M&A

Dominion Energy | Energy Services | Industrywide Issues | M&A | Pipelines

Dominion Buys SCANA, Mulls Atlantic Coast Pipe Expansion into SC
January 9, 2018January 9, 2018

Last week we noticed the large merger/acquisition by Dominion Energy in buying South Carolina-based SCANA Corporation. We didn’t think much of it at the time. 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 a tie-in with the Marcellus/Utica region, which is why we haven’t (until now) brought you the news about Dominion’s $7.9 billion all-stock purchase of SCANA. However, there is a big potential connection to the Marcellus/Utica. You may recall 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 is now openly saying 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…
Read More “Dominion Buys SCANA, Mulls Atlantic Coast Pipe Expansion into SC”
CNX Resources | CONE Midstream | CONSOL Energy | Energy Companies | Energy Services | Industrywide Issues | M&A | Noble Energy

CONE Midstream Gets a New Name: CNX Midstream Partners
January 4, 2018January 4, 2018

CONE Midstream is, or rather was, a pipeline joint venture between CONSOL Energy and Noble Energy (“CO” from CONSOL and “NE” from Noble Energy), formed in the summer of 2014 to service wells drilled as part of CONSOL & Noble’s drilling joint venture (see CONSOL & Noble Energy Form New Marcellus Midstream Company). Following Noble’s exit from the Marcellus last year, they began to shop their 50% share of CONE, and thought they had found a buyer in Quantum Energy Partners–for $765 million. However, as we reported in December, that deal hit a snag (see Noble’s 50% CONE Midstream Sale in Trouble – Shopping Deal to CNX). Not long after, CNX Resources (formerly CONSOL Energy) issued a press release to announce they had cut a deal to buy Noble’s 50% CONE share–for $305 million, which is 60% less than of the deal price Noble previously worked out with Quantum (see CNX to Buy Noble’s 50% Share of CONE Midstream for $305M). Two bits of news to share with you regarding the CONE deal: (1) the deal is now done, and (2) CNX Resources has renamed CONE Midstream to be CNX Midstream–which should not be a surprise since the NE part of CONE is now gone, and since the CO part changed its name. Here’s the news…
Read More “CONE Midstream Gets a New Name: CNX Midstream Partners”
Industrywide Issues | M&A | Sand/Proppant

Dynacorp Energy & Energes Merge to Form EnerCorp Sand Solutions
January 3, 2018January 3, 2018

Energes, an an oilfield services company providing flowback, well testing and sand management services, has just sold off its Oilfield Solutions subsidiary to Dynacorp, a Canadian designer and manufacturer sand filtration, sand cyclonic, and flowback equipment, for an undisclosed amount. The two private companies, both with a presence in the Marcellus/Utica region, are merging to form a new company: EnerCorp Sand Solutions. EnerCorp will be “a leading provider of sand management products and technologies for the oil and gas industry” according to the official announcement. Dynacorp, the company doing the buying, is a wholly-owned subsidiary of Intervale Capital, an energy services investment firm based in Houston, Texas. We previously wrote of another company snapped up by Intervale, back in June (see Pro Oil & Gas “Recapitalizes” with PE Firm Intervale Capital). Here’s the news of this “new” oilfield services player, with a big emphasis on sand…
Read More “Dynacorp Energy & Energes Merge to Form EnerCorp Sand Solutions”
Energy Services | Hydraulic Fracturing | Industrywide Issues | M&A | Schlumberger | Weatherford Intl

Weatherford Sells U.S. Fracking Business to Schlumberger for $430M
January 3, 2018January 3, 2018

Schlumberger is the world’s largest oilfield services (OFS) company. Weatherford International is the world’s fourth largest OFS company. They both have operations in the Marcellus/Utica region. We’ve posted a number of stories about Weatherford’s financial troubles–and seemingly inevitable march toward bankruptcy (see our stories here). However, Weatherford got a reprieve from its much larger competitor. In March 2017, Schlumberger and Weatherford announced they had formed a joint venture called OneStim, “to deliver completions products and services for the development of unconventional resource plays in the United States and Canada land markets. The joint venture will offer one of the broadest multistage completions portfolios in the market combined with one of the largest hydraulic fracturing fleets in the industry” (see Schlumberger Throws Weatherford a Lifeline, Challenges Halliburton). However, in December, Weatherford signaled they want to/need to sell off parts of the company in order to claw their way out of a $7.9 billion debt hole (see Weatherford Looks to Sell Off Pieces of the Business). First on the chopping block? The JV with Schlumberger. Weatherford announced in late December that instead of a joint venture with Schlumberger, they’re just going to sell their U.S. pressure pumping and pump-down perforating assets to Schlumberger for $430 million in cold, hard cash. In other words, Weatherford has just exited the fracking business in the U.S….
Read More “Weatherford Sells U.S. Fracking Business to Schlumberger for $430M”
CNX Resources | CONE Midstream | Energy Companies | Energy Services | Industrywide Issues | M&A | Noble Energy | Pipelines

