M&A

Energy Services | Industrywide Issues | Jobs | M&A | Williams

Williams Laying Off 10% of Workforce Ahead of Merger with ETE
April 19, 2016April 19, 2016

Somehow this bit of news escaped us a few weeks ago–perhaps because most of the impacts will happen in Oklahoma. Williams, the midstream giant that is currently being half-heartedly pursued by Energy Transfer Equity in a buyout/merger, is preparing for the eventual merger by laying off 10% of its workforce. Williams says they layoffs are due to “current market forces” and not because of the impending merger. Sorry–we don’t buy it. We suspect the layoffs have a great deal to do with trimming down before the company is eventually sold. Williams employs 6,700 people in North America and in late March they began dumping 10% (~670) of them. Some 100 of those layoffs are happening in the company’s Tulsa, OK headquarters. The others will come from across the country–including here in the Marcellus/Utica region…
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Energy Services | Energy Transfer Partners | Industrywide Issues | Litigation | M&A | Williams

Dela. Court Grants Williams Request to Speed Up ETE Lawsuit
April 15, 2016April 15, 2016

A Delaware court has granted a motion by Williams to hurry-it-up with their recently filed lawsuit against Energy Transfer Equity (ETE)–the company trying to buy Williams. No, Williams is not trying to fend off the purchase. They’re trying to ensure Williams stockholders (and the managers of Williams) get the agreed-to price. Last week Williams sued ETE and its CEO Kelsy Warren for issuing private shares of stock to select investors to help finance the deal (see Merger Turns Sour: Williams Sues ETE/CEO Kelcy Warren). Williams believes the private stock offering is a sweetheart deal that in the end devalues or puts at a disadvantage Williams stockholders. The court has granted Williams request to speed things up. The Williams board still maintains they want the merger/buyout to go forward. Strange way to show you love your new owner–by suing him. But this isn’t about affection and getting along and kumbaya–it’s about money…
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Baker Hughes | Energy Services | GE Oil & Gas | Halliburton | Industrywide Issues | M&A

Scuttlebutt: With Halliburton Deal Crumbling, GE Eyes Baker Hughes
April 11, 2016April 11, 2016

Last Thursday MDN brought you the news that the Dept. of Justice has decided to try to block the merger/buyout of oilfield services company Baker Hughes by bigger oilfield services company Halliburton (see Obama DOJ Sues to Block Halliburton/Baker Hughes Merger). When you add up opposition from both Europe and Brazil, this deal looks like it will never take place. So what happens now? Halliburton/BH say they will fight the DOJ’s action. But let’s get real. When was the last time anyone went up against the DOJ antitrust division and won? Which brings us to the rumor mill, which is now swirling that General Electric’s (GE) Oil & Gas division may make a run at buying out Baker Hughes…
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Energy Services | Industrywide Issues | M&A | Schlumberger

Oilfield Services Co. Schlumberger Completes Merger with Cameron
April 8, 2016April 8, 2016

Houston-based Schlumberger (pronounced Shlum-Bur-Zhay) is the world’s largest oilfield services company. Halliburton is #2, and not even close in size. As we reported yesterday, the Obama Dept. of Justice is opposing Halliburton’s merger plan to buy out Baker Hughes (see Obama DOJ Sues to Block Halliburton/Baker Hughes Merger). In a similar move, Schlumberger made a bid for Cameron International–a leading provider of flow equipment products, systems and services to worldwide oil and gas companies. While the DOJ is giving Halliburton/BH the stink eye, they approved the Schlumberger/Cameron deal in near record time. Last week Schlumberger completed the merger and the two are now one company…
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Energy Services | Energy Transfer Partners | Industrywide Issues | Litigation | M&A | Williams

