19.5 $12.3 $10.1 $22.0 $9.1 $32.0 $130.1 15% 21%

Canada Upstream $25.0 $1.9 $3.0 $2.1 $1.7 $6.7 $6.6 $47.0 5% 4%

International Upstream $16.2 $6.9 $17.7 $28.4 $16.8 $4.9 $8.1 $99.1 11% 5%

Global Oilfield Service $9.2 $8.2 $14.3 $11.3 $4.3 $2.7 $6.9 $56.9 7% 4%

Global Midstream $26.7 $18.1 $7.9 $5.8 $12.7 $47.0 $76.7 $194.9 23% 49%

Global Downstream $7.6 $11.7 $3.0 $16.6 $12.3 $41.6 $3.7 $96.5 11% 2%

GlobalPower & Utilities (Non-Renewable) $17.0 $2.8 $50.2 $35.6 $38.5 $37.9 $5.7 $187.7 22% 4%

GlobalPower & Utilities (Renewable) $3.9 $3.6 $2.4 $7.5 $3.8 $6.6 $16.1 $43.9 5% 10%

Global LNG $0.8 $0.2 $1.5 $1.6 $0.2 $4.6 $0.0 $8.8 1% 0%

Total $131.5 $73.0 $112.3 $119.1 $112.2 $161.1 $155.8 $865.1 100% 100%

Renewables = Solar, Wind, Geothermal, Hydro and Tidal

Global Energy Sector Deal Values ($billion)

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Renewables: Gaining momentum with wind as clear leaderYTD, the U.S. ($7.8 billion) and U.K. ($7.5 billion) are global leaders

2016 2017 2018

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Total % Total % Q318

Wind $1.8 $2.5 $2.9 $1.4 $1.6 $1.8 $2.2 $5.1 $1.1 $3.3 $10.2 $33.8 56% 63%

Solar $0.7 $0.3 $0.9 $1.1 $1.7 $1.4 $0.1 $1.5 $2.2 $2.2 $5.4 $17.5 29% 34%

Hydro $2.3 $0.1 $0.1 $2.4 $0.3 $0.0 $0.0 $0.2 $0.3 $1.1 $0.4 $7.2 12% 3%

Biofuel $0.0 $0.0 $0.0 $0.4 $0.3 $0.0 $0.0 $0.8 $0.0 $0.0 $0.1 $1.6 3% 1%

Geothermal $0.0 $0.0 $0.0 $0.0 $0.0 $0.4 $0.0 $0.0 $0.2 $0.0 $0.0 $0.7 1% 0%

Total $4.8 $2.9 $3.9 $5.2 $3.9 $3.6 $2.4 $7.5 $3.8 $6.6 $16.1 $60.8 100% 100%

2016 2017 2018

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Total % Total % Q318

United Kingdom $1.0 $0.2 $0.1 $0.0 $1.6 $0.9 $0.6 $3.7 $0.6 $1.1 $6.2 $15.9 26% 38%

United States $0.4 $0.5 $1.1 $1.2 $0.8 $0.7 $0.1 $1.3 $0.6 $2.0 $4.9 $13.8 23% 30%

Italy $0.1 $0.5 $0.2 $0.4 $0.0 $0.0 $0.0 $0.5 $0.0 $0.0 $1.5 $3.3 5% 10%

Japan $0.0 $0.0 $0.4 $0.1 $0.0 $0.0 $0.0 $0.0 $0.2 $0.0 $0.8 $1.5 2% 5%

Canada $0.0 $0.0 $0.1 $0.2 $0.6 $0.1 $0.0 $0.4 $0.0 $0.9 $0.6 $2.9 5% 3%

Ireland $0.0 $0.0 $0.0 $0.0 $0.0 $0.0 $0.0 $0.1 $0.3 $0.1 $0.3 $0.8 1% 2%

Brazil $0.5 $0.0 $0.0 $1.2 $0.0 $0.0 $0.0 $0.2 $0.4 $0.0 $0.3 $2.6 4% 2%

Spain $0.3 $0.7 $0.0 $0.0 $0.4 $0.0 $0.0 $0.0 $1.4 $0.0 $0.2 $3.1 5% 2%

Other $2.7 $1.3 $2.0 $2.1 $0.5 $1.4 $1.6 $1.1 $0.2 $2.5 $1.3 $16.7 27% 8%

Total $4.8 $2.9 $3.9 $5.2 $3.9 $3.6 $2.4 $7.5 $3.8 $6.6 $16.1 $60.8 100% 100%

Renewable Power Generation Deal Value ($billion) by Fuel Source and Country

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Special Section: Q3 Impact Deals and The Future of Deal Evaluation

