Obligation Murdock Oil Corp 5.75% ( US626717AJ13 ) en USD

Murdock Oil Corp

100 % ▲

Etats-unis

US626717AJ13 ( en USD )

5.75% par an ( paiement semestriel )

14/08/2025

Prospectus brochure de l'obligation Murphy Oil Corp US626717AJ13 en USD 5.75%, échéance 14/08/2025

2 000 USD

550 000 000 USD

626717AJ1

BB ( Spéculatif )

Ba3 ( Spéculatif )

15/08/2025 ( Dans 38 jours )

Murphy Oil Corp est une société internationale d'exploration et de production de pétrole et de gaz naturel, active en Amérique du Nord, en Asie et en Europe.

L'Obligation émise par Murdock Oil Corp ( Etats-unis ) , en USD, avec le code ISIN US626717AJ13, paye un coupon de 5.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/08/2025

L'Obligation émise par Murdock Oil Corp ( Etats-unis ) , en USD, avec le code ISIN US626717AJ13, a été notée Ba3 ( Spéculatif ) par l'agence de notation Moody's.

L'Obligation émise par Murdock Oil Corp ( Etats-unis ) , en USD, avec le code ISIN US626717AJ13, a été notée BB ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

Final Prospectus Supplement
424B5 1 d430440d424b5.htm FINAL PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-207463

Amount
Title Of Each Class
To Be
Aggregate
Of Securities To Be Registered

Registered

Offering Price
Registration Fee(1)
5.750% Notes Due 2025

$550,000,000

100.000%

$63,745

(1)
Calculated in accordance with Rule 457(r) of the Securities Act of 1933.
Table of Contents
Prospe c t us supple m e nt
(T o Prospe c t us da t e d Oc t obe r 1 6 , 2 0 1 5 )

$550,000,000 5.750% Notes Due 2025
We are offering $550,000,000 aggregate principal amount of 5.750% notes due 2025 (the "notes"). The notes will bear interest at the
rate of 5.750% per year, payable semiannually in arrears on February 15 and August 15 of each year, commencing February 15,
2018. The notes will mature on August 15, 2025.
At any time prior to August 15, 2020, we may redeem the notes, in whole or in part, at a price equal to the greater of (i) 100% of the
principal amount of the notes to be redeemed or (ii) a make-whole redemption price determined by using a discount rate of the
applicable treasury rate plus 50 basis points, plus in each case, accrued and unpaid interest on the principal amount of the notes
being redeemed to, but not including, the redemption date. At any time on or after August 15, 2020, we may redeem the notes, in
whole or in part, at the applicable redemption prices set forth under "Description of the notes--Optional redemption", plus accrued
and unpaid interest on the principal amount of the notes being redeemed to, but not including, the redemption date.
The notes will be senior unsecured obligations of Murphy Oil Corporation and will rank equally with all of Murphy Oil Corporation's
other senior unsecured indebtedness from time to time outstanding.
N e it he r t he Se c urit ie s a nd Ex c ha nge Com m ission nor a ny st a t e se c urit ie s c om m ission ha s a pprove d or
disa pprove d of t he se se c urit ie s or de t e rm ine d if t his prospe c t us is t rut hful or c om ple t e . Any re pre se nt a t ion
t o t he c ont ra ry is a c rim ina l offe nse .
Se e "Risk fa c t ors" be ginning on pa ge S -1 2 for a disc ussion of c e rt a in risk s t ha t you should c onside r in
c onne c t ion w it h m a k ing a n inve st m e nt in t he not e s.
The notes will be a new issue of securities and currently there is no established trading market for the notes. We do not intend to list
the notes on any securities exchange or any automated dealer quotation system.

