The deal would give Noble an entry into Texas Permian Basin gas and oil regions and the Eagle Ford Shale field. Shareholders of Rosetta will receive 0.54 Noble Energy shares for every share held, which is equal to $26.61 per share, based upon the closing price of Noble on Friday for $49.13.
The offer is 38% of a premium to the close of Rosetta on Friday. Shares lost close to two-thirds since June of 2014.
Noble will assume the net debt of Rosetta of $1.8 billion. The company said it identified more than 1,800 locations for drilling across the liquids rich Rosetta assets, which consist of 50,000 acres in Eagle Ford and 56,000 in Permian.
Those assets have a potential to produce close to 1 billion barrels of oil or equivalent.
Noble raised its production forecast for 2015 last week, citing its cuts in costs and technical improvements.
The company, which receives more than one third of its sales volume outside the U.S., is facing opposition from the competition regulator in Israel over its share of Leviathan’s gas field.
Noble as well as Delek Group together are owners of 85% of the field. The deal made by Noble for Rosetta is expected to close by the end of the third quarter of this year and is the most recent acquisition that have been triggered by a sharp drop in the oil prices.
Royal Dutch Shell agreed in April to purchased BG Group for more than 47 billion pounds.
Up until the close of business on Friday Noble shares were down by 37%. Noble shares have dropped by 37% since June of last year.