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ConocoPhillips buying Marathon Oil for $17.B in all-stock deal as energy prices rise

M&A moves

The deal to combine the two Houston-headquartered companies is valued at $22.5 billion when including $5.4 billion in debt. Photo via conocophillips.com

ConocoPhillips is buying Marathon Oil in an all-stock deal valued at approximately $17.1 billion as energy prices rise and big oil companies reap massive profits.

The deal to combine the two Houston-headquartered companies is valued at $22.5 billion when including $5.4 billion in debt.

Crude prices have jumped more than 12% this year and the cost for a barrel rose above $80 this week. Oil majors put up record profits after Russia's invasion of Ukraine in 2022 and while those numbers have slipped, there has been a surge in mergers between energy companies flush with cash.

Chevron said last year that it was buying Hess in a $53 billion acquisition, though that deal faces headwinds. The company warned the buyout may be in jeopardy because it will require the approval of Exxon Mobil and a Chinese national oil company, which both hold rights to development of an oil field off the coast of the South American nation Guyana where Hess is a big player.

In July of last year, Exxon Mobil said that it would pay $4.9 billion for Denbury Resources, an oil and gas producer that has entered the business of capturing and storing carbon and stands to benefit from changes in U.S. climate policy. Three months later, Exxon announced the proposed acquisition of shale operator Pioneer Natural Resources for $60 billion.

All of the proposed acquisitions could face pushback from the U.S. which, under the Biden administration, has stepped up antitrust reviews for energy companies and other sectors as well, such as tech.

Federal Trade Commission, which enforces federal antitrust law, asked for additional information from Exxon and Pioneer about their proposed deal. The request is a step the agency takes when reviewing whether a merger could be anticompetitive under U.S. law. Pioneer disclosed the request in a filing in January.

As part of the ConocoPhillips transaction, Marathon Oil shareholders will receive 0.2550 shares of ConocoPhillips common stock for each share of Marathon Oil common stock that they own, the companies said Wednesday.

ConocoPhillips said Wednesday that the transaction will add highly desired acreage to its existing U.S. onshore portfolio.

“This acquisition of Marathon Oil further deepens our portfolio and fits within our financial framework, adding high-quality, low cost of supply inventory adjacent to our leading U.S. unconventional position,” ConocoPhillips Chairman and CEO Ryan Lance said in a prepared statement.

The deal is expected to close in the fourth quarter. It still needs approval from Marathon Oil stockholders.

Separate from the transaction, ConocoPhillips said that it anticipates raising its ordinary dividend by 34% to 78 cents per share starting in the fourth quarter. The company said that once the Marathon Oil deal closes and assuming recent commodity prices, ConocoPhillips plans to buy back more than $7 billion in shares in the first full year. It plans to repurchase more than $20 billion in shares in the first three years.

Shares of ConocoPhillips declined 3.3% before the market open, while Marathon Oil Corp.'s stock rose more than 7%.

ExxonMobil got initial approval of its $60 billion deal to buy Houston-based Pioneer Natural Resources. Photo via ExxonMobil.com

ExxonMobil's $60B acquisition gets FTC clearance — with one condition

M&A moves

ExxonMobil's $60 billion deal to buy Pioneer Natural Resources on Thursday received clearance from the Federal Trade Commission, but the former CEO of Pioneer was barred from joining the new company's board of directors.

The FTC said Thursday that Scott Sheffield, who founded Pioneer in 1997, colluded with OPEC and OPEC+ to potentially raise crude oil prices. Sheffield retired from the company in 2016, but he returned as president and CEO in 2019, served as CEO from 2021 to 2023, and continues to serve on the board. Since Jan. 1, he has served as special adviser to the company’s chief executive.

“Through public statements, text messages, in-person meetings, WhatsApp conversations and other communications while at Pioneer, Sheffield sought to align oil production across the Permian Basin in West Texas and New Mexico with OPEC+,” according to the FTC. It proposed a consent order that Exxon won't appoint any Pioneer employee, with a few exceptions, to its board.

Dallas-based Pioneer said in a statement it disagreed with the allegations but would not impede closing of the merger, which was announced in October 2023.

“Sheffield and Pioneer believe that the FTC’s complaint reflects a fundamental misunderstanding of the U.S. and global oil markets and misreads the nature and intent of Mr. Sheffield’s actions,” the company said.

Senate Majority Leader Chuck Schumer, D-N.Y., said it was “disappointing that FTC is making the same mistake they made 25 years ago when I warned about the Exxon and Mobil merger in 1999.”

