ConocoPhillips buys remaining Surmont stake for $4bn

BY Fraser Tennant

Exercising its first right of refusal, Alaska's largest crude oil producer ConocoPhillips is to acquire TotalEnergies SE’s 50 percent stake in the Surmont oilsands field in Alberta for $4bn.

Currently holding a 50 percent interest as operator of Surmont, ConocoPhillips will own 100 percent upon closing. The acquisition thwarts efforts by Suncor Energy Inc. to buy into the Alberta site.

The transaction will be funded from either cash, short- and medium-term financing or a combination of both. The deal is also subject to contingent payments for a five-year term of up to approximately $325m representing $2m for every dollar that Western Canada Select pricing exceeds $52 per barrel during the month, subject to certain production targets being achieved.

Additionally, the transaction is structured as an asset purchase and the tax pools will be commensurate with the purchase price of the asset, including associated contingent payments.

“The acquisition reflects our ongoing commitment to enhance our returns-focused value proposition, improving our return on capital employed, lowering our free cash flow breakeven and further supporting our $11bn planned return of capital in 2023,” said Ryan Lance, chairman and chief executive officer of ConocoPhillips. “Long-life, low sustaining capital assets like Surmont play an important role in our deep, durable and diverse low cost of supply portfolio.

“Upon close, we look forward to leveraging our position as 100 percent owner and operator of Surmont to further optimise the asset while progressing toward our overall interim and long-term emissions intensity objectives,” he continued. “We will remain on track to achieve our previously announced accelerated greenhouse gas (GHG) intensity reduction target of 50 to 60 percent by 2030, using a 2016 baseline.”

Headquartered in Houston, Texas, ConocoPhillips is one of the world’s leading exploration and production companies based on both production and reserves, with a globally diversified asset portfolio. The company has operations and activities in 13 countries and approximately 9600 employees.

Expected to close in the second half of 2023, the transaction is subject to regulatory approvals and other customary closing conditions.

News: ConocoPhillips to buy rest of Canada's Surmont oil site, bumping Suncor

UK chemicals giant Venator files for Chapter 11

BY Fraser Tennant

Following a period of mounting losses, UK-based chemical giant Venator Materials PLC has agreed a recapitalisation plan with its lenders and noteholders as part of a bid to rescue the business.

To be implemented through a pre-packaged Chapter 11 bankruptcy in the US, the plan will equitise nearly all of Venator’s funded debt, strengthen its balance sheet and facilitate an infusion of new capital, which will position the company for future growth and success.

Moreover, the plan will be financed by a debtor-in-possession (DIP) financing facility, which includes a commitment for $275m in new-money financing from the company’s supporting creditors.

Following approval by the court, the DIP financing, together with cash on hand and cash generated from ongoing operations, is expected to provide substantial liquidity to support Venator throughout the recapitalisation process and beyond.

A global manufacturer and marketer of chemical products, Venator’s offerings comprise a broad range of pigments and additives that bring colour and vibrancy to buildings, protect and extend product life and reduce energy consumption. Based in Wynyard, UK, the company employs approximately 2800 associates and sells its products in more than 106 countries.

“We have faced unprecedented economic headwinds, including significantly lower product demand and higher raw material and energy costs in the second half of 2022,” said Simon Turner, president and chief executive of Venator. “The agreement we have reached with our lenders on a recapitalisation plan will significantly reduce Venator’s debt burden and place the company on a sound financial footing, which will enable us to deliver on our strategy and capitalise on future growth opportunities.”

Venator's businesses are expected to continue to operate as normal for the duration of the Chapter 11 process and Venator expects to continue to pay wages and benefits to its global workforce and pay all trade partners.

Throughout the court-supervised bankruptcy process, Venator will remain in possession and control of its assets, as well as retain its existing management team and board of directors.

Venator expects to complete its Chapter 11 process within approximately two months.

Mr Turner concluded: “Venator’s management, alongside our advisers, has worked tirelessly to assess all viable options available to us to ensure the long-term sustainable success of the company.”

News: Venator files for Chapter 11 bankruptcy process as US shares to be delisted

Chevron to acquire PDC Energy for $7.6bn

BY Richard Summerfield

Chevron Corp has agreed to acquire oil & gas producer PDC Energy in a deal worth $7.6bn.

Under the terms of the deal, Chevron will acquire all of the outstanding shares of PDC in an all-stock transaction valued at $6.3bn, or $72 per share. Based on Chevron’s closing price on 19 May 2023, PDC shareholders will receive 0.4638 shares of Chevron for each PDC share. The total enterprise value of the transaction is $7.6bn.

The deal has been unanimously approved by the boards of directors of both companies and is expected to close by year-end 2023. The acquisition is subject to PDC shareholder approval, as well as regulatory approvals and other customary closing conditions.

“PDC’s attractive and complementary assets strengthen Chevron’s position in key U.S. production basins,” said Mike Wirth, chairman and chief executive of Chevron. “This transaction is accretive to all important financial measures and enhances Chevron’s objective to safely deliver higher returns and lower carbon. We look forward to welcoming PDC’s team and shareholders to Chevron and continuing both companies’ focus on safe and reliable operations.”