Merger Turns Sour: Williams Sues ETE/CEO Kelcy Warren
April 7, 2016April 7, 2016

It was a long courting period before Energy Transfer Equity finally cajoled, harangued, and eventually forced the board of Williams to agree to a merger/takeover. ETE’s billionaire CEO Kelsy Warren revealed he had been propositioning Williams for over six months–offering Williams $64 per share to buy the company, totaling $48 billion (see Energy Transfer Makes “Indecent Proposal” to Buy Williams for $48B). Williams resisted, but eventually they caved and agreed to the deal–although the deal price went down $10 billion by the time they accepted (see Williams Accepts ETE’s “Indecent Proposal” – Price Went Down $10B). But things changed. Prices for natural gas (and oil) went into the basement, and ETE/Kelsy Warren had second thoughts (see ETE Wants Out of Williams Merger/Takeover, Offering $2B Breakup Fee). Yesterday Williams sued ETE and Kelsy Warren over ETE’s issuance of private shares to select investors to help finance the deal, and they sued Warren for “interfering” with the merger by issuing said private shares. The upshot seems to be Williams feels as though their shareholders are getting shafted. Williams wants the deal done, and they want to get the agreed-to amount. That’s why they’re suing. ETE disputes Williams’ claims and says they will “vigorously defend” themselves. Looks like this marriage is already turning sour…
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Baker Hughes | Energy Services | Halliburton | Industrywide Issues | Litigation | M&A | Regulation

Obama DOJ Sues to Block Halliburton/Baker Hughes Merger
April 7, 2016April 7, 2016

That didn’t take long. Yesterday MDN told you that sources in the Obama Dept. of Justice (DOJ) were leaking to the press that they would soon file a lawsuit against the Halliburton/Baker Hughes merger, in order to block it (see DOJ “Preparing Lawsuit” Against Halliburton/BH – Deal Looks Dead). They did. Yesterday the DOJ filed to block the merger saying the “merger would eliminate significant head-to-head competition in oilfield services industry.” Halliburton and Baker Hughes were quick to respond saying they will “vigorously contest the U.S. Department of Justice’s (DOJ) effort to block [the] pending merger.” Bring on the lawyers! Halliburton/BH say the DOJ has “reached the wrong conclusion in its assessment of the transaction and that its action is counterproductive, especially in the context of the challenges the U.S. and global energy industry are currently experiencing.” Here’s the dueling press releases issued yesterday…
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Baker Hughes | Energy Services | Halliburton | Industrywide Issues | Litigation | M&A | Regulation

DOJ “Preparing Lawsuit” Against Halliburton/BH – Deal Looks Dead
April 6, 2016April 6, 2016

Yesterday MDN told you that the U.S. Dept. of Justice has sued investment firm ValueAct Capital with an accusation that ValueAct has inappropriately pulled strings with both Halliburton and Baker Hughes in their planned merger (see DOJ Sues ValueAct Capital for Meddling in Halliburton/BH Merger). It seems that’s not the only lawsuit the DOJ is going to lodge. According to the Wall Street Journal and other national media sources, the Obama DOJ has let leak they plan to sue Halliburton/Baker Hughes to stop the merger. It appears as if it’s all but dead. The Europeans are not fans of the plan (see Europe Puts Halliburton/BH Merger Under a Microscope). Brazil is also against the deal (see Is the Halliburton Buyout of Baker Hughes in Trouble?). If the DOJ turns against it–there’s no way the deal will happen, in our humble opinion. Here’s the latest in the shotgun wedding that may turn out to be a couple at the alter with no one willing to marry them…
Read More “DOJ “Preparing Lawsuit” Against Halliburton/BH – Deal Looks Dead”
Baker Hughes | Energy Services | Halliburton | Industrywide Issues | Litigation | M&A

DOJ Sues ValueAct Capital for Meddling in Halliburton/BH Merger
April 5, 2016July 14, 2016