Oil & Gas M&A Review & Outlook | Q3 2018

Q3 Impact Deals

BP strikes with $10.5 billion U.S. onshore shale buy from BHP

Diamond buys Energen for $9.2 billion

New Mexico BLM Land Sale: Breaks all records

New Mexico BLM Land Sale: Tier 1 average bids are over $45,000 per acre

The Future of Deal Evaluation

Delaware Basin: Drillinginfo Type Curve Areas, Permitting Heat Map, M&A

Midland Basin: Drillinginfo Type Curve Areas, Permitting Heat Map, M&A

STACK: Drillinginfo Type Curve Areas, Permitting Heat Map, M&A

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Top Q3 Deal: BP buys bulk of BHP onshore shale assetsPays $10.5 billion in transformative deal

Production Metric Production Prod. Value BOE/d Value Production Prod. Value BOE/d Value Production Prod. Value BOE/d Value Production Prod. Value BOE/d Value

Oil/Condensate (bbl/d) 50,000$ 20,573 $1,028,648,649 43,587 $2,179,367,089 - $0 64,160 $3,208,015,737

NGL (bbl/d) 20,000$ 8,324 $166,486,486 20,130 $402,607,595 - $0 28,455 $569,094,081

Natural Gas (Mcf/d) 2,250$ 66,616 $149,886,486 157,694 $354,810,759 360,000 $810,000,000 584,310 $1,314,697,246

Total (boe/d) 40,000 $1,345,021,622 $33,626 90,000 $2,936,785,443 $32,631 60,000 $810,000,000 $13,500 190,000 $5,091,807,065 $26,799

Acres Value Implied Value Acres Value $/acre * Acres Value $/acre * Acres Acreage Value $/acre

83,000 $2,523,192,935 $30,400 52,000 $1,560,000,000 $30,000 194,000 $970,000,000 $5,000 471,000 $5,408,192,935 $11,482

142,000 $355,000,000 $2,500

$9,871

Total Value $3,868,214,557 $4,851,785,443 $1,780,000,000 $10,500,000,000

* $/acre based on comps

Haynesville TotalEagle FordPermian

1. NPV = Net present value at 10% discount rate, $55/bbl WTI, with a Midland discount of $7/bbl near term and around $2/bbl longer term, $2.75 MMbtu Henry Hub (2018 real). Indicative values only.

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Q3 Deal: Diamondback buys EnergenPays $9.2 billion in transformative deal

Date Buyers Sellers Value ($MM) Deal Type US Subregion US Play $/Daily BOE $/Acre Hydrocarbon

8/14/2018 Diamondback Energen $9,200 Corporate Multi Permian Delaware Unconv. $36,109 $54,977 Oil

8/8/2018 Diamondback Ajax Resources $1,245 Corporate West TX (#8) Midland Unconv. $45,620 $33,008 Oil

12/14/2016 Diamondback Brigham Resources $2,430 Corporate West TX (#8) Delaware Unconv. $31,090 $26,912 Oil

7/13/2016 Diamondback Luxe Energy $560 Property West TX (#8) Delaware Unconv. $31,600 $26,898 Oil

5/6/2015 Diamondback Cobra Oil & Gas $438 Property West TX (#8) Midland Unconv. $75,300 $20,886 Oil+Gas

7/21/2014 Diamondback BC Operating et ak $538 Property Multi Permian Midland Unconv. $77,152 $28,193 Oil+Gas

2/20/2014 Diamondback Henry Production et al $288 Property West TX (#8) Midland Unconv. $83,900 $22,954 Oil