Schumer and 22 other Democratic senators had urged the FTC to investigate the deal and a separate merger between Chevron and Hess, saying they could lead to higher prices, hurt competition and force families to pay more at the pump.

The deal with Pioneer vastly expands Exxon’s presence in the Permian Basin, a huge oilfield that straddles the border between Texas and New Mexico. Pioneer’s more than 850,000 net acres in the Midland Basin will be combined with Exxon’s 570,000 net acres in the Delaware and Midland Basin, nearly contiguous fields that will allow the combined company to trim costs.

Once the deal closes, U.S. Silica's stock will no longer be listed on the New York Stock Exchange. Photo via ussilica.com

Katy-based US Silica agrees to go private in $1.85B acquisition by asset management firm

M&A move

U.S. Silica has agreed to go private in an all-cash acquisition by Apollo Global Management, a New York asset management firm that primarily invests in alternative assets. The deal values the industrial minerals company at about $1.85 billion.

In a Friday announcement, U.S. Silica said that shareholders would receive $15.50 in cash for each share owned as of the deal's closing. Once the deal closes, U.S. Silica's stock will no longer be listed on the New York Stock Exchange.

Founded in the late 1800s, U.S. Silica produces commercial silica used in the oil and gas industry and other industrial applications. It operates 26 mines and processing facilities and two additional exploration stage properties.

The Katy, Texas-based company is still set to operate under the U.S. Silica name and brand, and will continue to be led by its current CEO Bryan Shinn. In a prepared statement, Shinn said that partnering with Apollo will give U.S. Silica “significant resources, deep industry expertise and enhanced flexibility as a private company."

U.S. Silica said that the transaction — which has been unanimously approved by its board of directors — is expected to close in the third quarter, subject to regulatory approval and other customary conditions.

The agreement also includes a 45-day “go-shop” period that allows U.S. Silica to seek out other proposals until June 10.

Shares of U.S. Silica Holdings Inc. climbed nearly 20 percent Friday morning, shortly after the company reported net income of $13.7 million for its first quarter. The commercial silica producer posted revenue of $325.9 million in the period.

Apollo Global Management's stock was up about 0.18 percent.

According to McKinsey data, more than $3.5 trillion will be invested in green hydrogen, carbon capture, renewable energy, and other projects that are working toward net-zero transition by 2050. Photo via ses-estimating.com

McKinsey acquires Houston-area co. to enhance sustainability services

M&A Moves

A global management consulting company has executed on an acquisition key to its plans amid the energy transition.

McKinsey & Company announced the acquisition of Strategic Estimating Systems, a Sugar Land-based consulting firm specializing in cost estimation for oil, gas, and chemical process industries. The acquisition provides McKinsey with enhanced benchmarking capabilities across capital project management — especially within the energy transition.

The terms of the deal were not disclosed.

"The capital projects ecosystem is presented with a once-in-a-generation chance to aid in transforming economies to achieve net zero," Justin Dahl, partner and global leader of McKinsey & Company's Capital Analytics, says in a news release. "By integrating SES's unmatched capabilities, we're not only enhancing our sustainability services, such as carbon capture, but also expanding the scope of our existing Capital Excellence capabilities to crucial industries and wider geographies."

"This allows our clients to gain an independent perspective on value, cost, and timing at every phase of the capital project lifecycle, thereby improving bottom-up estimating," Dahl continues. "Committed to innovation and excellence, this acquisition empowers us to explore new value dimensions and further refine our expertise in bottom-up estimating for our clients."

According to McKinsey data, more than $3.5 trillion will be invested in green hydrogen, carbon capture, renewable energy, and other projects that are working toward net-zero transition by 2050.

"We are thrilled to join McKinsey and expand our footprint to serve more clients on a larger scale," SES Founder and CEO Mike Monteith, who joins as Leader of McKinsey & Company's Capital Analytics, says in the release. "McKinsey is unparalleled in developing scalable and sustainable transformation strategies, leveraging industry leading insight and expertise in capital excellence.

"By working together, we will amplify our strengths, driving greater impact for clients at every stage of the capital project lifecycle, and delivering end-to-end transformations that create lasting value," he continues.

Chevron has a new speed bump on the road to a big acquisition. Photo via Chevron

Chevron's $53B acquisition of Hess Corp. sees hiccup

speed bump

Chevron warned Monday that its pending $53 billion acquisition of Hess may be in jeopardy because it will require the approval of Exxon Mobil and a Chinese national oil company, which both hold rights to development of an oil field off the coast of the South American nation Guyana.

The disclosure in a filing with the Securities and Exchange Commission raised investor qualms, depressing shares of both Chevron and Hess. Chevron's stock price fell 3% Tuesday morning before rebounding; Hess stock lost 4% of its value but bounced back slightly.