Proc e e ds t o us, be fore

Pric e t o public (1 )
U nde rw rit ing disc ount
e x pe nse s
Per note

100.000%

1.250%

98.750%

Total

$550,000,000

$6,875,000

$543,125,000

(1) Plus accrued interest from August 18, 2017 if settlement occurs after that date.
The notes will be issued only in registered book-entry form, in minimum denominations of $2,000 and integral multiples of $1,000 in
excess thereof. The underwriters expect to deliver the notes to purchasers through the facilities of The Depository Trust Company
for the benefit of its participants, including Euroclear Bank S.A./N.V. and Clearstream Banking, société anonyme, on or about August
18, 2017, which is the tenth business day following the date of this prospectus supplement (T+10). This settlement date may affect
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Final Prospectus Supplement
trading of the notes. See "Underwriting."
Joint physical book-running managers

J .P. M orga n

BofA M e rrill Lync h
Joint book-running managers

BN P PARI BAS

DN B M a rk e t s
Sc ot ia ba nk

M U FG
We lls Fa rgo Se c urit ie s

Goldm a n Sa c hs & Co. LLC
Co-managers

Re gions Se c urit ie s LLC

Ca pit a l One Se c urit ie s
August 4, 2017
Table of Contents
We have not, and the underwriters have not, authorized anyone to provide any information other than that contained or incorporated
by reference in this prospectus supplement, the accompanying prospectus or in any free writing prospectus prepared by or on behalf
of us or to which we have referred you. We do not, and the underwriters do not, take any responsibility for, and can provide no
assurance as to the reliability of, any other information that others may give you.
We are not, and the underwriters are not, making an offer of these securities in any jurisdiction where the offer or sale is not
permitted. You should not assume that the information provided by this prospectus supplement or the accompanying prospectus is
accurate as of any date other than the date on the front of this prospectus supplement or, with respect to information incorporated by
reference, as of the date of that information. Our business, financial condition, results of operations and prospects may have changed
since those respective dates.
T a ble of c ont e nt s

Pa ge
Prospe c t us supple m e nt

About this prospectus

S-ii
Where you can find more information

S-ii
Forward-looking statements

S-iii
Summary

S-1
Risk factors

S-12
Ratio of earnings to fixed charges

S-15
Use of proceeds

S-15
Capitalization

S-16
Description of the notes

S-17
Material U.S. federal income tax considerations for non-U.S. holders

S-33
Underwriting

S-36
Legal matters

S-41
Experts

S-41
Prospe c t us

About this prospectus

2
Murphy Oil Corporation

2
Where you can find more information

3
Special note on forward-looking statements

3
Ratio of earnings to fixed charges

4
Use of proceeds

4
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Final Prospectus Supplement
Description of common stock

5
Description of preferred stock

7
Description of depositary shares

8
Description of debt securities

10
Description of warrants

19
Description of purchase contracts

20
Description of units

21
Forms of securities

22
Plan of distribution

23
Validity of securities

23
Experts

23

S-i
Table of Contents
About t his prospe c t us
This document has two parts. The first part consists of this prospectus supplement, which describes the specific terms of this offering
and the notes offered. The second part is the accompanying prospectus, dated October 16, 2015, which provides more general
information, some of which may not apply to this offering. If the description of the offering varies between this prospectus supplement
and the accompanying prospectus, you should rely on the information in this prospectus supplement.
In this prospectus supplement, we refer to Murphy Oil Corporation and its wholly owned subsidiaries as "we," "our," "us," the
"Company," "Murphy Oil" or "Murphy" unless the context clearly indicates otherwise.
Before purchasing any notes, you should carefully read both this prospectus supplement and the accompanying prospectus, together
with the additional information in the documents we have listed under the heading "Where you can find more information."
Whe re you c a n find m ore inform a t ion
We file annual, quarterly and current reports, proxy statements and other information with the Securities and Exchange Commission
(the "SEC"). You may read and copy any document we file with the SEC at the SEC's Public Reference Room at 100 F Street, N.E.,
Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information on the Public Reference Room. Our SEC
filings are also available to the public at the SEC's web site at http://www.sec.gov.
The SEC allows us to "incorporate by reference" into this prospectus supplement the information we file with it, which means that we
can disclose important information to you by referring you to those documents. The information incorporated by reference or deemed
incorporated by reference is considered to be a part of this prospectus supplement. Information that we file with the SEC after the
date of this prospectus supplement will update and supersede this information. We incorporate by reference the documents listed
below and any future filings made with the SEC under Sections 13(a), 13(c), 14, or 15(d) of the Securities Exchange Act of 1934, as
amended, until our offering is completed:

· Our Annual Report on Form 10-K for the year ended December 31, 2016, filed on February 24, 2017;

· Our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017, filed on May 4, 2017 and June 30, 2017, filed on
August 2, 2017;