CNX to Buy Noble’s 50% Share of CONE Midstream for $305M
December 15, 2017December 31, 2017

On Monday MDN shared news with you that we believe was exclusive news–nobody else picked up on it. The news was that Noble Energy’s original plan to sell its 50% stake in CONE Midstream to Quantum Energy Partners for $765 million, announced back in May, is in trouble (see Noble’s 50% CONE Midstream Sale in Trouble – Shopping Deal to CNX). We told you that according to a recent Securities and Exchange Commission filing Noble had begun negotiations with CNX Resources (formerly CONSOL Energy), which is the other 50% owner of CONE, to sell Noble’s share to them. It seems we were prophetic. This morning CNX issued a press release to announce they have cut a deal to buy Noble’s 50% CONE share–for $305 million. That’s 40% of the deal price Noble previously worked out with Quantum. Must be it’s a buyer’s market for midstream assets…

12/18/17 Update: On Friday, following CNX’s announcement about buying the rest of CONE from Noble Energy, Noble also issued an announcement (below). Noble’s announcement amusingly leaves out the purchase price–less than half of the previously deal they had with Quantum.
Read More “CNX to Buy Noble’s 50% Share of CONE Midstream for $305M”
Energy Companies | Energy Services | EQT Corp | Equitrans/EQT Midstream | Industrywide Issues | M&A | Rice Energy | Rice Midstream

EQT Begins Process of Separating Midstream…into New Company?
December 14, 2017December 14, 2017

Yesterday EQT released details about their plans for 2018 (see our lead story today, EQT Drills Longest Marcellus Well Ever, Reveals 2018 Plans). Plenty of news sources covered that news. However, EQT Midstream, the pipeline subsidiary of EQT, also released an announcement, which received almost no media coverage. And yet there is, for us, some big news in the EQT Midstream announcement. As you know by now, EQT recently bought and merged in Rice Energy, creating the largest onshore natural gas producing company in the United States (see EQT Buys Rice Energy in $8.2B Deal, Becomes #1 Gas Producer in US). EQT bought not only Rice the driller, but Rice the midstream company too. EQT has it’s own EQT Midstream subsidiary. And yet, EQT (the driller) still owns a number of midstream/pipeline assets, on paper, separate from EQT Midstream. Same with Rice Energy–they had Rice Midstream Partners as a subsidiary. It’s all kind of a mish mash–with pipeline assets spread around four (or more) different entities on paper. Yesterday’s announcement by EQT Midstream said (a) the EQT parent company is considering “dropping down” (shifting ownership on paper) for all remaining midstream assets to EQT Midstream, and (b) EQT is also considering combining EQT Midstream and Rice Midstream Partners into one single entity–one division for all midstream assets. Which certainly makes sense. Why not tidy up the operations and get everything under one umbrella? Except we think there may be another reason for combining all of the midstream assets into one, neat, lovable bundle: spinning off the midstream division into its own standalone company, completely separate from the EQT parent…
Read More “EQT Begins Process of Separating Midstream…into New Company?”
Energy Services | Fairmount Santrol | Industrywide Issues | M&A | Ohio | Sand/Proppant | Statewide OH

OH Sand Producer Fairmount Santrol Merging w/Unimin in $170M Deal
December 13, 2017December 13, 2017

Fairmount Santrol, an Ohio-based sand producer that sells sand as a proppant for use in Utica and Marcellus Shale drilling, announced yesterday it has accepted an offer to sell itself to another sand company–Unimin, a subsidiary of Belgium-based SCR-Sibelco. Fairmount Santrol shareholders will get a $170 million payment and 35% ownership in the newly combined company. The new company will have revenues approaching $2 billion per year. Fairmount Santrol’s CEO, Jenniffer Deckard, is expected to become the CEO of the new company (the name of the new company has not yet been decided). However, make no mistake–Fairmount is selling itself. The board of directors for the new company will have 6 members picked by Unimim parent SCR-Sibelco and 4 members picked by Fairmount Santrol. The location of the headquarters is still up in the air. A lot of unknowns at this point. However, one thing that IS known is that this is a done deal…
Read More “OH Sand Producer Fairmount Santrol Merging w/Unimin in $170M Deal”
CNX Resources | CONE Midstream | CONSOL Energy | Energy Companies | Energy Services | Industrywide Issues | M&A | Noble Energy | Pipelines