Chevron's acquisition of Hess would add this major oil field in Guyana as well as shale properties in the Bakken Formation in North Dakota. Guyana is a country of 791,000 people that is poised to become the world’s fourth-largest offshore oil producer, placing it ahead of Qatar, the United States, Mexico and Norway. It has become a major producer in recent years, with oil giants including Exxon Mobil, China’s CNOOC, and Hess squared off in a heated competition for highly lucrative oil fields in northern South America.

Chevron said it's been engaged in discussion with Exxon and CNOOC, aka China National Offshore Oil Co. Both companies hold rights of first refusal for decisions regarding the oil field in question, known as the Stabroek Block. Exxon Mobil operates the Stabroek Block and holds 45% interest. Hess holds 30% interest, and CNOOC holds the remaining 25% interest. Production capacity at the field is expected to reach more than 1.2 million barrels per day by the end of 2027, Exxon said in November.

If those discussions and subsequent arbitration fail to set aside those first refusal rights, Chevron said, “the merger would not close.”

CeraPhi Energy acquired the business of Third Energy Limited, a former fracking company. Photo via ceraphi.com

Geothermal co. with Houston office acquires former fracking biz

m&a moves

A geothermal company with Houston ties has made a strategic acquisition.

CeraPhi Energy acquired the business of Third Energy Limited, which is a former fracking company, with plans to repurpose the existing wells into clean geothermal energy centers. The terms of the deal were not disclosed.

The acquisition is set to include subsidiaries like Third Energy Trading Limited, Wolfland Renewables Limited, Wolfland Utilities Limited, Third Energy UK Gas Limited, and 50 percent holding in West Heslerton Renewables Limited.

The assets are located in North Yorkshire U.K. and include eight well sites consisting of 12 former gas wells in a suspended state, 22.4 km of 6-inch and 16.6 km of 3-inch subterranean pipelines and a further 22.4 km of buried fiber optic comms lines.

CeraPhi, which has a Houston office in Greentown Labs, completed a commercial demonstration of its CeraPhiWell system in 2023 using the Third Energy KMA site.

The company's strategy aims to “de-risk the scaling and commercialisation of large-scale heat networks using boreholes down to a depth of 2km, reducing the space required for deployment of large-scale systems and increasing the extraction of thermal energy available for network connections,” according to its website.

“By using the inexhaustible resource beneath our feet using closed-loop technology we can access this energy anywhere with zero environmental risk, requiring no hydraulic fracturing, no use of water and providing enough energy within the next 15 years to solve our energy crisis indefinitely,” says CEO Karl Farrow in a news release.

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Oxy subsidiary secures Microsoft as largest-ever DAC carbon removal credit customer

major move

Occidental Petroleum’s Houston-based carbon capture, utilization and, sequestration (CCUS) subsidiary, 1PointFive, has inked a six-year deal to sell 500,000 metric tons of carbon dioxide removal credits to software giant Microsoft.

In a news release, 1Point5 says this agreement represents the largest-ever single purchase of carbon credits enabled by direct air capture (DAC). DAC technology pulls CO2 from the air at any location, not just where carbon dioxide is emitted.

Under the agreement, the carbon dioxide that underlies the credits will be stored in a below-the-surface saline aquifer and won’t be used to produce oil or gas.

“A commitment of this magnitude further demonstrates how one of the world’s largest corporations is integrating scalable [DAC] into its net-zero strategy,” says Michael Avery, president and general manager of 1PointFive. “Energy demand across the technology industry is increasing, and we believe [DAC] is uniquely suited to remove residual emissions and further climate goals.”

Brian Marrs, senior director for carbon removal and energy at Microsoft, says DAC plays a key role in Microsoft’s effort to become carbon-negative by 2030.

The carbon dioxide will be stored at 1PointFive’s first industrial-scale DAC plant, being built near Odessa. The $1.3 billion Stratos project, which 1Point5 is developing through a joint venture with investment manager BlackRock, is designed to capture up to 500,000 metric tons of CO2 per year.

The facility is scheduled to open in mid-2025.

Aside from Microsoft, organizations that have agreed to buy carbon removal credits from 1Point5 include Amazon, Airbus, All Nippon Airways, the Houston Astros, the Houston Texans, and TD Bank.

Occidental says 1PointFive plans to set up more than 100 DAC facilities worldwide by 2035.

Texas Gov. Greg Abbott demands answers from Houston power company following Beryl

investigation incoming

With around 270,000 homes and businesses still without power in the Houston area almost a week after Hurricane Beryl hit Texas, Gov. Greg Abbott on Sunday said he's demanding an investigation into the response of the utility that serves the area as well as answers about its preparations for upcoming storms.

