CONSOL ENERGY: STRATEGIC ACQUISITION OF DOMINION S APPALACHIAN E&P BUSINESS

Transcription

1 CONSOL ENERGY: STRATEGIC ACQUISITION OF DOMINION S APPALACHIAN E&P BUSINESS

2 Cautionary Language This presentation contains statements, estimates and projections which are forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934). These statements, which are described in detail in our annual report form 10-K filed with the Securities and Exchange Commission, 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 include estimates of unproved reserves, projections and estimates concerning the timing and rates of return of future projects, and our future production, revenues, income and capital spending. The forward-looking statements in this presentation speak only as of the date of this presentation; we disclaim any obligation to update these statements unless required by the securities laws, and we caution you not to rely on them unduly. This presentation does not constitute an offer to sell any securities of CONSOL Energy Inc. The United States Securities and Exchange Commission (SEC) permits oil and gas companies, in their filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. We use certain terms in this presentation, such as unproved reserves and/or unproved resources that the SEC's guidelines strictly prohibit us from including in filings with the SEC. We also caution you that the SEC views such unproved reserves and/or unproved resources estimates as inherently unreliable and these estimates may be misleading to investors unless the investor is an expert in the gas industry. In this presentation, the term unproved reserves and/or unproved resources refers to gas that we believe is economically recoverable, based on available data. The unproved reserve data contained in this presentation is based on a summary review of the title to coalbed methane and other gas rights we hold, as well as a summary review of the title to the coal from which many of our rights derive. As is customary in the gas industry, prior to the commencement of gas drilling operations on our properties, we conduct a thorough title examination and perform curative work with respect to significant defects. We are typically responsible for curing any title defects at our expense. This curative work may include the acquisition of additional property rights in order to perfect our ownership for development and production of the gas estate. 2

3 Transaction Overview $3.475 billion cash consideration 1.46 million total oil and gas acres (net) 491,393 Marcellus Shale acres in PA and WV (net) 41.0 Bcfe of annual production (net) 1.0 Tcfe proved reserves; 70% proved developed Tcfe total reserves and resource base More than 9,000 producing wells in PA and WV $4.0 billion total financing contemplated Combination of equity and debt Includes development capital and transaction costs Expected Close by End of April

4 One Approach to Valuation Acquisition Price Proved Reserves Antero Farmout Implied Marcellus Value $3.475 billion $2.340 billion (1.04 tcf x $2.25/mcf*) $0.200 billion = $0.935 billion Acquisition cost per acre of Marcellus $1,903 per acre ($0.935 billion/491,393 acres) *Metric based on Appalachian price premium, high percentage (70%) PDPs, low field operating costs of mature field, and shallow decline 98% of Marcellus acres held by production 90% of wells operated 89% average net revenue interest for Marcellus acreage No value assigned to 300,000 acres of Huron Shale or 470,000 acres of Utica Shale (beyond proved reserves and Marcellus) -- which represent additional sources of resource potential and value Note: Valuation based on discounted cash flow analysis. Sum of the Parts Justifies the Acquisition Price 4

5 Compelling Strategic Rationale Enhances CONSOL s position as the #1 natural gas and coal producer in Appalachia Strengthens CONSOL s risk profile through a balanced portfolio of coal and natural gas Accelerates CONSOL s growth prospects in low cost, highmargin businesses Broadens CONSOL s expertise in gas E&P business builds on talented workforce Drives Long Term Growth and Shareholder Value 5

6 CONSOL Energy: An Energy Juggernaut Appalachian Coal Revenue EBITDA Net Income Production Reserves #1 #1 #1 #1 #1 Strategic Logistical Assets Gas Gathering & Processing River Transport Group Coal Export Facility Revenue Net Income Financial Margin/Mcfe (1) Production CBM Production Marcellus Acreage Significant Scale and Key Presence Near Prime Eastern U.S. Energy Consuming Markets Source: Public company filings. Note: Coal Peer Group includes ACI, ARLP, ICO, MEE and PCX. Gas Peer Group includes APC, ATLS, COG, CHK, EQT, REXX, and RRC. (1) Financial Margin calculated as average sales realizations less total costs per Mcfe, per CONSOL estimates. Appalachian Gas #1 #1 #1 #1 #1 #3 6