· Our Definitive Proxy Statement on Schedule 14A filed on March 24, 2017 (solely to the extent incorporated by reference into Part
III of our Annual Report on Form 10-K); and

· Our Current Reports on Form 8-K filed on April 6, 2017, May 10, 2017, August 3, 2017 and August 4, 2017.
You may request a free copy of these filings by writing to, or telephoning, us at the following address and phone number:
Corporate Secretary
Murphy Oil Corporation
P.O. Box 7000
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Final Prospectus Supplement
El Dorado, Arkansas 71731-7000
(870) 862-6411

S-ii
Table of Contents
Forw a rd-look ing st a t e m e nt s
This prospectus supplement and the accompanying prospectus, including the documents we incorporate by reference, contains
forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express
management's current views concerning future events or results, are subject to inherent risks and uncertainties. Factors that could
cause actual results to differ materially from those expressed or implied in our forward-looking statements include, but are not limited
to, the volatility and level of crude oil and natural gas prices, the level and success rate of Murphy's exploration programs, the
Company's ability to maintain production rates and replace reserves, customer demand for Murphy's products, adverse foreign
exchange movements, political and regulatory instability, adverse developments in the U.S. or global capital markets, credit markets
or economies generally and uncontrollable natural hazards, as well as those contained under the caption "Risk Factors" in our Annual
Report on Form 10-K for the year ended December 31, 2016. We undertake no duty to publicly update or revise any forward-looking
statements.

S-iii
Table of Contents
Sum m a ry
This summary description of our business and the offering may not contain all of the information that may be important to you.
For a more complete understanding of our business and this offering, we encourage you to read this entire prospectus
supplement, the accompanying prospectus and the documents incorporated by reference herein and therein. In particular, you
should read the following summary together with the more detailed information and consolidated financial statements and the
notes to those statements included elsewhere in or incorporated by reference into this prospectus supplement and the
accompanying prospectus.
Com pa ny ove rvie w
Murphy Oil Corporation is a worldwide oil and gas exploration and production company. The Company explores for and
produces crude oil, natural gas and natural gas liquids (NGL) worldwide. The Company maintains upstream operating offices in
several locations around the world, with the most significant of these including Houston, Texas, Calgary, Alberta, and Kuala
Lumpur, Malaysia.
Murphy Oil's worldwide crude oil and condensate production in 2016 averaged 103,400 barrels per day, a decrease of 18%
compared to 2015. The decrease in 2016 was primarily due to the Syncrude divestiture, lower crude oil and condensate
production in the Eagle Ford Shale area of South Texas mainly due to significantly less development spending, lower production
in the Seal heavy oil field due to normal decline and shut-in of uneconomic wells, and lower production in Malaysia resulting
from normal decline. NGL production in 2016 averaged 9,200 barrels per day, a 10% drop versus 2015. The Company's
worldwide sales volume of natural gas averaged 378 million cubic feet per day in 2016, down 12% from 2015 levels. The
decrease in natural gas sales volume in 2016 was primarily attributable to lower gas production volumes in the Gulf of Mexico at
the Company's Dalmatian field, lower production in Malaysia due to higher unplanned downtime, lower entitlement at Sarawak
and more gas injection at Kikeh, partially offset by higher gas production in the Tupper area in Western Canada. Total worldwide
2016 production on a barrel of oil equivalent basis (six thousand cubic feet of natural gas equals one barrel of oil) was
approximately 175,600 barrels per day, a decrease of 15% compared to 2015.
Total worldwide production averaged 166,021 barrels of oil equivalent per day during the six months ended June 30, 2017, a
9.1% decrease from 182,604 barrels of oil equivalent produced in the same period in 2016. When Seal and Syncrude are
excluded, the Company's worldwide production decreased by 2.8%. Crude oil and condensate production in the first half of 2017
averaged 92,300 barrels per day compared to 111,235 barrels per day a year ago. Crude oil production decreased 5,153 barrels
per day in the Eagle Ford Shale in 2017 due to production declines associated with significantly less drilling in 2016 in response
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Final Prospectus Supplement
to lower prices and phasing of capital expenditures into late 2017. Heavy oil production in Canada declined in 2017 in the Seal
area of Western Canada primarily due to divestment of the asset in January 2017. Synthetic oil production in Canada also was
nil in 2017 due to the Company's divestiture of Syncrude Canada Ltd. in the second quarter of 2016. Lower oil production in
2017 in Block K Malaysia was primarily attributable to natural well decline. For the first six months of 2017, the Company's sales
price for crude oil and condensate averaged $49.17 per barrel, up from $38.78 per barrel in 2016.
Total production of NGL was 9,145 barrels per day in the six months ended June 30, 2017 compared to 9,058 barrels per day in
the six months ended June 30, 2016. The average sales price for U.S. NGL was $15.53 per barrel in the six months ended
June 30, 2017 compared to $9.80 per barrel in the six months ended June 30, 2016.