So what’s happening with Halliburton’s $34.6 billion buyout of Baker Hughes? At last check the deal was at best a 50/50 proposition as to whether or not it would happen. Europe currently has the deal under a microscope (see Europe Puts Halliburton/BH Merger Under a Microscope). The European Commission launched a “second phase” of their investigation into the deal, which is problematic for Halliburton. The European Commission says they see “serious potential competition concerns” with the deal. Not good. But that was in January. Since then we’d not heard anything about the deal’s progress–until now. Yesterday the U.S. Dept. of Justice sued ValueAct Capital, accusing the company of purchasing $2.6 billion worth of stock in Halliburton and BH with “the intent to influence the companies’ business decisions as the merger unfolded.” The company has been charged with violating the reporting and waiting period requirements of the Hart-Scott-Rodino Antitrust Improvements Act…
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Industrywide Issues | M&A

Consulting Firm IHS Merges with UK Firm to Avoid High US Taxes
March 22, 2016March 22, 2016

When a US company like IHS, one of the biggest and best data analytics and consulting firms in the oil and gas (among other) spaces merges itself with a foreign company–in this case a UK company–to avoid paying higher taxes in the US, you know something is wrong. Yesterday IHS announced they will merge with the UK-based Markit, another data analytics firm. We love the Brits and we’re sure Markit is a fine company–but it distresses us to see companies moving offshore because of Obama’s tax policies. But there you have it–that’s just what has happened. It’s called an “inversion deal”–where a U.S. company combines with a foreign company and moves operations overseas to avoid higher tax liabilities in the U.S. The $13 billion deal involves no cash–only swapping ownership in each other’s stock. The combined company will have revenues of $3.3 billion…
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Columbia Pipeline Group | Energy Services | Industrywide Issues | M&A | Pipelines | TC Energy/TransCanada

Rumor Comes True: TransCanada Buying Columbia Pipeline for C$13B
March 18, 2016March 21, 2016

That was pretty fast. One week ago MDN told you that the rumor mill was working overtime about a potential buyout of Columbia Pipeline Group, a major Marcellus/Utica midstream company, by TransCanada, of Keystone XL Pipeline fame (see TransCanada Makes Play to Buy Columbia Pipeline for $10B). The number bandied about was $10 billion to buy Columbia. Neither Columbia nor TransCanada would confirm the rumors. But yesterday, TransCanada announced they’ve reached a deal with Columbia, to buy them for $13 billion (Canadian dollars, which is ~$10 billion US). It gives TransCanada a set at the midstream table since increasingly natural gas is flowing from the U.S. to Canada–after years of it being primarily the other way around. One of the primary selling points, according to TransCanada, is Columbia’s Marcellus/Utica assets. Here’s the Columbia/TransCanada announcement…
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Columbia Pipeline Group | Energy Services | Industrywide Issues | M&A | Pipelines | TC Energy/TransCanada

TransCanada Makes Play to Buy Columbia Pipeline for $10B
March 11, 2016March 11, 2016

It was only in mid-2015 that Columbia Pipeline Group broke away from parent NiSource to become it’s own company (see NiSource/Columbia Pipeline Divorce is Final). And lookie here… TransCanada, the company that Obama screwed out of building the Keystone XL Pipeline, is in serious talks to buy out/merge with Columbia. The deal being rumored is on the order of $10 billion. TransCanada confirms they’re talking with someone, but won’t specifically name Columbia. But everyone knows its Columbia. Such a combination would create a powerhouse midstream company in North America…
Read More “TransCanada Makes Play to Buy Columbia Pipeline for $10B”
Energy Services | Energy Transfer Partners | Industrywide Issues | M&A | Williams

ETE Wants Out of Williams Merger/Takeover, Offering $2B Breakup Fee
February 26, 2016February 26, 2016