“Power companies along the Gulf Coast must be prepared to deal with hurricanes, to state the obvious,” Abbott said at his first news conference about Beryl since returning to the state from an economic development trip to Asia.

While CenterPoint Energy has restored power to about 2 million customers since the storm hit on July 8, the slow pace of recovery has put the utility, which provides electricity to the nation’s fourth-largest city, under mounting scrutiny over whether it was sufficiently prepared for the storm that left people without air conditioning in the searing summer heat.

Abbott said he was sending a letter to the Public Utility Commission of Texas requiring it to investigate why restoration has taken so long and what must be done to fix it. In the Houston area, Beryl toppled transmission lines, uprooted trees and snapped branches that crashed into power lines.

With months of hurricane season left, Abbott said he's giving CenterPoint until the end of the month to specify what it'll be doing to reduce or eliminate power outages in the event of another storm. He said that will include the company providing detailed plans to remove vegetation that still threatens power lines.

Abbott also said that CenterPoint didn't have “an adequate number of workers pre-staged" before the storm hit.

Following Abbott's news conference, CenterPoint said its top priority was “power to the remaining impacted customers as safely and quickly as possible,” adding that on Monday, the utility expects to have restored power to 90% of its customers. CenterPoint said it was committed to working with state and local leaders and to doing a “thorough review of our response.”

CenterPoint also said Sunday that it’s been “investing for years” to strengthen the area’s resilience to such storms.

The utility has defended its preparation for the storm and said that it has brought in about 12,000 additional workers from outside Houston. It has said it would have been unsafe to preposition those workers inside the predicted storm impact area before Beryl made landfall.

Brad Tutunjian, vice president for regulatory policy for CenterPoint Energy, said last week that the extensive damage to trees and power poles hampered the ability to restore power quickly.

A post Sunday on CenterPoint's website from its president and CEO, Jason Wells, said that over 2,100 utility poles were damaged during the storm and over 18,600 trees had to be removed from power lines, which impacted over 75% of the utility's distribution circuits.

Things to know: Beryl in the rearview, Devon Energy's big deal, and events not to miss

taking notes

Editor's note: Dive headfirst into the new week with three quick things to catch up on in Houston's energy transition.

Hurricane Beryl's big impact

Hundreds of thousands of people in the Houston area likely won’t have power restored until this week, as the city swelters in the aftermath of Hurricane Beryl.

The storm slammed into Texas on July 8, knocking out power to nearly 2.7 million homes and businesses and leaving huge swaths of the region in the dark and without air conditioning in the searing summer heat.

Although repairs have restored power to nearly 1.4 million customers, the scale of the damage and slow pace of recovery has put CenterPoint Energy, which provides electricity to the nation's fourth-largest city, under mounting scrutiny over whether it was sufficiently prepared for the storm and is doing enough now to make things right.

Some frustrated residents have also questioned why a part of the country that is all too familiar with major storms has been hobbled by a Category 1 hurricane, which is the weakest kind. But a storm's wind speed, alone, doesn't determine how dangerous it can be. Click here to continue reading this article from the AP.

Big deal: Devon Energy to acquire Houston exploration, production biz in $5B deal

Devon Energy is buying Grayson Mill Energy's Williston Basin business in a cash-and-stock deal valued at $5 billion as consolidation in the oil and gas sector ramps up.

The transaction includes $3.25 billion in cash and $1.75 billion in stock.

Grayson Mill Energy, based in Houston, is an oil and gas exploration company that received an initial investment from private equity firm EnCap Investments in 2016.

The firm appears to be stepping back from energy sector as it sells off assets. Last month EnCap-backed XCL Resources sold its Uinta Basin oil and gas assets to SM Energy Co. and Northern Oil and Gas in a transaction totaling $2.55 billion. EnCap had another deal in June as well, selling some assets to Matador Resources for nearly $2 billion. Click here to continue reading.

Events not to miss

Put these Houston-area energy-related events on your calendar.

  • 2024 Young Leaders Institute: Renewable Energy and Climate Solutions is taking place July 15 to July 19 at Asia Society of Texas. Register now.
  • CCS/Decarbonization Project Development, Finance and Investment, taking place July 23 to 25, is the deepest dive into the economic and regulatory factors driving the success of the CCS/CCUS project development landscape. Register now.
  • The 5th Texas Energy Forum 2024, organized by U.S. Energy Stream, will take place on August 21 and 22 at the Petroleum Club of Houston. Register now.

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