S-1
Table of Contents
Natural gas sales volumes averaged 387 million cubic feet per day in the six months ended June 30, 2017 compared to
374 million cubic feet per day in the six months ended June 30, 2016. Natural gas sales volumes increased primarily due to less
unplanned downtime in 2017 in both Sarawak and Block K Malaysia. North American natural gas volume was flat as
improvement in Canada due to the full year volumes from Kaybob and Placid fields were offset in part by lower U.S. volume due
to natural field decline. The average sales price for North American natural gas in the first six months of 2017 was $2.17 per
thousand cubic feet (MCF), up from $1.45 per MCF realized in 2016. Natural gas production at fields offshore Sarawak was sold
at an average realized price of $3.49 per MCF in the first six months of 2017 compared to $3.52 per MCF in 2016.

Our principal executive offices are located at 300 Peach Street, P.O. Box 7000, El Dorado, Arkansas 71731-7000, and our
telephone number is (870) 862-6411. Our capital stock is listed on the New York Stock Exchange under the symbol "MUR." We
maintain a website at http://www.murphyoilcorp.com where general information about us is available. We are not incorporating
the contents of the website into this prospectus supplement or the accompanying prospectus.

S-2
Table of Contents
T he offe ring
This summary highlights certain terms of the offering but does not contain all information that may be important to you. We
encourage you to read this prospectus supplement and the accompanying prospectus in their entirety before making an
investment decision.

I ssue r
Murphy Oil Corporation

Se c urit ie s offe re d
$550,000,000 aggregate principal amount of 5.750% notes due 2025

M a t urit y da t e
August 15, 2025

I nt e re st ra t e
5.750% per annum

I nt e re st pa ym e nt da t e s
Semiannually in arrears on February 15 and August 15 of each year, commencing February
15, 2018

Interest on the notes will accrue from August 18, 2017

Furt he r issua nc e s
We may from time to time, without the consent of the holders, create and issue additional
notes having the same terms and conditions as the notes offered by this prospectus
supplement in all respects, except for the issue date, issue price and, under some
circumstances, the date of the first payment of interest on the notes, provided that if the
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Final Prospectus Supplement
additional notes of a series are not fungible with the notes for U.S. federal income tax
purposes, such additional notes will have a different CUSIP.

Opt iona l re de m pt ion
At any time prior to August 15, 2020, we may redeem the notes, in whole or in part, at a
price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed or
(ii) a make-whole redemption price determined by using a discount rate of the applicable
treasury rate plus 50 basis points, plus in each case, accrued and unpaid interest on the
principal amount of the notes being redeemed to, but not including, the redemption date.

At any time on or after August 15, 2020, we may redeem the notes, in whole or in part, at
the applicable redemption prices set forth under "Description of the notes--Optional

redemption," plus accrued and unpaid interest on the principal amount of the notes being
redeemed to, but not including, the redemption date.

Re purc ha se upon a c ha nge If a change of control triggering event (as defined herein) occurs, we must offer to repurchase
of c ont rol t rigge ring e ve nt
the notes at a purchase price equal to 101% of the principal amount thereof, plus accrued
and unpaid interest, if any, to the date of repurchase. See "Description of the notes--
Repurchase upon a change of control triggering event."

Ra nk ing
The notes:

· will be unsecured;

· will rank equally with all of our existing and future unsecured senior debt;

S-3
Table of Contents

· will be senior to any future subordinated debt;

· will be effectively junior to our secured debt to the extent of the assets securing such debt;

and

· will be effectively junior to all existing and future debt and other liabilities of, or guaranteed

by our subsidiaries, including their debt and trade payables and our revolving credit facility.