7 CONSOL s Energy Product Diversification Strategy Thermal Coal Reserves: ~3.8 billion Production: 50 55mmt/yr <25,000 Met Coal Thermal Coal Coalbed Methane Net Energy Generation (in Thousand MWH) (1) 25,000 50,000 50, ,000 >100,000 Conventional Gas Marcellus Shale Chattanooga Shale Marcellus Shale Proved Reserves: 0.24 Tcfe Resources: Tcfe Production: 6.7 Bcf** Low vol Met Coal Reserves: ~300 million Production: 5.0mmt/yr Coalbed Methane Proved Reserves: 1.64 Tcfe Resources: Tcfe Production: 91.1 Bcf** High vol Met Coal Reserves: ~400 million* Production: mmt/yr *Assumes 150mm tons of high quality thermal coal with met coal characteristics Conventional/Other Proved Reserves: 1.06 Tcfe Resources: Tcfe Production: 29.5 Bcf** **Expected 2010 gas production Largest Appalachian Footprint of Any Energy Producer (1) Represents Net Energy Generation by State For November 2009 YTD, from EIA. 7

8 Stacked Pay Zones of Value Sewickley Coal Seam 900 feet Pittsburgh Coal Seam 1,000 feet Freeport Coal Seam 1,650 feet Upper Devonian Sands 1,750-5,500 feet Marcellus Shale 7,000+ feet Oriskany Tight Sands, Utica and Trenton Black River Shales 8,000+ feet Largest Concentration of Appalachian Energy Assets 8

9 Substantially Expanded Natural Gas Footprint MI NY IN OH PA NJ MD KY WV VA TN NC Dominion Acreage CONSOL Energy Acreage Antero Farm Out CONSOL Will Hold 5.2 Million Net Acres of High Value, Low Cost Gas Assets Note: Includes acreage held by CNX Gas, in which CONSOL Energy has an 83.3% interest. 9

10 Enhances Position as the Leading Appalachian Gas Producer Appalachian Daily Net Production Daily Net Production (MMcfe/d) Pro Forma CNX EQT CNX RRC CHK D ATLS XCO EOG REXX Largest, Most Profitable, Appalachian Gas Producer Note: Current Appalachian production as calculated by CONSOL based on most recent public company filings. Pro forma for announced acquisitions / divestitures. 10

11 Moves Company into Upper Tier of Unconventional Gas Universe 2009 Year End Proved Reserves 4,500 4,068 4,000 3,737 3,657 3,500 3,000 2,958 2,951 2,720 2,500 2,416 Bcfe 2,000 2,060 1,911 1,500 1,312 1,000 1,040 1, EQT UPL SWN RRC Pro Forma CNX HK KWK COG CNX SD D ATLS BBG XCO PVA CRK CRZO Substantially Enhances High Quality Reserve Base Note: SEC proved reserves as of year end pro forma for acquisitions / divestitures post year end. 11

12 Complements Existing Industry Leading Cost Structure $ Full Year Lease Operating Expense per Unit $ Lease Operating Expense ($ / Mcfe) $2.00 $1.50 $1.00 $0.50 UPL EQT HK CNX BBG Pro COG SWN D FST RRC ATLS CXO CRK NFX XEC KWK XCO PVA PETD SD NFG PXD SM WLL PXP DNR Forma / EAC CNX Low Cost Producer with Logistical Advantage Source: As calculated by CONSOL Energy based on public company filings. 12

13 Triples CONSOL s Marcellus Acreage PA OH Marcellus Fairway MD WV VA Dominion Marcellus Acreage CONSOL Energy Marcellus Acreage 750,000 Net Acres in Marcellus Formation Note: Includes acreage held by CNX Gas, in which CONSOL Energy has an 83.3% interest. 13

14 Vaults CONSOL Energy into Top 3 Total Marcellus Acreage Position and Net Acres (000 s) 1,800 1,570 1,600 1,400 1,200 1,000 1, Not All Marcellus Acres Are Equal (1) 98% Held By Production 90% Wells Operated 89% Average Net Revenue Interest Essentially No Drilling Commitments CHK RRC Pro Forma CNX TLM NFG East STO ATLS EQT D Chief XCO XTO / XOM APC CNX UPL EOG COG SWN Antero CRZO CLR Leading Position in Prolific Marcellus Gas Formation Source: As calculated by CONSOL Energy based on public filings. Note: Pro forma acreage does not reflect CONSOL Energy overriding royalty interest in Antero farm out acreage (approximately 117,000 acres). (1) Refers to acquired acreage. 14