Noble’s 50% CONE Midstream Sale in Trouble – Shopping Deal to CNX
December 11, 2017December 31, 2017

In May MDN brought you the news that Noble Energy dropped a bombshell, selling its 100% interest in 385,000 Marcellus/Utica acres and wells producing 415 million cubic feet equivalent of natural gas in West Virginia and Pennsylvania for $1.225 billion to HG Energy (see Noble Energy Sells Remaining M-U Assets for $1.2B – Who Bought?). A couple of weeks later the other shoe dropped when Noble announced they would sell their 50% stake in CONE Midstream, a 50/50 joint venture with CONSOL Energy (now CNX Resources), to Quantum Energy Partners for $765 million, meaning a total exit for Noble from our region (see Noble/CONSOL Breakup Continues: Noble Sells 50% of CONE Midstream). When we say Noble “sold” their CONE stake we mean “will be sold after all the lawyers and bean counters get done with drawing up the necessary paperwork.” Fact is, the CONE sale has still not happened, even though there is a Dec. 31 deadline for the deal to be completed. It appears Noble’s deal to sell it’s CONE stake to Quantum is now in jeopardy. We base that observation on information from a filing Noble made with the Securities and Exchange Commission last week. In an 8-K filing, Noble said (a) they’ve extended the deadline to complete the deal to sell CONE to Quantum from Dec. 31, 2017 to June 30, 2018, and (b) Noble has opened up discussions/negotiations with CNX to sell their half of CONE to CNX instead of selling it to Quantum–which would make CNX the 100% owner of CONE…
Read More “Noble’s 50% CONE Midstream Sale in Trouble – Shopping Deal to CNX”
Basin Energy | Energy Services | Industrywide Issues | M&A

Basin Energy Buys/Merges in Marcellus-Utica Co. Katko
November 22, 2017November 22, 2017

Basin Energy, which acts as a holding company to invest in (and run) other companies located in the Marcellus/Utica, is based in Bridgeport (Harrison County), WV. Basin’s first acquisition was ProActive Services, an operator of natural gas pipeline compressor stations and other related oilfield services. In September 2015, Basin closed a deal on their second subsidiary–the Jane Lew (Lewis County), WV-based Starett’s Well Service, a specialty roustabout services firm, focused on well site and midstream natural gas infrastructure in the Marcellus and Utica Shale regions (see WV Roustabout Company Sells Itself to Another WV Company). Since that time Basin has been busy. In January of this year, Basin closed on acquiring Appalachian Production Services (APS), a company focused on focused on providing services for producers in the Marcellus and Utica Shale. A few weeks ago Basin did it again, closing a deal to acquire Katko, LTD. Katko is focused on providing well hook up services, maintenance of midstream and production assets and specialty welding services in OH, PA and WV. The the owner and founder of Katko, John Bettem, will join Basin’s board of directors. Terms of the private deal were not disclosed. Basin Energy has come out of nowhere in a few short years to become an important oilfield services player in the Marcellus/Utica…
Read More “Basin Energy Buys/Merges in Marcellus-Utica Co. Katko”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Rice Energy

Rice Energy CEO Dan Rice Gets $2.6M Golden Parachute from EQT
November 20, 2017November 20, 2017

The golden parachute has popped open for Rice Energy’s former CEO, Dan Rice IV. And it’s worth $2.6 million. EQT filed paperwork with the Securities and Exchange Commission last week to say that Dan Rice IV has been terminated (as an employee) as of the day the two companies merged. In a deal worked out prior to the merger, Dan is getting a check for $2.6 million–$1.91 million as a severance payment and $704,000 in lieu of his annual bonus. Which frankly doesn’t sound like a whole lot, given Dan was one of the shareholding owners of Rice Energy. His salary in 2016 was $3.35 million. But don’t shed any tears for Dan. We suspect his stock in the newly-merged EQT is worth a fortune. And Dan gets a seat on the EQT board of directors, a gig that will pay him. What’s next for Dan and the other Rice boys? We don’t have the particulars for all of the Rice boys, but we do know (from the SEC filing) that Dan signed a 3-year non-compete agreement, so we won’t see Rice Energy II in the northeast for at least three years. Other than that, we suspect the boys already have something up their proverbial sleeve. The Rice boys don’t strike us as the lounge-around-the-pool types…
Read More “Rice Energy CEO Dan Rice Gets $2.6M Golden Parachute from EQT”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Pennsylvania | Rice Energy | Washington County