As of June 30, 2017, our subsidiaries had $739.2 million of indebtedness, trade payables and

other accrued current liabilities outstanding.

Cove na nt s
We will issue the notes under an indenture containing covenants for your benefit. These
covenants restrict our ability, with certain exceptions, to:

· incur debt secured by liens;

· permit our subsidiaries to incur or guarantee debt; and

· engage in sale/leaseback transactions.

U se of proc e e ds
We expect the net proceeds from this offering of notes to be approximately $541.7 million,
after deducting underwriting discounts and other estimated expenses of the offering. We
intend to use the net proceeds from the offering of the notes for the redemption of our $550
million aggregate principal amount of 2.500% Notes due 2017. See "Use of proceeds."

Book -e nt ry form
The notes will be issued in book-entry form and will be represented by global certificates
deposited with, or on behalf of, The Depository Trust Company ("DTC") and registered in the
name of a nominee of DTC. Beneficial interests in any of the notes will be shown on, and
transfers will be effected only through, records maintained by DTC or its nominee and any
such interest may not be exchanged for certificated securities, except in limited
circumstances.

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Final Prospectus Supplement
Abse nc e of a public m a rk e t The notes will be a new issue of securities and there is currently no established trading
for t he not e s
market for the notes. Accordingly, we cannot assure you as to the development or liquidity of
any market for the notes. The underwriters have advised us that they currently intend to make
a market in the notes. However, they are not obligated to do so, and they may discontinue
any market making with respect to the notes without notice.

U .S. fe de ra l inc om e t a x
For the U.S. federal income tax consequences to non-U.S. holders (as defined herein) of the
c onse que nc e s
holding and disposition of the notes, see "Material U.S. federal income tax considerations for
Non-U.S. Holders" in this prospectus supplement.

List ing
We do not intend to apply for a listing of the notes on any securities exchange or any
automated dealer quotation system.

T rust e e
Wells Fargo Bank, National Association

S-4
Table of Contents
Sum m a ry c onsolida t e d hist oric a l fina nc ia l da t a
We have provided in the tables below summary consolidated historical financial data. We have derived the statement of income
data and other financial data for the six months ended June 30, 2017 and 2016, and for each of the years in the three-year
period ended December 31, 2016, and the balance sheet data as of June 30, 2017 and 2016, and as of December 31 for each
of the three years in the three-year period ended December 31, 2016, from our unaudited and audited consolidated financial
statements. You should read the following financial information in conjunction with our consolidated financial statements and
related notes that we have included elsewhere and incorporated by reference in this prospectus supplement and the
accompanying prospectus. In the opinion of our management, the unaudited consolidated financial statements have been
prepared on the same basis as the audited consolidated financial statements and include all adjustments necessary for a fair
presentation of the information set forth therein. The interim results set forth below are not necessarily indicative of results for
the year ending December 31, 2017 or for any other period.
The financial data for the twelve-month period ended June 30, 2017 in the following tables is presented for informational
purposes only. Such twelve-month period is not a financial reporting period in accordance with GAAP and should not be
considered in isolation from or as a substitute for our consolidated historical financial statements. The statements of operations
information for such twelve-month period is derived by subtracting our statements of operations information for the six months
ended June 30, 2016 from our statements of operations information for the year ended December 31, 2016 and adding our
statements of operations information for the six months ended June 30, 2017.

T w e lve m ont hs
Six m ont hs

e nde d J une 3 0 ,
e nde d J une 3 0 ,
Y e a r e nde d De c e m be r 3 1 ,

2 0 1 7
2 0 1 7
2 0 1 6
2 0 1 6
2 0 1 5
2 0 1 4
(in t housa nds, e x c e pt ra t ios)

(una udit e d)
(una udit e d)

St a t e m e nt of I nc om e Da t a :

Total revenues
$
2,145,488 $1,139,116 $ 867,757 $1,874,129 $ 3,033,080 $5,476,084
Cost s a nd Ex pe nse s:

Lease operating expenses
$
477,048 $ 233,321 $ 315,633 $ 559,360 $
832,306 $1,089,888
Severance and ad valorem taxes

39,705
21,955
26,076
43,826
65,794
107,215
Exploration expenses, including undeveloped
lease amortization

86,681
48,864
64,044
101,861
470,924
513,600
Selling and general expenses

236,177
111,587
140,620
265,210
306,663
364,004
Depreciation, depletion and amortization

