M&A

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    Eclipse’s Top Brass Not Sticking Around After Blue Ridge Merger

    MDN brought you the big news yesterday that Eclipse Resources is merging with Blue Ridge Mountain Resources (see Eclipse Resources Merging with Former Magnum Hunter). We noted that nowhere in the announcement and paperwork we read that Eclipse co-founder and CEO Ben Hulburt would be staying with the newly merged company. We now have confirmation that Hulburt is leaving when the deal closes. We also have confirmation that pretty much all of Eclipse’s top brass is leaving–except for Oleg Tolmachev, who will become the senior vice president and COO of the newly merged company. In addition to Hulburt’s departure, Eclipse executive VP/general counsel Christopher Hulburt is leaving, and executive VP/CFO Matthew DeNezza will also exit stage right. All three are being paid more than $1 million (Ben Hulburt more than $3 million) to leave…
    Read More “Eclipse’s Top Brass Not Sticking Around After Blue Ridge Merger”

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    Eclipse Resources Merging with Former Magnum Hunter

    Blue Ridge/Eclipse combined acreage location – click for larger version

    Some big news breaking from yesterday: After months of teasing by Eclipse Resources that it’s working on selling itself–it finally has. The buyer is Blue Ridge Mountain Resources, the renamed remnant of Magnum Hunter Resources. Magnum Hunter filed for bankruptcy in December 2015, emerging from bankruptcy in May 2016 minus CEO Gary Evans (see Magnum Hunter Emerges from Bankruptcy with CEO Gary Evans Gone). Looking to shed the image of the past, the company renamed itself as Blue Ridge in January 2017 (see Magnum Hunter Changes Its Name, Leaves the Bankrupt Past Behind). Blue Ridge, headquartered in Texas, has 99,000 acres of leases (mostly undeveloped) in the Marcellus and Utica Shale plays. Eclipse, on the other hand, is headquartered in State College, PA and has 128,000 acres–focused 100% on the Marcellus/Utica. Eclipse is renown for having drilled the world’s longest onshore lateral wells. Why do we say Blue Ridge is buying Eclipse when the announcement talks about a merger and on paper Blue Ridge will become a subsidiary of Eclipse? Because Eclipse is doing a 15 to 1 reverse stock split (combining shares to boost the per share value) and Eclipse CEO Ben Hulburt is nowhere to be found in the management structure of the newly combined company. Blue Ridge President and CEO John Reinhart will become President and CEO of the newly combined company. Eclipse’s top engineer Oleg Tolmachev–the guy who figures out how to drill those super-long laterals–will become Executive Vice President and COO of the combined company. No word yet on which name (or new name) they will use for the newly merged company…
    Read More “Eclipse Resources Merging with Former Magnum Hunter”

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    Williams Finally, After Years, Buys Out Williams Partners Subsidiary

    Williams, after years of saying it would so, finally bought out and merged in its Williams Partners MLP subsidiary. The on-paper $10.5 billion merger happened last Friday. Williams originally planned to do this in May 2015 in a deal worth $13.8 billion (see Williams is Buying Out Williams Partners Subsidiary for $13.8B). Shortly after Williams’ announcement, Kelsy Warren and his Energy Transfer Equity company pursued Williams, wanting to merge Williams into its own operation. The ETE distraction caused Williams to put a merger with Williams Partners on hold. Williams initially fought ETE, but in the end cut a deal (see Williams Accepts ETE’s “Indecent Proposal” – Price Went Down $10B). Without recounting the all the sordid details, ETE got cold feet and left Williams at the alter, and Williams sued (see Merger Turns Sour: Williams Sues ETE/CEO Kelcy Warren). The merger never happened, and near as we can tell, the lawsuits over the aborted attempt to merge still are not fully resolved. In the end, Williams remained a standalone company. Williams CEO Alan Armstrong not only survived the botched ETE attempt to take it over, he also survived an attempted board of directors coup against him not long after the merger went bust (see Half of Williams Board, Including 2 Corporate Raiders, Quit). Armstrong is a survivor and Williams is now doing great. Last Friday’s merger of the MLP Williams Partners into the Williams C Corporation is proof of that. In the end, the deal cost Williams (C Corp) stockholders $10. 5 billion (see FERC Tax Decision Forces Williams to Restructure – No More MLP). Here’s the news that Williams is now, finally, all under one umbrella…
    Read More “Williams Finally, After Years, Buys Out Williams Partners Subsidiary”

