Apache To Sell Gulf Of Mexico Shelf Assets For $3.75 Billion

         Apache To Sell Gulf Of Mexico Shelf Assets For $3.75 Billion

Company rebalances portfolio toward more predictable growth

PR Newswire

HOUSTON, July 18, 2013

HOUSTON, July 18, 2013 /PRNewswire/ --Apache Corporation (NYSE, Nasdaq: APA)
announced today it has agreed to sell its Gulf of Mexico Shelf operations and
properties to Fieldwood Energy LLC (Fieldwood), an affiliate of Riverstone
Holdings, for cash proceeds of $3.75 billion. In addition, Fieldwood will
assume all asset retirement obligations for these properties, which, as of
June 30, 2013, Apache estimated at a discounted value of approximately $1.5
billion. Apache will retain 50 percent of its ownership interest in all
exploration blocks and in horizons below production in developed blocks, where
high-potential deep hydrocarbon plays are being tested.

"This transaction is an important step toward rebalancing our portfolio," said
G. Steven Farris, chairman and chief executive officer. "At the end of this
process, we expect Apache to have the right mix of assets to generate strong
returns, drive more predictable production growth, and create shareholder

"Apache has had a great run on the Gulf of Mexico Shelf over the last 30
years, and the Shelf region and staff have played a vital role in making
Apache the company it is today. As our company has evolved, however, so have
our investment priorities," Farris said. "Since 2010 we have increased our
focus in North America on capturing and developing a deep inventory of onshore
assets, where we have been generating exceptional production growth at
attractive rates of return. The shallower horizons in the Shelf have matured
to the point that dependable production growth is more difficult to achieve
than from our onshore liquids plays. We remain excited about the potential
associated with the emerging plays under existing salt domes, which is why we
retained 50 percent of the deep rights on 406 blocks held by production and 50
percent of all rights in 146 primary term blocks."

Apache previously announced plans to divest $4 billion in assets by year-end
2013 as part of its ongoing portfolio assessment and to focus on more recently
acquired properties. The company intends to use proceeds to reduce debt and
enhance financial flexibility and to repurchase Apache common shares under a
30-million-share repurchase program authorized by the Board of Directors
earlier this year.

Transaction Terms and Closing Conditions

The effective date of the transaction is July 1, 2013. The sale is subject to
customary regulatory approvals and closing conditions and is projected to
close September 30, 2013. Apache will operate the properties during a
transitional period.

Fieldwood has agreed to offer employment to substantially all of Apache's GOM
Shelf employees.

Goldman Sachs & Co. acted as financial advisor and Bracewell & Giuliani LLP
served as legal advisor to Apache on the transaction.

Apache's Shelf Portfolio

Apache's Shelf portfolio – the largest operated asset base in Gulf waters to
1,000 feet deep – comprises more than 500 blocks with 1.9 million net acres
and year-end 2012 estimated proved reserves of 133 million barrels of oil and
natural gas liquids and 636 billion cubic feet of natural gas. In the first
quarter of 2013, the fields averaged net production of approximately 50,000
barrels of liquid hydrocarbons and 254 million cubic feet of natural gas per

"Employees in Apache's Gulf of Mexico Shelf Region are the most experienced,
technically knowledgeable, and dedicated group in the industry. This team is
committed to safe and environmentally responsible operations during the
transition and in the new ownership structure," Farris said.

Apache's ratio of incidents of noncompliance per inspected component – a key
measure of offshore safety performance – has been at or better than industry
average for the last five years. In 2012, Apache was one of the first Gulf of
Mexico operators to voluntarily submit an audit of its Safety Environmental
Management System (SEMS) to the Bureau of Safety and Environmental
Enforcement. SEMS focuses on operating procedures, hazard analysis, mechanical
integrity and training for all assets and personnel operating in the Gulf of

About Apache

Apache Corporation is an oil and gas exploration and production company with
operations in the United States, Canada, Egypt, the United Kingdom, Australia
and Argentina. Apache posts announcements, operational updates, investor
information and copies of all press releases on its website,

Forward-looking statements

This news release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Forward-looking statements can be identified by words
such as "anticipates," "intends," "plans," "seeks," "believes," "estimates,"
"expects" and similar references to future periods. These statements include,
but are not limited to, statements about future plans, expectations, and
objectives for Apache's operations, including statements about our drilling
plans and production expectations, asset sales and monetizations and share
repurchases. The transaction with Fieldwood is subject to customary closing
conditions and may not be completed for the amount expected, in the
anticipated time frame, or at all. While forward-looking statements are based
on assumptions and analyses made by us that we believe to be reasonable under
the circumstances, whether actual results and developments will meet our
expectations and predictions depend on a number of risks and uncertainties
which could cause our actual results, performance, and financial condition to
differ materially from our expectations. See "Risk Factors" in our 2012 Form
10-K filed with the Securities and Exchange Commission for a discussion of
risk factors that affect our business. Any forward-looking statement made by
us in this news release speaks only as of the date on which it is made.
Factors or events that could cause our actual results to differ may emerge
from time to time, and it is not possible for us to predict all of them. We
undertake no obligation to publicly update any forward-looking statement,
whether as a result of new information, future development, or otherwise,
except as may be required by law.


SOURCE Apache Corporation

Website: http://www.apachecorp.com
Contact: Media: John Roper (281) 302-2646, Bill Mintz (713) 296-7276, Patrick
Cassidy (713) 296-6100, Bob Dye (713) 296-6662, or Investors: Brady Parish,
Castlen Kennedy, Christopher Cortez, Alicia Reis, (281) 302-2286
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