983,839
471,146
541,388 1,054,081 1,619,824 1,906,247
Impairment of assets

--
--
95,088
95,088 2,493,156
51,314
Redetermination expense

39,100
--
--
39,100
--
--
Accretion of asset retirement obligations

43,255
20,984
24,471
46,742
48,665
50,778
Deepwater rig contract exit costs

(4,344)
--
--
(4,344)
282,001
--
Interest expense

177,324
91,951
67,119
152,492
124,665
136,424
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Final Prospectus Supplement
Interest capitalized

(4,082)
(2,209)
(2,449)
(4,322)
(7,290)
(20,605)
Other expenses (benefit)

34,616
8,534
(7,932)
18,150
78,634
24,949

Total costs and expenses

2,109,319 1,006,133 1,264,058 2,367,244 6,315,342 4,223,814

Income (loss) from continuing operations before
income taxes

36,169
132,983 (396,301) (493,115) (3,282,262) 1,252,270
Income tax expense (benefit)

73,391
92,842 (199,721) (219,172) (1,026,490)
227,297

Income (loss) from continuing operations

(37,222)
40,141 (196,580) (273,943) (2,255,772) 1,024,973
Income (loss) from discontinued operations, net of
income taxes(1)

(1,983)
752
708
(2,027)
(15,061) (119,362)

Net income (loss)
$
(39,205) $
40,893 $ (195,872) $ (275,970) $(2,270,833) $ 905,611

S-5
Table of Contents
T w e lve m ont hs
Six m ont hs
Y e a r e nde d

e nde d J une 3 0 , e nde d J une 3 0 ,
De c e m be r 3 1 ,

2 0 1 7
2 0 1 7
2 0 1 6 2 0 1 6
2 0 1 5
2 0 1 4
(in m illions, e x c e pt ra t ios)

(una udit e d)
(una udit e d)

Ot he r Fina nc ia l Da t a :

Net cash provided by operating activities
$
1,078.9 $ 591.5 $
113.4 $600.8 $1,183.4 $3,048.6
Capital expenditures(2)

762.9
415.0
463.6 811.5 2,187.2 3,769.3
EBITDA(3)

1,193.2
693.9
304.9 804.2
948.1 3,325.6
EBITDAX(3)

1,280.0
742.7
368.9 906.1 1,419.0 3,839.2
Adjusted EBITDAX(3)

1,261.1
622.9
469.5 857.5 1,525.1 3,748.0
Ratio of EBITDA to interest expense(3)

6.7
7.5
4.5
5.3
7.6
24.4
Ratio of earnings to fixed charges(4)(5)

1.3
2.3
*
*
*
7.9

As of J une 3 0 ,
As of De c e m be r 3 1 ,

2 0 1 7
2 0 1 6
2 0 1 6
2 0 1 5
2 0 1 4
(in t housa nds)

(una udit e d)

Ba la nc e She e t Da t a :

Working capital

$
182,941
$ 157,106
$
56,751
$
(277,396)
$
131,262
Net property, plant and equipment

8,164,116
8,565,485
8,316,188
9,818,365
13,331,047
Total assets

10,136,801
9,914,632
10,295,860
11,493,812
16,723,738
Long-term debt

2,367,059
2,435,486
2,422,750
3,040,594
2,517,669
Total debt including current maturities

2,926,275
2,455,497
2,992,567
3,059,475
2,983,057
Stockholders' equity

4,977,688
5,171,693
4,916,679
5,306,728
8,573,434

(1) Discontinued operations presented here principally include our U.K. refining and marketing operations. We decommissioned the Milford Haven refinery units and
completed the sale of our remaining downstream assets in the U.K. in the second quarter of 2015 for cash proceeds of $5.5 million. We have accounted for the
U.K. downstream business as discontinued operations for all periods presented.

(2) Capital expenditures presented here include accruals for incurred but unpaid capital activities, while property additions and dry holes in the Statements of Cash
Flows are cash-based capital expenditures and do not include capital accruals and geological, geophysical and certain other exploration expenses that are not
eligible for capitalization under oil and gas accounting rules.