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    Texas Crane Company Buying Marcellus/Utica Crane Company

    TNT Crane & Rigging, headquartered in Houston, TX, has just purchased itself a major presence in the crane/rigging market in the Marcellus/Utica. TNT announced on Tuesday it is “merging with” (i.e. buying out and merging in) Allison Crane & Rigging, located in Williamsport, PA. When you read these kinds of announcements you’re never quite sure who is buying whom. But it became clear in this announcement. TNT, which is a “portfolio company” of (i.e. majority owned by) First Reserve, a BIG private equity investment firm, owns and operates 700 cranes in 44 different branch offices across North America. Allison operates 30 cranes. That’s how we know who bought whom. Here’s the news that TNT and Allison figure they’re better together…
    Read More “Texas Crane Company Buying Marcellus/Utica Crane Company”

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    Quebec’s Junex Says Utica Offer “Not Superior” – Merger in Doubt

    MDN told you in June that Canada’s Quebec Province announced it will commit fracking suicide by implementing a permanent frack ban (see Quebec to Ban Utica Shale Drilling, Most Other Drilling Too). Quebec’s announcement is a virtual death sentence for oil and gas companies in the province. The shale fracking ban is coupled with new drilling standards so tight that even conventional drillers will have a difficult, almost impossible time. The result was immediate. Junex, a driller headquartered in Quebec with 1 million leased acres in the St. Lawrence lowlands (where there is Utica Shale), announced it would sell out to/merge with Cuda Energy, headquartered in Calgary, Alberta. Except now the merger is in doubt. It seems the merger was Cuda’s idea and was “unsolicited.” But hey, what’s a oil/gas driller going to do if they can’t horizontally drill and frack? Junex looked the offer over in detail and says it “does not constitute a ‘Superior Proposal’.” Oh oh. Is this a negotiating tactic for a higher price/better terms? What’s Plan B for Junex if they don’t sell out to Cuda? Here’s the latest on the Cuda/Junex potential merger…
    Read More “Quebec’s Junex Says Utica Offer “Not Superior” – Merger in Doubt”

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    Chesapeake’s $2B Exit from Ohio Utica “Is a Good Thing”

    Last week MDN shared the blockbuster news that Chesapeake Energy is exiting the Ohio Utica, selling all of its Ohio assets for $2 billion (see Stop Press: Chesapeake Sells ALL of its Ohio Utica Assets for $2B). The buyer is Encino Acquisition Partners, a joint venture between Encino Energy and the Canada Pension Plan Investment Board. At the time we speculated this may be good news for Ohio’s landowners signed with Chesapeake–that perhaps landowners now stand a better chance of seeing new drilling. That was just speculation/hope on our part. Looks like we’re not the only ones thinking that way. A couple of industry experts are saying the same thing. One of them said Chesapeake’s sale and exit “is a good thing” because it means Encino will sink money into new drilling programs in a way that Chesapeake, larded up with debt, could not…
    Read More “Chesapeake’s $2B Exit from Ohio Utica “Is a Good Thing””

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    FERC Approves Dominion Energy/SCANA Merger – Deal Still Alive