15 Illustrative Marcellus Well Economics ($MM, except as noted) Gross EUR (Bcfe) (1) 4.3 NRI 87.5% Net EUR (Bcfe) 3.7 Drilling Cost (1) $1.9 Completion Cost (1) 1.3 Total D&C $3.2 Gathering 0.4 Land & Title 0.1 Total $3.7 Margin Analysis Margin Analysis ($ / Mcfe, except as noted) Henry Hub Cash Price ($ / MMBTU) $5.00 Realized Price ($ / Mcfe) 5.67 Lease Operating Expense $1.26 Production Taxes 0.28 Gross Margin $4.12 Total D&C,G,L Cost ($ / Mcfe) (2) $1.02 ATAX IRR 29.5% Price Required for 20% ATAX IRR $4.27 Internal Rate of Return (%) After Tax IRR At Various Prices 100% 95% 90% 85% 80% 75% 70% 65% 60% 55% 50% 45% 40% 35% 30% 25% 20% 15% 10% 5% 0% $2.00 $2.50 $3.00 $3.50 $4.00 $4.50 $5.00 $5.50 $6.00 $6.50 $7.00 $7.50 $8.00 Henry Hub Cash Price ($ / MMBTU) (1) Assumes 3,000 ft. laterals (2) Includes production loss (shrink) of 3.5% 22% After Tax IRR at $4.50 / MMBTU 15

16 Marcellus Results Comparison Metric CNX Results Competitor Results Lateral Length 1,750 2,250 3,500 4,000 EUR Bcfe EUR Mmcfe/Lateral Ft Current Type Curve 3.2 Bcfe On a Per Foot Basis, CNX Shows 41% Better EURs 16

17 Marcellus Development Activity Accelerating in West Virginia Recent industry horizontal IPs in WV of up to 7.5 MMcfe/d West Virginia Marcellus Well Permits Q Third party EUR estimates of Bcfe Dominion s vertical Marcellus wells have peak IPs of up to 2.0 MMcfe/d Q Q Q Q Q Q Q Wayne 700 Mcfe/d 3,600 Mcfe/d 4,600 Mcfe/d 1,500 Mcfe/d Cabell Mason 2,200 Mcfe/d 2,220 Mcfe/d Putnam Lincoln Logan Mingo Boone 7,500 Mcfe/d Kanawha Wyoming McDowell Roane Fayette Raleigh Clay Mercer Summers Hancock Brooke Ohio Marshall Wetzel Braxton Webster Nicholas Greenbrier Monroe Monongalia Tyler Marion Preston Pleasants Harrison Taylor Doddridge Ritchie Wood Barbour Tucker Wirt Lewis Gilmer Upshur Randolph Jackson Calhoun 886 Mcfe/d 7,140 Mcfe/d 1,448 Mcfe/d 360 Mcfe/d Pocahontas 3,500 Mcfe/d Grant Pendleton 2,000 Mcfe/d Mineral Hampshire Hardy 1,490 Mcfe/d Morgan Berkeley Jefferson Dominion Marcellus Acreage Selected Dominion Wells Vertical Selected Industry Wells Vertical Permitting Horizontal permits permits or or more permits WV Wells Showing Similar Results to SW PA Wells Source: West Virginia Department of Environmental Protection; CONSOL market intelligence 17

18 Aggressive Gas Production Growth Bcfe Annualized Bcfe Marcellus Other 20% CAGR Marcellus Other Gross Marcellus Wells Drilled Total Marcellus Rigs Annual wells / rig Acceleration of Marcellus Shale Drilling Fuels Production Growth 18