(3) EBITDA means earnings from continuing operations before interest expense, income taxes, depreciation, depletion and amortization and impairment of properties.
EBITDAX means earnings from continuing operations before interest expense, income taxes, depreciation, depletion and amortization, impairment of properties
and exploration expenses. Adjusted EBITDAX means earnings from continuing operations before interest expense, income taxes, depreciation, depletion and
amortization, impairment of properties, exploration expenses, restructuring costs, mark-to-market (gain) loss, long-term incentive plan expense, (gain) loss on
foreign currency, accretion expense, rig contract exist costs and other nonrecurring (gains) expenses, less interest income.

Management has included a presentation of EBITDA, EBITDAX and Adjusted EBITDAX in this prospectus supplement because some debt investors use this data
as indicators of a company's ability to service debt. However, EBITDA, EBITDAX and Adjusted EBITDAX are not GAAP measures and may not be comparable to
similarly titled items of other companies. You should not consider EBITDA, EBITDAX or Adjusted EBITDAX as an alternative to net income or any other generally
accepted accounting principles measure of performance, as indicators of our operating performance, or as measures of liquidity. EBITDA, EBITDAX and Adjusted
EBITDAX do not represent funds available for management's discretionary use because certain future cash expenditures are not reflected in the EBITDA,
EBITDAX or Adjusted EBITDAX presentation. It should also be noted that all companies do not calculate EBITDA, EBITDAX or Adjusted EBITDAX in the same
manner and, accordingly, EBITDA, EBITDAX and Adjusted EBITDAX presented in this prospectus supplement may not be comparable to similar measures used
by other companies.
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Final Prospectus Supplement

S-6
Table of Contents
The following table is a reconciliation of EBITDA, EBITDAX and Adjusted EBITDAX to net income (loss) from continuing operations, the most directly comparable
financial measure under GAAP (in millions, except ratios):

T w e lve m ont hs
Six m ont hs

e nde d J une 3 0 ,
e nde d J une 3 0 ,
Y e a r e nde d De c e m be r 3 1 ,

2 0 1 7
2 0 1 7
2 0 1 6
2 0 1 6
2 0 1 5
2 0 1 4
(in m illions, e x c e pt ra t ios)

(una udit e d)
(una udit e d)

Income (loss) from continuing operations
$
(37.3) $ 40.1 $(196.6) $ (274.0) $(2,255.8) $1,025.0
Interest expense

177.4
91.9
67.1
152.5
124.7
136.4
Interest capitalized

(4.1)
(2.2)
(2.4)
(4.3)
(7.3)
(20.6)
Income tax expense

73.4
92.9 (199.7) (219.2) (1,026.5)
227.3
Depreciation, depletion and amortization

983.8 471.1 541.4 1,054.1 1,619.8 1,906.2
Impairment of properties

--
--
95.1
95.1 2,493.2
51.3

EBITDA
$
1,193.2 $ 693.8 $ 304.9 $ 804.2 $
948.1 $3,325.6

Exploration expense

86.8
48.9
64.0
101.9
470.9
513.6
EBITDAX
$
1,280.0 $ 742.7 $ 368.9 $ 906.1 $ 1,419.0 $3,839.2

Restructuring costs

--
--
9.3
9.3
12.6
--
Mark-to-market (gains) losses

(17.4) (62.6)
79.9 (125.0)
(77.3)
(0.4)
Long-term incentive plan expense

28.0
13.3
14.5
29.1
42.4
43.5
(Gain) loss on foreign currency

10.6
48.0 (22.3)
(59.7)
(88.0)
(38.5)
Accretion expense

43.3
20.9
24.4
46.7
48.7
50.8
Rig contract exit costs

(10.4)
(6.1)
--
(4.3)
282.0
--
Interest income

(4.4)
(2.8)
(1.4)
(2.9)
(4.0)
(7.7)
Redetermination expense

39.1
--
--
39.1
--
--
Environmental expense

6.3
--
--
6.3
43.9
--
Inventory write down

14.5
--
--
14.5
--
--
Gain on sale of assets

(128.5) (130.6)
(3.8)
(1.7)
(154.2) (138.9)
Adjusted EBITDAX

1,261.1 622.9 469.5
857.5 1,525.1 3,748.0

Ratio of EBITDA to interest expense(A)

6.7
7.5
4.5
5.3
7.6
24.4

(A) The ratio of EBITDA to interest expense is calculated by dividing EBITDA by the gross interest expense for the period before reduction for interest capitalized to
development projects.