It was a long courting period before Energy Transfer Equity finally cajoled, harangued, and eventually forced the board of Williams to agree to a merger/takeover. ETE’s billionaire CEO Kelsy Warren revealed he had been propositioning Williams for over six months–offering Williams $64 per share to buy the company, totaling $48 billion (see Energy Transfer Makes “Indecent Proposal” to Buy Williams for $48B). Williams resisted, but eventually they caved and agreed to the deal–although the deal price went down $10 billion by the time they accepted (see Williams Accepts ETE’s “Indecent Proposal” – Price Went Down $10B). Like a lover who finally had his way and then finds out it wasn’t “all that”, it seems Warren is having second thoughts. The New York Times is reporting that the deal “has become a nightmare” and Warren wants out and is offering to pay Williams a $2 billion break-up fee…
Read More “ETE Wants Out of Williams Merger/Takeover, Offering $2B Breakup Fee”
BG Group | CNG/LNG | Energy Companies | Industrywide Issues | M&A | Shell

Shell & BG One Company After Today, Shell Ponies Up $14.4B Cash
February 12, 2016February 12, 2016

The last major hurdle has been scaled in the Shell buyout of BG–the largest such oil and gas deal since Exxon bought Mobil in 1999. Yesterday the High Court of Justice in England and Wales approved the merger. Previously Shell stockholders approved the $69.7 billion deal (see Shell Shareholders Vote in Favor of BG Buyout/Merger). Not long after BG stockholders approved it too (see It’s a Deal – BG Shareholders Approve Shell Buyout). Shell canceled a loan it previously arranged, for $14.4 billion to help with the purchase. Instead, the company will use its own hefty piles of cash for the buyout. The unfortunate news is that Shell intends to layoff 10,000 people after the merger is complete–to save money…
Read More “Shell & BG One Company After Today, Shell Ponies Up $14.4B Cash”
CNG/LNG | Industrywide Issues | M&A

Love’s Travel Stops Buys Trillium CNG, Expands CNG Network
February 11, 2016February 11, 2016

Loves, the big truck stop chain, has just purchased Trillium CNG. The purchase will add 37 public-access CNG locations to the Love’s network, bringing the number of Love’s-operated public CNG facilities to 65. Why is that an MDN story? For a few reasons. It shows the growth and importance of CNG (compressed natural gas) as a use in passenger vehicles and long-haul trucking. As demand grows for CNG, prices paid for natural gas will grow too. It’s an important developing market for natural gas. Also, there’s a Love’s and a Trillium CNG about three miles from where MDN editor Jim Willis lives. So this is a “local” story of interest for him! Here’s the good news of Love’s being in love with Trillium (along with a cool map)…
Read More “Love’s Travel Stops Buys Trillium CNG, Expands CNG Network”
Industrywide Issues | M&A | Supply Chain

2 Pipe Companies with Offices in Marcellus/Utica Merging
February 4, 2016February 4, 2016

Two oil country tubular goods (OCTG) companies, both with operations in the Marcellus/Utica, have announced they will merge. Bourland and Leverich Supply and Pipeco Services will merge to become B&L Pipeco Services. Both companies are subsidiaries of the Japan-based Sumitomo Corporation–one of the world’s largest general trading companies, owning some 800 companies with 70,000 people working for them. What the heck are oil country tubular goods (OCTG)? Pipe and tube products used in drilling–including drill pipe, pipe casings and oil/gas pipes. It certainly makes sense for two different companies in the same business with the same parent to combine…
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Dominion Energy | Energy Services | Industrywide Issues | M&A

Dominion Resources Makes Play for Western NatGas Company Questar
February 2, 2016February 2, 2016

In what is being called a “cheap” deal, midstream and local utility Dominion, with a major presence in the Marcellus/Utica region, has floated a takover offer to Questar Corporation, offering to buy the company for $4.4 billion. Questar is a Rockies-based integrated natural gas company operating through three principal subsidiaries: Questar Gas provides retail natural gas distribution in Utah, Wyoming and Idaho; Wexpro develops and produces natural gas on behalf of Questar Gas; and Questar Pipeline operates interstate natural gas pipelines and storage facilities in the Western U.S. The deal is an attempt by Dominion to diversify out of the northeast/Mid-Atlantic region. It’s also a deal to bump up Dominion’s natural gas footprint, lessening the company’s reliance on electric power generation which is not growing. The reason this is MDN news is because…
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