19 Expanded Gas Reserve Potential Proved Reserves Total Unproved Reserves and Potential Resource Base 38.2 Total Resource Potential % Increase in Proved Reserves % Increase in Total Unproved Reserves and Potential Resources Base % Increase in Total Resource Potential Pre Acquisition Post Acquisition Pre Acquisition Post Acquisition Pre Acquisition Post Acquisition Proved Reserves (Tcfe) Total Unproved Reserves and Potential Resource Base (Tcfe) Extraordinary Current and Long Term Opportunities Note: Total Unproved Reserves and Potential Resource Base calculated using mid point of CONSOL Energy estimates. 19

20 CONSOL Coal: Strong Value Creation Platform $25 Operating Margins per Ton Highest U.S. Coal Operating Margins $20 $15 $10 $5 $25 $20 Average Operating Margin by Basin $0 CNX Peer 1 Peer 2 Peer 3 Peer 4 Peer 5 Peer 6 Sources: Public company filings. Note: Peer Group includes, ACI, ARLP, BTU (US Produced Coal), ICO, MEE and PCX. $15 $10 $5 $0 NAPP ILB CAPP PRB Focused In Most Profitable U.S. Coal Basin Sources: Company calculation using current EIA basin prices less marginal cost of production from industry consultant studies. Premier Coal Position in the U.S. 20

21 Margin Growth from Low Vol Met Coal Produces 5 million tons of high quality low vol metallurgical coal at Buchanan Mine Low vol reserves in excess of 100 million tons Buchanan Mine is believed to be the lowest cost met mine in the U.S. Current market prices in the range of $165 $175 per ton (FOB mine) Significant Market Upside for Premium Met Coal 21

22 Additional Growth from High Vol Met Coal Northern Appalachian production capacity approaching 51 million tons per year Nearly all of NAPP production has high vol potential Northern Appalachian cost structure is in the $42 $45 per ton range Bailey/Enlow complex has a capacity of 23 million tons per year, and is among the lowest cost operations in NAPP Demand in Asia and Brazil presents incremental margin ($15 $20/ton) opportunity No additional capital investment required for shipping high vol product Expect to ship 3 million tons in 2010, increasing to 6 8 million tons in 2011 Tightening domestic Northern Appalachian thermal market Multiple Growth Opportunities from Global Demand 22

23 Thermal Coal and Gas to Remain Primary U.S. Energy Sources 6, B kwh Billion kwh 5,000 4,000 3,000 2,000 1, B kwh 0.8B kwh 1.8B kwh +33% 1.1B kwh 2.3B kwh Coal Natural Gas Petroleum & Other Nuclear Renewable Source: EIA Coal Demand to Grow 28% and Gas Demand to Grow 38% by

24 Financing Summary Commitments for $3.5 billion senior unsecured bridge financing Bridge commitments to be replaced with $4 billion of permanent financing contemplated through a public offering of common stock and a private placement of senior unsecured notes - Fund the acquisition and initial development of acquired acreage - Targeting $2.0 $2.5 billion in common stock and $1.5 $2.0 billion in senior unsecured notes Maintain Strong Balance Sheet & Liquidity 24

25 Transaction Summary Compelling valuation for premier Appalachian gas assets Enhances CONSOL s role as diversified U.S. energy company that is the leading Appalachian coal & gas producer Establishes balanced portfolio of coal and natural gas Accelerates growth opportunity in low cost, high margin businesses Drives Long Term Growth and Shareholder Value 25

26 Appendix

27 Expands Diversified Gas Portfolio CONSOL Dominion Pro Forma Total Net O&G Acreage 3,708,541 1,447,122 5,155,663 Marcellus Acreage 250, , ,658 CBM 2,557, ,715 2,731,032 Other 900, ,014 1,682,973 Total Proved Reserves (Tcfe) Marcellus CBM Other Total Unproved Reserves and Potential Resource Base (Tcfe) Marcellus CBM Other Grand Total Reserves & Resources Total Producing Wells 5,240 9,104 14,344 Marcellus CBM 3, ,746 Other 1,510 9,052 10, Total Production (Bcfe) Marcellus CBM Other (1) (1) (2) (2) (1) (1) Note: Total O&G Acreage for CONSOL Energy includes CNX Gas, in which CONSOL Energy has an 83.3% interest, as well as acreage paid for and abstracted through 2/21/10. (1) Dominion actual amount greater than zero, but less than.05 (2) Assumes 4/30/2010 effective date. Annualized 2010 Dominion is 41.0 Bcfe. 27