    In January Dominion Energy announced a deal to buy out and merge in South Carolina-based SCANA Corporation (see Dominion Buys SCANA, Mulls Atlantic Coast Pipe Expansion into SC). SCANA is an energy-based holding company principally engaged, through subsidiaries, in electric and natural gas utility operations and other energy-related businesses. In other words, the local electric and gas company for much of South Carolina. Dominion is a big company with many operations–they are a pipeline company, an electric generating company, and a utility company (like SCANA). The merger makes sense. Dominion gets to grow and add more customers to its utility business, especially if they expand their now-under-construction Atlantic Coast Pipeline–flowing Marcellus/Utica gas–into South Carolina (see Atlantic Coast Pipeline’s Future Plans: Expand in NC & SC). But there was recently a big bump in the road. SCANA had started, and later abandoned, building a nuclear plant, costing ratepayers boatloads of money. In June, the SC legislature passed a bill (vetoed by the governor but overridden) lowering SCANA’s electric rates by 15%. Dominion threatened to cancel the merger (see Dominion Bid to Buy SCANA in Trouble Following Passage of SC Bill). But then the sun came out. Last week the Federal Energy Regulatory Commission officially blessed the merger plan, and in announcing FERC’s approval, Dominion didn’t say a word about the 15% reduction or pulling out of the deal. All of that seems to now be forgotten. In fact, Dominion’s CEO told SC Gov. Henry McMaster that Dominion is not canceling buyout/merger plans, even with the bill…
    Read More “FERC Approves Dominion Energy/SCANA Merger – Deal Still Alive”

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    Blue Wolf Goes Hunting – Extreme Plastics Merging with Mustang

    Extreme Plastics Plus (EPP) has been manufacturing and installing well pad liners since 2007. Pad liners protect the ground from accidental spills of frack wastewater and chemicals used during the drilling process. Located in Fairmont, WV, EPP’s customers are in the Marcellus and Utica Shale region. In order to expand, EPP raised an undisclosed amount of investment money from Hastings Equity Partners in 2013 (see WV Well Pad Liner Company Gets Shot of Investment Money to Grow). However, a few years later the market turned down and EPP fell on hard times, eventually filing for bankruptcy (see WV Oilfield Services Co. Extreme Plastics Files for Bankruptcy). In late 2016, MDN told you that Blue Wolf Capital Partners was on the hunt for bargains and had offered a “stalking horse” bid to purchase EPP out of bankruptcy. Blue Wolf landed its prey, buying the company’s assets out of bankruptcy in December 2016 (see Blue Wolf Stalks and Rescues Extreme Plastics from Bankruptcy). According to Blue Wolf, EPP would exit bankruptcy with a debt-free balance sheet and in the pole position for an eventual oil and gas market recovery. Blue Wolf has gone hunting again and this time found Mustang Energy Services, another pad liner company. Blue Wolf announced earlier this week it has orchestrated a merger between EPP and Mustang. The combined companies (no word yet on which name, if either, they will use), have customers in eight states and counting. Here’s what happens when Blue Wolf goes hunting…
    Read More “Blue Wolf Goes Hunting – Extreme Plastics Merging with Mustang”

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    Dominion Bid to Buy SCANA in Trouble Following Passage of SC Bill

    In January Dominion Energy announced a deal to buy out and merge in South Carolina-based SCANA Corporation (see Dominion Buys SCANA, Mulls Atlantic Coast Pipe Expansion into SC). SCANA is an energy-based holding company principally engaged, through subsidiaries, in electric and natural gas utility operations and other energy-related businesses. In other words, the local electric and gas company for much of South Carolina. Dominion is a big company with many operations–they are a pipeline company, an electric generating company, and a utility company (like SCANA). The merger makes sense. Dominion gets to grow and add more customers to its utility business. We didn’t think there was any tie-in with the Marcellus/Utica, but turns out there is. We brought you news in early December that Dominion and their partner in the Atlantic Coast Pipeline (ACP) project, Duke Energy, are considering expanding the original ACP to more locations in North Carolina, AND expanding the pipeline into South Carolina (see Atlantic Coast Pipeline’s Future Plans: Expand in NC & SC). Dominion openly says that the SCANA purchase makes it more likely they will push to expand ACP into SC–meaning even more Marcellus/Utica gas could be flowing to Dixie. But now there’s a big, fat wrinkle. SCANA is in trouble because they began to build, and later abandoned, a nuclear plant project–costing ratepayers millions of dollars. SC politicians want to rebate some of the money that was paid for the project back to ratepayers. They passed a bill on Wednesday (now on the governor’s desk) that will slash rates for customers by 15%. Dominion reacted strongly, implying they may pull out of the deal if the bill is signed by the governor…
    Read More “Dominion Bid to Buy SCANA in Trouble Following Passage of SC Bill”

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    Diversified Gas & Oil Adds to Conventional Assets in KY, VA, WV

    UPDATE: A source has shared with us who is doing the selling–see our note below.