(4) We have computed the ratio of earnings to fixed charges by dividing earnings by fixed charges. For this purpose, "earnings" consist of income from continuing
operations before income taxes adjusted for (1) fixed charges, (2) undistributed earnings of companies accounted for by the equity method, (3) capitalized
interest, (4) amortization of capitalized interest and (5) interest portion of rentals. "Fixed charges" consist of interest and amortization of debt discount and
expense, whether capitalized or expensed, and that portion of rental expense determined to be representative of the interest factor.

(5) Our earnings for the six months ended June 30, 2016 were inadequate to cover fixed charges by $389.5 million. Our earnings for the years ended December 31,
2016 and 2015 were inadequate to cover fixed charges by $476.9 million and $3,258.2 million, respectively.

S-7
Table of Contents
Sum m a ry hist oric a l ope ra t ing da t a
We have provided in the table below our summary operating data for the six months ended June 30, 2017 and 2016 and each
of the years in the three-year period ended December 31, 2016.

Six m ont hs e nde d J une 3 0 , Y e a r e nde d De c e m be r 3 1 ,

2 0 1 7 2 0 1 6
2 0 1 6
2 0 1 5
2 0 1 4
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Final Prospectus Supplement
Ex plora t ion a nd Produc t ion:

Net crude oil and condensates production--barrels per day:

United States

45,241
51,881 48,230 61,119 59,900
Canada--conventional

11,826
11,319 12,549 12,877 16,216
Canada--synthetic oil(1)

--
9,326
4,637 11,699 11,997
Malaysia(2)

35,233
38,709 37,984 40,705 54,295

Total

92,300
111,235 103,400 126,400 142,408

Net natural gas liquids production--barrels per day:

United States

7,880
8,335
8,231
9,556
8,374
Canada

359
88
210
10
25
Malaysia(2)

906
635
786
668
840

Total

9,145
9,058
9,227 10,234
9,239

Net natural gas sold--thousands of cubic feet per day:

United States

46,451
57,297 53,031 87,372 88,471
Canada

218,641
207,288 208,682 196,774 156,478
Malaysia(2)--Sarawak

114,767
97,155 106,380 121,650 168,712
--Block K

7,598
12,124 10,070 21,818 32,295

Total

387,457
373,864 378,163 427,614 445,956

Net hydrocarbon production--equivalent barrels
per day(3)

166,021
182,604 175,654 207,903 225,973
Estimated net hydrocarbon reserves--million equivalent
barrels(4)

N/A
N/A
684.5
774.0
756.5
Reserve life--years(4, 5)

N/A
N/A
10.6
10.2
9.2

(1) Our production of synthetic oil was attributable to our 5% interest in Syncrude. We completed the sale of our interest in Syncrude to Suncor Energy Inc. in June
2016, and do not currently own any proved reserves of synthetic oil.

(2) We sold a 20% interest in Malaysia properties on December 18, 2014 and sold an additional 10% interest on January 29, 2015. This table includes volumes for
these sold interests through the date of disposition.

(3) 6,000 cubic feet of natural gas equals one equivalent barrel.

(4) Not reported on a quarterly basis.

(5) Total net proved hydrocarbon reserves at the end of the respective period divided by net hydrocarbon production for the year.

S-8
Table of Contents
Production-related expenses for continuing exploration and production operations during the last three years are shown in the
following table:

Y e a r e nde d

De c e m be r 3 1 ,

2 0 1 6
2 0 1 5
2 0 1 4

(M illions of dolla rs)
Lease operating expense
559.4 832.3 1,089.9
Severance and ad valorem taxes

43.8
65.8
107.2
Depreciation, depletion and amortization
1,037.3 1,607.9 1,897.5

Total
1,640.5 2,506.0 3,094.6

Cost per equivalent barrel sold for these production-related expenses are shown by geographical area in the following table:

Y e a r e nde d

De c e m be r 3 1 ,

2 0 1 6
2 0 1 5
2 0 1 4

(Dolla rs pe r BoE)
United States--Eagle Ford Shale:

https://www.sec.gov/Archives/edgar/data/717423/000119312517250772/d430440d424b5.htm[8/8/2017 4:44:32 PM]

Document Outline

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