“The combination with Chevron is a great opportunity for PDC to maximize value for our shareholders. It provides a global portfolio of best-in-class assets,” said Bart Brookman, president and chief executive of PDC. “I look forward to blending our highly complementary organizations, and I’m excited that PDC’s assets will help propel Chevron toward our shared goal for a lower carbon energy future.”

The deal for PDC will increase Chevron’s oil & gas footprint in the US, adding around 10 percent to the company’s reserves, giving it future production in the US, as well as adding about $1bn to both its capital expenditures and free cash flow as soon as 2024, or within a year of the deal closing. According to Mr Wirth, the acquisition will add 260,000 barrels of oil and gas production per day to Chevron’s output in 2024. The deal will also increase Chevron’s capital spending by about $1bn per year, raising its range to $14bn to $16bn through 2027.

Chevron has been increasingly active in recent years, completing deals to grow its operations in Colorado and Wyoming. The company, the second largest US oil producer, is one of the top producers in the Denver-Julesburg Basin after its $13bn acquisition of Noble Energy in 2020.

News: Chevron to boost US presence with $7.6 bln PDC Energy buy

TGP to acquire Angelo Gordon in a $2.7bn deal

BY Richard Summerfield

Private equity (PE) giant TPG has agreed to acquire investment firm Angelo Gordon in a cash and stock deal worth $2.7bn.

Under the terms of the agreement, TPG, an investment firm focused on the credit and real estate markets, will pay approximately $970m in cash and up to 62.5 million units of the TPG Operating Group and restricted stock units of TPG. The acquisition is expected to close in the fourth quarter of 2023, subject to customary closing conditions, including international regulatory approvals and other client and third-party consents.

Angelo Gordon has roughly $53bn in assets under management (AUM), the majority of which are in credit or real estate. Once the deal closes, TPG will be scaling up with $38bn of AUM in real estate alone. As of the end of 2022, the two companies had a combined $208bn in AUM.

“This strategic transaction meaningfully expands our investing capabilities and broadens our product offering,” said Jon Winkelried, chief executive of TPG. “The addition of Angelo Gordon also underscores our continued focus on growing and scaling through diversification, while driving long-term value for our shareholders. Following more than a year of building relationships between the leadership teams of both organizations, we are confident the combination represents a strong strategic and cultural fit and will create additional opportunities for employees of both firms. We look forward to welcoming the Angelo Gordon team as we execute on our shared vision.”

“This is a terrific partnership that provides Angelo Gordon with the scale to capitalize on the growing opportunity set we see in the credit and real estate markets, the diversification to create new solutions for our clients across the risk spectrum in all market conditions, and the opportunity to share our collective expertise, insights, and knowledge,” said Josh Baumgarten, co-chief executive and head of credit at Angelo Gordon.

“We are proud to be joining a world-class investment platform that shares our philosophy on firm culture, investment excellence, and delivering for clients,” said Adam Schwartz, co-chief executive and head of real estate at Angelo Gordon. “This transaction is a testament to the team and business that we have built over nearly 35 years, and we are excited about the new and expanded opportunities ahead for our employees and LPs.”

“Both firms have grown organically over the past three decades, from private founder-led businesses into seasoned firms with next-generation executive leadership poised to accelerate further growth as part of a diversified platform,” added Jim Coulter, co-founder and executive chairman of TPG. “There is a clear alignment of interests, values, and culture with a focus on entrepreneurship, innovation, and investment excellence. We look forward to building on our collective momentum together.”

News: TPG buys $73bn asset manager Angelo Gordon to expand in credit, real estate

Drugmaker Athenex files for Chapter 11

BY Fraser Tennant

After exploring several options to stay afloat, biopharmaceutical company Athenex, Inc has voluntarily filed for Chapter 11 bankruptcy to divest its assets, while seeking to maximise value for its stakeholders.

The company has also reached agreement with its lenders to move forward with an expedited sales process of its assets across its primary businesses, which is expected to conclude by 1 July 2023, with Chapter 11 cases continuing thereafter to resolve claims.

Athenex has also reached an agreement with its secured lenders, subject to court approval, for the consensual use of cash collateral, which will enable the company to, among other things, satisfy certain obligations to its vendors for authorised goods received and services rendered after the filing.

Founded in 2003, Athenex is a clinical-stage biopharmaceutical company dedicated to becoming a leader in the discovery, development and commercialisation of next-generation cell therapy products for the treatment of cancer.

“Throughout our history, we have sought to become a leader in bringing innovative cancer treatments to the market and improving patient health outcomes,” said Dr Johnson Lau, chief executive of Athenex. “Our team was successful in bringing tirbanibulin, through regulatory approvals, to the US market and a number of European Union (EU) countries, as well as Taiwan.

“Unfortunately, our oral paclitaxel product candidate received a complete response letter from the US Food and Drug Administration, and this significant regulatory setback, coupled with challenging biotech markets and the difficult economic environment, put tremendous pressure on our ability to continue to fund our businesses.”

Over the past two years, Athenex has refocused its business around its NKT cell therapy platform, monetised non-core assets to improve its balance sheet and extended its cash runway, while paying down $108m of debt and undertaking a comprehensive review of strategic alternatives to create value for our stakeholders.

Dr Lau concluded: “We are incredibly thankful to our team for their dedication to Athenex and will look to support our colleagues through this transition period.”

News: Drugmaker Athenex voluntarily files for U.S. Chapter 11 proceedings