9/3/2013 Diamondback Ibex Mineral Resources $440 Property West TX (#8) Midland Unconv. $105,000 $22,600 Oil+Gas

Note: Deals > $200 million

Midland and Southern Delaware Deals >$1.0 B since mid-2016 Substantial Economic Inventory

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Q3 Deal: New Mexico BLM Lease Sale: $972 MM (avg $19K/acre)A record sale for both in terms total winning bids and $/acre

Parcel Buyer Bid/Acre ACRES Total Bonus

73 MATADOR $95,001 901.20 $85,690,90272 MATADOR $95,001 640.00 $60,800,64082 MATADOR $86,514 1179.44 $102,086,52071 MATADOR $81,889 1240.00 $101,542,36099 TAP ROCK $72,101 240.00 $17,304,24078 PERCHERON $66,501 200.00 $13,300,20054 BLUE DEVIL EXPL. $65,509 600.92 $39,370,90943 MARATHON $64,832 400.00 $25,932,80042 MARATHON $63,203 480.00 $30,337,44096 TAP ROCK $62,861 1200.00 $75,433,200

Top 10 Wins

Note: Leases are 1/8 Royalty and 10-year primary term

BuyerTotal

Acres

Total Winning

Bids

Average

$/Acre

MATADOR 9748.87 $387,386,819 $39,737FRANKLIN MOUNTAIN ENERGY 4041.2 $156,017,522 $38,607TAP ROCK 1880 $117,363,240 $62,427MARATHON 1799.2 $103,433,880 $57,489NOVO O & G 1280 $58,890,240 $46,008CHEVRON 920 $50,232,920 $54,601BLUE DEVIL EXPL 600.92 $39,370,909 $65,518AMEREDEV 720.85 $14,413,921 $19,996PERCHERON 240 $13,820,240 $57,584CHASE OIL 5801.39 $7,888,914 $1,360

Top 10 Companies

COUNTY PARCELS ACRES TOTAL

BONUSES

FEES 1ST YEAR

RENTAL

TOTAL Average

$/Acre

CHAVES 18 8,815.00 $8,192,205 $2,880 $13,226 $8,208,308 $931EDDY 56 21,023.95 $525,311,763 $8,960 $31,545 $525,352,268 $24,988LEA 68 20,960.26 $438,880,712 $10,880 $31,449 $438,923,044 $20,941

TOTAL 142 50,796.88 $972,384,680 $22,720 $76,220 $972,483,620 $19,145

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New Mexico BLM Lease Sale: Bids Correlate with Drillinginfo Basin Report Data

• Average $/acre was over $45k/acre in Tier 1 with PUD potential of IRR’s > 50% and EURs > 900 MBOE in multiple horizons.

• Over 7,000 acres sold for over $60k/acre in 10 parcels.

• PUD acreage prices fall rapidly outside of the established basin boundary.

Matador$95,001/acre

Source: Drillinginfo Basin Report and Market Research

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Delaware Basin: New Mexico portion Tier 1 and Permitting ahead of M&A

Permitting Heat Map (2 yrs) M&A: $/acreDrillinginfo Area Type Curves

Notes:1. Source: Drillinginfo Basin Reports and Market Research2. 31 Area Type Curves based on 83 individual type curves determined by geology3. Tiers are scored using EURs, economics and proven formations

Source: Drillinginfo Basin Report and Market Research

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Midland Basin: Type Curves and Permitting generally in synch with M&A

Permitting Heat Map (2 yrs) M&A: $/acreDrillinginfo Area Type Curves

Notes:1. Source: Drillinginfo Basin Reports and Market Research2. 25 Area Type Curves based on 63 individual type curves determined by geology3. Tiers are scored using EURs, economics and proven formations

Source: Drillinginfo Basin Report and Market Research

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STACK: Permitting Hot Spot underway in Grady County

Permitting Heat Map (2 yrs) M&A: $/acreDrillinginfo Area Type Curves

Notes:1. Source: Drillinginfo Basin Reports and Market Research2. 19 Area Type Curves based on 38 individual type curves determined by geology3. Tiers are scored using EURs, economics and proven formations

Source: Drillinginfo Basin Report and Market Research