Crestwood Equity Partners has agreed to buy fellow Houston company, Oasis Midstream Partners, for $1.8 billion. $160 million will be paid in cash, the rest in stock. Oasis will own about 22% of Crestwood after the deal goes through.

Oasis Midstream was spun out of Oasis Petroleum in September 2017. Its assets are primarily midstream assets in the Williston Basin in North Dakota. There are also a few assets in the Delaware Basin. In 2020, it had revenues of $347 million. Of that, 97% were generated by Oasis Petroleum.

Oasis Petroleum has a 67.5% limited partner interest in Oasis Midstream. The parent entered a pre-packaged bankruptcy in late 2020. After exit, its founder and CEO retired, and it sold its Permian Basin assets for $481 million to become a pure-play Bakken E&P operator.

Crestwood already has 796 miles of pipeline in the Bakken and 311 miles in the Delaware Basin, plus related infrastructure. It also has assets in the Marcellus, Barnett and Powder River Basins.

Crestwood expects to generate $25 million in cost savings from operations and general and administrative expenses.

The deal is expected to close in the first quarter of 2022.

https://www.sec.gov/Archives/edgar/data/0001136352/000119312521307205/d243796dex993.htm

Altus Midstream, based in Houston, has agreed to taken over by privately-held EagleClaw Midstream. The deal is an all-stock transaction that values the combined business at $9 billion enterprise value.

Prior to the transaction, Altus was 79% owned by Apache (now called APA Corp). After the transaction is completed in Q1 2022, the current majority shareholders of EagleClaw, Blackstone and I Squared Capital, will own 75%. Apache will own 20%, and existing Altus public shareholders will own about 5%.

Altus owns gas gathering and processing assets in the Delaware Basin to service Apache’s production in Alpine High. It also has equity interests in four Permian-to-Gulf Coast pipelines. EagleClaw owns gas gathering and processing assets in the Delaware Basin.

Altus was spun off from Apache in November 2018 when it went public after being acquired by a SPAC or blank check company. At that time, it had a market capitalization of $3.5 billion. Currently, it has a market cap of $1.4 billion. That’s after the recent run-up in the stock price from $65 in late September to $86.53 right before the deal was announced.

The poor share performance since Altus went public is a result of the disappointing results of the Alpine High project of Apache. It was announced with great fanfare in 2016. The field turned out to have more gas than oil. In 2020, Apache wrote off $1.4 billion and Altus $1.3 billion from the assets values related to the project. Ironically, the recent rise in gas prices should lift prospects for Alpine High.

The combined business will have its head office in Midland where EagleClaw is based. The senior management of EagleClaw are based in Houston and will run the combined business, which will operate under a new, yet-to-be-determined name.

SEC filing – Altus Midstream merger

Four months after Chevron acquired Noble Energy, it has submitted a non-binding proposal to acquire all the publicly-held common units of Noble Midstream Partners LP (‘NBLX’).

Chevron already owns 62.5% of NBLX, through its acquisition of Noble Energy. It is also the biggest customer of NBLX, with about 60% of revenues generated from Chevron. So the deal is going through, it’s just a question at what price.

Chevron’s proposal was $12.47 per common unit, which meant no premium to the closing price on February 4. NBLX’s price ended up at $13.30 the following day, suggesting the market expects Chevron to sweeten the pot.  A year ago, the units were trading at $22 per unit.

This continues the trend of publicly-traded MLP’s being reabsorbed into their former parent companies. Other Houston-area examples in recent years are;

• TC Pipelines LP to be acquired by TC Energy (Dec 20)
• Cheniere Energy Partners LP Holdings taken private by its parent (Sep 19). Note Cheniere Energy Partners LP, a separate entity, is still publicly-traded.
• Spectra Energy, Enbridge Energy Partners and Enbridge Energy Management taken private by Enbridge (Apr 19)
• American Midstream going private (Mar 2019)
• CVR Refining, LP taken private by CVR Energy (Jan 19).
• Boardwalk Pipeline Partners bought out by Loews Corporation (Jul 18)

SEC filing – Chevron – Noble Midstream proposal

[UPDATE March 2, 2021 – Deal has now been completed and TC Pipelines has been delisted].

Houston-based TC Pipelines, LP is to be acquired by TC Energy which controls the General Partner that manages TCP. TC Energy also owns 24% of the common units of master limited partnership.

This is part of a trend in recent years where MLPs have been taken back in-house. Once owners and investors realized that MLPs were not really like a risk-free utility, the cost of capital rose and the attractions of being publicly-traded faded.

The deal values TCP at $1.68 billion or $31 per common unit. The 52-week high was $41. Once again, minority unit holders will feel aggrieved that the controlling owner has chosen to act when the stock price has been depressed. However, the offer price does represent a rise from the $27.31 that TC Energy originally proposed back in October.

TCP was formed by TransCanada in 1998 and went public the following year in a $275 million Initial Public Offering.  The company has interests in 6,300 miles of natural gas pipelines, mainly in the Great Lakes region and the Pacific Northwest.

The deal is expected to close around the end of the first quarter of 2021.

https://www.tcpipelineslp.com/announcements/2020-12-15-tc-pipelines-lp-announces-definitive-agreement-for-tc-energy-to-acquire-all-its-outstanding-common-units/

Stabilis Energy has completed its reverse takeover of American Electric Technologies (AETI) that was originally announced in January 2019. Andy Puhala, the CFO of Stabilis, becomes the CFO of the combined group. He was formerly the CFO of AETI between January 2013 and September 2015.

AETI, a provider of power delivery systems to the Energy sector, is based in Bellaire. It sold off its main US business in August 2018, leaving it with just an operation in Brazil and a joint venture in China. Stabilis has acquired the business for $10.2 million

Stabilis Energy is a small-scale producer and distributor of Liquefied Natural Gas (LNG). Small scale facilities typically produce 50,000 to 500,000 gallons a day. The product is usually used within 500 miles of the production facility in locations not near a natural gas pipeline. Stabilis has one facility located between San Antonio and Corpus Christi that produces 120,000 gallons a day.

The company has its head office in west Houston. For the year ended December 2018, the proforma business had revenues of $45 million.

Stabilis is owned by Casey Crenshaw, who has also been a director and shareholder of AETI since 2012. The share exchange agreement will leave the former owners of Stabilis owning 89% of the combined company. Existing AETI shareholders will own the remaining 11%.

Immediately after the transaction was completed, the company received a delisting notice from Nasdaq because it neither has a minimum of 1 million publicly-held shares nor a minimum market value of $15 million for the publicly-held shares. That’s due to Casey Crenshaw owning 88% of the combined company. The company plans a hearing with Nasdaq

The company will now be known as Stabilis Energy Inc and will trade under the ticker symbol ‘SLNG’.