Out with the Old – Part 2: EQT Sign Replaces Rice at HQ Building
November 17, 2017November 17, 2017

On Monday, Rice Energy was merged into EQT, creating the largest onshore natural gas producing company in these United States (see Out with the Old: Rice Energy Sign Comes Down Day of EQT Merger). In that post we shared with you a short video taken by an MDN friend that showed a pair of cranes taking down the Rice Energy name from Rice’s (now former) headquarters building in Canonsburg, PA (just outside Pittsburgh). Another MDN friend sent us a pair of pictures (below), taken the following day, which show an EQT sign now fixed over top of where the Rice Energy sign once stood. Our second MDN friend also told us that all the parking lot signs at the facility have EQT stickers on them, covering over the Rice Energy name. As we said in our Tuesday post, EQT isn’t wasting any time making a statement: Out with the old, in with the new. EQT is firmly large and in charge. A few days after the merger and Rice is already a memory, starting to fade away…
Read More “Out with the Old – Part 2: EQT Sign Replaces Rice at HQ Building”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Rice Energy

Corp Raider Slinks Away After Losing EQT Fight; Selling Stock
November 17, 2017November 17, 2017

On Monday, Rice Energy was merged into EQT, creating the largest onshore natural gas producing company these United States (see Out with the Old: Rice Energy Sign Comes Down Day of EQT Merger). The $8.2 billion deal was first announced back in June (see EQT Buys Rice Energy in $8.2B Deal, Becomes #1 Gas Producer in US). There was plenty of drama along the way to the deal getting done–primarily opposition by evil corporate raider Jana Partners, in collusion with Atlas Energy (see Proxy Fight: Jana Partners, Atlas Tries to Stop EQT/Rice Deal). Jana was fresh off from helping Amazon take over the Whole Foods grocery store chain. Yet somehow EQT was able to vanquish Jana’s efforts to stop the merger. How did EQT do it? We went behind the curtain yesterday to share EQT’s winning strategy in defeating Jana (see EQT’s 4-Pronged Strategy for Defeating Corp Raider Jana in Rice Deal). They way corporate raiders work, as we’ve explained many times before, is to buy enough stock in a company to get a board seat, then agitate in the board room, forcing the company to layoff people and sell assets–all in a bid to make the stock price pop so the raider can sell their shares at a handsome profit and move on to the next victim. Disgusting organizations. Since Jana lost face and reputation by not stopping the EQT/Rice merger, they’ve decided to slink away, back into the darkness. We spotted a story that says Jana has already sold a portion of their EQT stock–and they continue shop more of it. They’ve thrown in the towel on EQT and will now go pick on someone else to destroy…
Read More “Corp Raider Slinks Away After Losing EQT Fight; Selling Stock”
Baker Hughes | Energy Services | GE Oil & Gas | Industrywide Issues | M&A

4 Months After Buying Baker Hughes, GE Wants to Sell It
November 17, 2017February 22, 2018

Industrial giant GE (General Electric) wooed and won the hand of Baker Hughes (BH)–the third largest oilfield services company in the world–buying/merging in Baker Hughes with GE’s Oil and Gas division just four months ago (see Baker Hughes and GE Complete Merger, World’s 1st Fullstream Co.). It didn’t take much for BH to say “yes” to GE’s proposal for marriage, coming off a botched attempt at marriage with Halliburton–a deal that the Obama DOJ destroyed (see Obama DOJ Kills Halliburton/Baker Hughes Merger, Deal “Terminated”). But now, four months into wedded bliss, GE has a new CEO and he wants out of the marriage. CEO John Flannery is looking to sell all of, or part of, GE’s majority stake in what is now called “Baker Hughes, a GE Company.” GE wants the nameplate on the door to just say “Baker Hughes, a Company.” Man oh man–four months and he already wants out of the marriage. What does that do to the self-esteem of the BH bride? Maybe GE can get an annulment? After all, it’s only been four months…
Read More “4 Months After Buying Baker Hughes, GE Wants to Sell It”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Rice Energy

EQT’s 4-Pronged Strategy for Defeating Corp Raider Jana in Rice Deal
November 16, 2017November 16, 2017

