November 17, 2024

DealBook: Freeport to Buy Plains Exploration and McMoRan

A mine in Indonesia's Papua province operated by Freeport McMoRan Copper  Gold.Muhammad Yamin/ReutersA mine in Indonesia’s Papua province operated by Freeport McMoRan Copper and Gold.

Freeport-McMoRan Copper and Gold said on Wednesday that it would buy two oil and natural gas companies, Plains Exploration and Production and the McMoRan Exploration Company, in a return to the energy business.

The two transactions will create a natural resources titan worth about $60 billion, including debt, and will formally reunite Freeport with McMoRan, the oil exploration company it spun off in 1994.

Under the terms of the deals, Freeport will pay about $6.9 billion in cash and stock for Plains. That offer consists of $25 a share in cash and 0.6531 of a Freeport share, worth about $50 a share based on Tuesday’s closing prices.

Related Links

And Freeport will pay $14.75 a share in cash and 1.15 units of a trust that will hold a 5 percent interest in future production of McMoRan’s deepwater exploration operations. Freeport and Plains together already own about 36 percent of the smaller exploration company.

“This transaction will enable us to add assets with exceptional exploration and development potential to a world-class mining company to create a premier minerals and oil and gas business focused on value creation for shareholders,” James R. Moffett, Freeport’s chairman, said in a statement.

JPMorgan Chase is providing $9.5 billion to help pay for the cash portion of the deal and to repay some of Plains’s existing debt.

Freeport was advised by Credit Suisse and the law firm Wachtell, Lipton, Rosen Katz. Plains was advised by Barclays and the law firm Latham Watkins. McMoRan was advised by Evercore Partners and the law firm Weil, Gotshal Manges.

A drilling rig operated by Plains Exploration  Production in the Santa Barbara Channel off the California coast in 2007.Bryan Walton/Santa Maria Times, via Associated PressA drilling rig operated by Plains Exploration and Production in the Santa Barbara Channel off the California coast in 2007.

Article source: http://dealbook.nytimes.com/2012/12/05/freeport-to-buy-plains-exploration-and-mcmoran/?partner=rss&emc=rss

DealBook: $20.7 Billion Deal to Create Pipeline Giant

Kinder Morgan pipeline in Las Vegas.Rick Rainey/Kinder MorganKinder Morgan pipeline in Las Vegas.

Kinder Morgan agreed on Sunday to buy the El Paso Corporation, a natural gas exploration and pipeline company, for about $20.7 billion in cash and stock, in one of the biggest energy deals in recent years.

Including the assumption of debt owed by El Paso and an affiliated business, El Paso Pipeline Partners, the takeover is valued at about $38 billion.

Through the deal, Kinder Morgan will become the nation’s biggest player in the business of transporting natural gas, with more than 80,000 miles of pipelines.

“This once in a lifetime transaction is a win-win opportunity for both companies,” Richard D. Kinder, the chief executive of Kinder Morgan, said in a statement.

Under the terms of the deal, Kinder Morgan will pay $14.65 in cash, .4187 of its own shares and .640 of its warrants for each El Paso share. At Friday’s closing price, that values the offer at about $26.87. That is a 37 percent premium to El Paso’s Friday closing price.

El Paso announced in May that it planned to spin off its exploration and production businesses to shareholders, leaving it with its midstream operations, which account for 66 percent of its annual revenue.

Kinder Morgan said on Sunday that it plans to sell off El Paso’s exploration and production businesses.

After the deal’s closing, which is expected by the second quarter next year, Kinder Morgan shareholders will own about 68 percent of the combined company, while El Paso shareholders will own 32 percent.

Somewhat unusually, El Paso has agreed not to seek out potentially higher rival offers, and would be obligated to pay Kinder Morgan a $650 million break-up fee under certain circumstances.

Kinder Morgan has received a financing commitment from Barclays Capital for the entire cash portion of the deal.

Kinder Morgan was advised by Evercore Partners, Barclays and the law firms Weil Gotshal Manges and Bracewell Giuliani. El Paso was advised by Morgan Stanley for this deal, and had already been receiving advice from Goldman Sachs and the law firm Wachtell, Lipton, Rosen Katz on its previous spinoff plan.

Article source: http://feeds.nytimes.com/click.phdo?i=283e29f5a78702581730dfd11214d2e0