    Diversified Gas & Oil, founded in 2001, is an operator of oil and gas wells (and pipelines). According to the Diversified website, the company’s “innovative, disciplined investment strategy is focused on the acquisition of mature, low-decline and low-risk wells, enhancement of operations with a focus on efficiency, and maximization of profitability for shareholders.” Diversified issued a press release last week to say it has signed a letter of intent to purchase 2.5 million acres of leases, and 11,350 wells, in Appalachia–for $575 million. The acreage and wells are located in Kentucky, Virginia and West Virginia. Although the press release doesn’t say, the wells are almost certainly all conventional wells (no shale wells). We were not able to determine if any of the acreage includes rights to drill shale wells. Given the company’s focus on “low-decline and low-risk wells,” we have to conclude they target only conventional wells, since shale wells are high decline and moderate to high risk (sink a shale well in the wrong place and you just blew $7-8 million). Diversified recently closed on deals to pick up acreage and wells from both Alliance Petroleum Corporation and CNX Resources. Who’s the seller this time? We have a guess about who it may be…
    Read More “Diversified Gas & Oil Adds to Conventional Assets in KY, VA, WV”

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    WV Ethane Cracker Plant Rumored to be Back On Again

    It increasingly looks like LyondellBasell Industries, one of the largest plastics, chemicals and refining companies in the world, will buy out/take over Braskem, the largest petrochemical company in Latin America (headquartered in Brazil). Braskem and its parent company Odebrecht, as you may recall, was hot-to-trot to build a multi-billion dollar ethane cracker near Parkersburg, WV–four years ago. Odebrecht got mired in scandal in Brazil and that put things on hold in 2015 (see Odebrecht Pushes the Pause Button on WV Ethane Cracker). But in 2016 it appeared the project may rekindle (see A Pulse! WV Ethane Cracker Project Comes Back from the Dead). Since that time, we’ve not heard much. A rumbling here and there, but not much. Now that LyondellBassell is actively pursuing Braskem, there is once again excitement about the cracker project in WV. MDN has heard from an industry source that if Braskem sells to LyondellBassell, the Parkersburg cracker plant will be a high priority. In fact, an expert speaking at the recent NGL storage hub event in Southpointe mentioned the WV cracker by name as one of three projects that he thinks will get final approval in the next 12 months (see Industry Expert Says 3 More Crackers Coming to M-U). Here’s news about how M&A deals happening on other continents directly affect our region–how a LyondellBassell purchase of Braskem may indeed reignite the Parkersburg ethane cracker project…
    Read More “WV Ethane Cracker Plant Rumored to be Back On Again”

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    Quebec’s Utica Frack Ban Forces Junex to Merge with Cuda Energy

    Last week the Canadian province of Quebec announced it plans to commit fracking suicide (see Quebec to Ban Utica Shale Drilling, Most Other Drilling Too). Quebec’s announcement is a virtual death sentence for oil and gas companies in the province. How? By saying they will ban shale fracking, and by making drilling standards so tight for everyone that even conventional drillers will have a difficult, almost impossible time. We are already seeing the results of Quebec’s announcement. And the result isn’t pretty. Junex, a driller headquartered in Quebec with 1 million leased acres in the St. Lawrence lowlands (where there is Utica Shale), has just announced it is selling out to/merging with Cuda Energy, headquartered in Calgary, Alberta. It was either sell out/merge, or go out of business. Thanks Quebec! You’re so “business friendly” (NOT). Quebec is quickly becoming a pariah among all the Canadian provinces, like New York State is on the other side of the border…
    Read More “Quebec’s Utica Frack Ban Forces Junex to Merge with Cuda Energy”

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    Rumor: EnCap Working on Plan to Merge Eclipse & Penn Energy

