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Deloitte Oil & Gas Mergers and Acquisitions Report Midyear 2014 The deal market may be poised for a rebound
Contents
Introduction.............................................................................................................1
Electric companies feel the big squeeze....................................................................2
M&A provides a strategic lever for electric and gas companies.................................3
Macroeconomic drivers stir the pot..........................................................................6
Benefits expand beyond synergies and sheer size.....................................................7
New frontiers of opportunity emerge.......................................................................8
Utility regulation: From barrier to facilitator...........................................................10
Changing the dialogue...........................................................................................12
Conclusion..............................................................................................................13
Endnotes................................................................................................................14
About the authors..................................................................................................15
Introduction
Electric companies
feel the big squeeze
20
Utility
Retailer
15
Renewable IPP
Other electric services
Deal count
IPP
10
Transco
Other energy
5
0
2009
2010
2011
2012
2013
2014
through June 30
Number of LDCs
Investor owned
212
Municipally owned
916
Privately owned
123
Cooperative 28
Other ownership
34
Total 1,313
Macroeconomic drivers
stir the pot
New frontiers of
opportunity emerge
Utility regulation:
From barrier to facilitator
Customer impact
Regulators seek to flow cost
savings to customers and
often include mechanisms that
limit recovery of acquisition
premium from customers.
Community impact
Measuring community impact
varies and can include factors
such as economic development,
job preservation, residents
health and safety, charitable
contributions, and climate impact.
Financial stability
Regulators gauge merged
entitys financial stability
through metrics such as
debt-equity ratio and ability
to obtain financing.
Public
interest
Operational benefits
Merged entity often must be
able to provide enhanced safe,
reliable, and environmentally
responsible electric service.
10
Year
Automotive
Process &
Industrial
Products
2009
0.89
5.51
4.91
5.73
0.77
7.07
4.14
5.33
2010
1.43
5.07
2.34
3.16
3.32
2.58
3.98
3.13
8.75
2011
1.98
4.44
3.32
4.31
7.12
7.13
3.83
4.59
9.41
2012
11.83
4.61
3.78
3.32
4.39
2.88
5.14
8.47
2013
2.6
3.29
4.34
2.45
3.36
3.33
3.23
6.15
Average
3.75
4.59
3.44
3.63
4.78
3.49
4.22
4.05
7.62
Retail &
Distribution Technology
Consumer
Products
Aerospace
& Defense
Average
for other
industries
Power &
Utilities
11
12
Conclusion
13
Endnotes
Ibid.
Ibid.
Ibid, p. 17.
Ibid.
10
11
Jim Polson and Mark Chediak, NRG Energy to Buy Edison Mission
Energy for $2.64 Billion, Bloomberg.com, October 18, 2013, http://
www.bloomberg.com/news/2013-10-18/nrg-energy-agrees-topurchase-edison-mission-energy.html, accessed August 12, 2014.
12
13
Ibid.
14
Ibid.
15
Ibid.
16
17
Gas Utility Construction Expenditures by Type of Facility, 19722012, American Gas Association, http://www.aga.org/Kc/analysesand-statistics/statistics/annualstats/construction/Documents/
Table12-1.pdf, accessed June 1, 2014.
22
23
24
25
26
27
SNL Energy, Market and Deals, Index Value, accessed July 21,
2014.
28
29
30
31
32
Ibid., p. 23.
33
Ibid., p. 27.
34
35
36
18
SNL Energy RRA Rate Case Summary, accessed July 14, 2014.
19
20
21
14
37
38
Ibid.
Gregory Aliff
Vice Chairman and Senior Partner
Energy & Resources
Deloitte LLP
+1 703 251 4380
galiff@deloitte.com
Mr. Aliff is a vice chairman and senior partner in the Energy & Resources practice
of Deloitte LLP, and is also the leader of Deloittes U.S. integrated market offerings.
For 10 years he served as leader of the Firms U.S. Energy & Resources Group which
is responsible for the coordination of Deloittes audit, tax, consulting, and financial
advisory services to the U.S. energy and resources industry.
Brian Boufarah
Partner, U.S. M&A Transaction Advisory
Services Leader
Power & Utilities
Deloitte & Touche LLP
+1 212 436 6997
bboufarah@deloitte.com
Mr. Boufarah is an accounting and deal management partner in the New York M&A
Transaction Services Group, with more than 20 years of experience at Deloitte & Touche
LLP, including a vast range of services such as M&A transaction advisory services, IPO
readiness, audit, and other special projects. He is Deloittes U.S. Power & Utility Industry
Leader for M&A Transaction Advisory Services and serves national and international
clients on a wide array of transactions.
Suzanna Sanborn
Senior Manager, Market Insights
Energy & Resources
Deloitte Services LP
+1 703 251 1930
ssanborn@deloitte.com
Twitter: @SuzannaSanborn
Ms. Sanborn is senior manager of Deloittes Energy & Resources Market Insights team,
which provides research and analysis and produces thought leadership for the Firms
U.S. Energy & Resources Group. She has more than 20 years of experience in research,
analysis, marketing, communications, and program management in the power and
utilities, oil and gas, and alternative energy sectors.
Trevear Thomas
Partner, U.S. M&A Consultative
Services Leader
Energy & Resources
Deloitte Consulting LLP
+1 713 982 4761
trethomas@deloitte.com
Twitter: @tathomas05
Mr. Thomas leads the Energy & Resources M&A practice for Deloitte Consulting LLP
and has more than 20 years of experience supporting engagements across the M&A
lifecycle. He has led more than 50 integration and carve-out engagements, delivering
a broad range of services including M&A strategy, target screening, operational
diligence, synergy planning and cost estimation, transition services agreements, and
implementation.
Acknowledgements
Special thanks to Jaya Nagdeo, senior analyst, Market Insights, Deloitte Services
LP, for her significant contributions to this paper. The paper was also enriched
by discussions with executives throughout the power and utilities industry who
generously provided their insights.
15
Learn more
For further discussion of potential strategies and business models electric companies are exploring as they navigate the rapidly changing U.S. electric
power industry, we invite you to read Deloittes Math Series.
The math does not lie: Factoring the future of the U.S. electric power industry
The first paper in the Math Series provides a straightforward approach to examining the future of the U.S. electric power
industry through a mathematical framework.
Beyond the math: Preparing for disruption and innovation in the U.S. electric power industry
The second installment of the Math Series offers electric sector stakeholders a way to think about the industrys coming
transformation so they can determine if, when, and how to pursue transforming their business models. It also challenges
stakeholders as to whether their organizations have what it will take to break the constraints to true innovation and move
confidently toward a profitable, successful future.
The new math: Solving the equation for disruption to the U.S. electric power industry
Third in the series, the final paper examines the fundamental shifts already occurring in the electric industrys license to
do business. It also sets forth frameworks designed to assist in analyzing and monitoring critical marketplace dynamics,
as well as to serve as platforms for the creation of new business models required to confront the challenges and seize the
opportunities that lie ahead for the electric power industry.
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