On Monday, Rice Energy was merged into EQT, creating the largest onshore natural gas producing company these United States (see Out with the Old: Rice Energy Sign Comes Down Day of EQT Merger). The $8.2 billion deal was first announced back in June (see EQT Buys Rice Energy in $8.2B Deal, Becomes #1 Gas Producer in US). There was plenty of drama along the way–primarily opposition to the deal by evil corporate raider Jana Partners, in collusion with Atlas Energy (see Proxy Fight: Jana Partners, Atlas Tries to Stop EQT/Rice Deal). Another corporate raider, D.E. Shaw, piled on too, but at least they supported the deal to merger Rice into EQT (see Under Pressure, EQT Moves Up Timeline to Explore Splitting Co.). You know we loathe corporate raiders. They buy enough stock in a company to get a board seat, then agitate, forcing the company to layoff people and sell assets–all in a bid to make the stock price pop so they can sell their shares at a handsome profit and move on to the next victim. Disgusting organizations and disgusting people. Jana was the primary opponent to the EQT/Rice deal. Jana was fresh off from helping Amazon take over the Whole Foods grocery store chain. Yet somehow EQT was able to fend off Jana’s efforts against their company. How did they do it? That was the subject of a recent post on the Seeking Alpha investor’s website. Here’s a fascinating look at the strategy EQT used to fend off an evil corporate raider…
Read More “EQT’s 4-Pronged Strategy for Defeating Corp Raider Jana in Rice Deal”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Rice Energy

Out with the Old: Rice Energy Sign Comes Down Day of EQT Merger
November 14, 2017November 17, 2017

Yesterday the Marcellus/Utica experienced a fracking earthquake of historic proportions. That is, a fracking earthquake metaphorically speaking. Yesterday Rice Energy was merged into EQT, creating the largest onshore natural gas producing company in these United States. The $8.2 billion deal was first announced back in June (see EQT Buys Rice Energy in $8.2B Deal, Becomes #1 Gas Producer in US). There was plenty of drama along the way–primarily opposition to the deal by evil corporate raider Jana Partners, in collusion with Atlas Energy (see Proxy Fight: Jana Partners, Atlas Tries to Stop EQT/Rice Deal). Shame on both of them. Fortunately their effort to stop the deal didn’t gain traction. Yesterday was the day when the two companies became one. Two Rice Energy board members, Dan Rice IV and Bobby Vagt, joined the EQT board. Another two independent (outside either firm) board members were also added–Thomas Karam, founder and Chairman of Karbon Partners, and Norman Szydlowski, former president and CEO of SemGroup Corporation. Standing by the virtual water cooler, MDN has overheard that many Rice personnel were nervous about what yesterday would bring. You know the routine: Two rooms–one for those staying, and one for those getting the heave-ho. Everyone waiting to get “the call” to whichever room they’re assigned. We’ve been there. It sucks. But that’s the reality in today’s corporate world. One thing we found interesting is that the huge Rice Energy sign on the company’s (former) HQ building was taken down yesterday–the very day the two merged. An MDN friend caught some of it on a smartphone video (below). EQT isn’t wasting any time making a statement: In with the new, out with the old…
Read More “Out with the Old: Rice Energy Sign Comes Down Day of EQT Merger”
Energy Companies | EQT Corp | Industrywide Issues | M&A | Rice Energy

EQT/Rice Shareholders Make it Official – Merger Happens Nov 13
November 10, 2017November 14, 2017

Next Monday the largest natural gas-producing company in the these United States will be born–from the merger of EQT and Rice Energy, based in Pittsburgh. Yesterday the shareholders for both EQT and Rice voted to approve the merger/deal by overwhelming majorities. The megadeal was first announced back in June (see EQT Buys Rice Energy in $8.2B Deal, Becomes #1 Gas Producer in US). Evil corporate raider Jana Partners tried to stop the deal–but failed, as they acknowledged earlier this week (see Corp Raider Jana Partners Admits Defeat Ahead of EQT/Rice Vote). Next Monday the transaction will be complete and the new EQT will produce more natural gas in the Lower 48 States than Chesapeake Energy, the current reigning champ. Some 84% of the EQT shareholders who voted, voted to approve the deal, and 74% of voting Rice shareholders voted in favor of the deal. What happens next? After the consummation of the merger on Monday, EQT CEO Steve Schlotterbeck said the company will immediately appoint a committee to look into…splitting the company. Yes, you read that right. Not splitting it back into EQT and Rice, but splitting it into upstream (drilling) and midstream (pipelines). Two companies will become one and then become two again. Go figure. A recommendation and decision about whether to proceed with a split will happen, according to Schlotterbeck, by “the end of the first quarter 2018.” There’s little doubt the decision will be “yes” on a split…
Read More “EQT/Rice Shareholders Make it Official – Merger Happens Nov 13”