    Eclipse Resources, a Marcellus/Utica pure play driller headquartered in State College, PA, announced in March the company is looking for another company to buy, or (more likely) for another company to buy them (see Eclipse Resources Board Considering Either Merger or Acquisition). We have some new news to report, about a potential sale of Eclipse. Or more properly, a potential merger. EnCap Investments is a private equity/investment firm headquartered in Houston. EnCap owns a majority of Eclipse’s common stock. Put another way, Eclipse is considered a “portfolio company” of EnCap–because he who owns the most stock controls the company. EnCap has a number of portfolio companies–other energy companies in which they invest. One of them is PennEnergy Resources, an active driller in the southwest PA Marcellus (see Top 10 Drillers in SWPA, by Number of Permits Issued). According to sources who have spoken to the Pittsburgh Business Times, EnCap is actively pursuing a combination/merger between Eclipse and Penn Energy…
    Read More “Rumor: EnCap Working on Plan to Merge Eclipse & Penn Energy”

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    Dominion Energy 1Q18: Important Updates on Key Projects

    Late last week Dominion Energy issued its first quarter 2018 financial and operational update. Dominion is not only a large utility company (electric and gas), but also a huge pipeline company. Dominion has it’s fingers in a lot of Marcellus/Utica pies, so we like to keep track of the company and what it says about various critical projects for our region. Dominion CEO Tom Farrell had a lot of interesting updates, including updates for: Atlantic Coast Pipeline, a $6.5 billion Dominion pipeline from West Virginia through Virginia and into North Carolina; Cove Point, the $4 billion LNG export facility that began commercial operations in April; Greensville County (VA) Power Station, a $1.3 billion natural gas-fired combined cycle power plant; and the proposed merger with SCANA Corporation, the main electric and gas company for much of South Carolina. Buckle up, there’s lots of news here…
    Read More “Dominion Energy 1Q18: Important Updates on Key Projects”

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    EQT Midstream Consolidates, Buys Gulfport JV Share for $175M

    As EQT gets ready to split the company into two companies later this year, the midstream (pipeline & processing plants) portion of the company yesterday announced a complicated “drop down” deal to streamline the midstream operation. The short version is this: EQT has midstream assets spread throughout three companies on paper–EQT Midstream Partners, EQT GP Holdings, and Rice Midstream Partners. Yesterday the company announced all three are being merged under one umbrella–EQT Midstream Partners. As you’ll read in the EQT announcement, the entire deal is complex–with various entities buying assets from the others. One of the more interesting aspects of the deal is that EQT Midstream is buying EQT’s (the driller’s) Olympus Gathering System and EQT’s 75% interest in the Strike Force Gathering System. EQT Midstream is also buying out Gulfport Energy’s 25% interest in Strike Force, meaning EQT Midstream will now own 100% of Strike Force–a gathering pipeline system in the dry gas Utica covering 98,000 acres in Belmont and Monroe counties, in Ohio. Here’s the news that EQT is getting its midstream ducks in a row…
    Read More “EQT Midstream Consolidates, Buys Gulfport JV Share for $175M”

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    Deep Well Services Sells Itself to Houston PE Firm White Deer Energy

    Some big, breaking news to share with MDN readers: Deep Well Services, a Marcellus/Utica-born company that specializes in “snubbing” work (completing those super-long laterals you read about), has been sold. Deep Well announced today a deal to be bought out by Houston private equity firm White Deer Energy. No, Deep Well and the expert team of 220 who work there now are not going anywhere. The company, headquartered in Zelienpole, PA, will retain its western PA HQ–same workers, same management team. However, the official announcement says White Deer’s investment will now allow Deep Well to “enter new basins.” Hmmmm. Intriguing. We wonder which new basins they’re considering? MDN spoke to Deep Well CEO Mark Marmo this morning and got the inside skinny. According to Mark, the “big thing” about this deal is “the opportunity to have capital like we’ve never had before. Our growth has been limited to adding one new unit per year. We will now be able to add three new units a year.” Mark also said, “Today we have 220 people. In the next 18 months we’ll have 330 people.” Mark, who is born and raised in the Pittsburgh area, said his goal “is to put a lot of western Pennsylvanians to work making six figures, not $10.10 an hour.” The White Deer Energy deal will make that happen…
    Read More “Deep Well Services Sells Itself to Houston PE Firm White Deer Energy”