Since the 1970s, entrepreneur Edward E. Cohen has been a familiar fixture in Philadelphia business circles, active in real estate, investment in commercial mortgages, oil and gas and banking. Additionally, his wife Betsy and both sons are chairmen, chief executives or presidents of various businesses, many of them public.
Twenty years ago, Cohen began selling public partnerships to drill wells in Appalachia under the banner of Resource America Inc. Fast forward to 1999, when he became chairman of Atlas Pipeline GP, an affiliated midstream master limited partnership. He also was chairman and CEO of Atlas Energy Inc. (formerly Atlas America), from its formation in 2004 through its joint venture in the Marcellus shale with India's Reliance Industries, for $1.7 billion in mid-2010.
Chevron acquired Atlas Energy for $4.3 billion last fall. The deal closed in February, giving Chevron 9 trillion cubic feet of gas resource, of which 850 billion are proved reserves.
And now, Cohen is rebooting Atlas to carry on.
For his ability to build a large, diversified business in a traditional basin, form several public MLPs, consolidate them to attract a JV partner, and finally, monetize with Chevron, Cohen has been named Oil and Gas Investor's Executive of the Year for 2010.
He has an unusually diverse background. In addition to earning a law degree, he received a doctorate from Princeton, where he studied ancient Greek law and economics. He has written three books on ancient Athens. In 1993, he won the Herbert Feis Award for distinguished history books written by those outside of academe, for his book, Athenian Economy and Society: A Banking Perspective.
In a 1998 interview with Investor's Business Daily, Cohen said, "I question all kinds of academic theories. I question everything I'm told about business activity, and I tend to be countercyclical."
Cohen has a long legacy behind the Chevron deal. Since 1985, Atlas had sponsored 22 public and 39 private partnerships, raising more than $2 billion from high-net-worth individuals. For the partnerships, Atlas and its affiliates drilled, completed and operated the wells, mostly gas wells, in Ohio, Pennsylvania, New York, Michigan, Indiana, Tennessee and Colorado.
Cohen since 1990 has been chairman of Resource America Inc. That entity had been called Resource Exploration when Cohen bought it in 1987 by partnering with Campbell Soup heir Jack Dorrance and others. Resource America spawned Atlas and several other businesses, some of which also went public.
Now, Atlas Energy LP (NYSE: ATLS) is a hybrid MLP that owns and operates the general partner of Atlas Pipeline Partners LP, through which it owns a 2% general partner interest, and approximately 5.75 million common limited partner units of APL. And, it still owns an interest in more than 8,500 producing gas and oil wells, representing more than 185 billion cubic feet equivalent of net proved developed reserves.
It is this legacy upon which Cohen intends to keep building. Although most of the assets are conventional Appalachian Basin wells, many overlie the Marcellus shale. We talked to Cohen this spring to see where he is headed next.
Investor: Congratulations on your deal.
Cohen: Our success is beyond anything I ever conceived of. It is a real tribute to our country, that you can come from nothing and achieve this kind of success. I'm just sorry my father didn't live long enough to see this; it proves what you can actually do.
Investor: How did this all come about? What drove you?
Cohen: I am a Pennsylvanian by birth and I never dreamt that not only Texas but India, China and Spain, the whole world, would be coming to Pennsylvania. But we found we had a problem—we were sitting in the middle of the Marcellus shale and it was ready for a sophisticated player.
So, we terminated our Atlas Energy pass-through entity and rolled it into a holding company, and sought a JV partner. We knew we needed more capital, but we had made a decision not to sell the company, but to do a JV. We talked to just about every major energy company in the world, toward the end of 2009, because our advisor, Jefferies & Co., had all these contacts and we felt we owed it to our shareholders to consider every avenue. We ended up with a $1.7-billion JV with Reliance.
We found Reliance was quick and vey compatible with us. While having the largest entity in India by market cap as a partner seems different than having a wealthy optometrist in Texas as a partner, it really is the same thing. But we knew the proper development of the Marcellus would require a different level of capital.
Investor: Why sell to Chevron so soon after making the Reliance deal?
Cohen: Unwittingly when we were seeking a JV partner, we were positioning ourselves to be sold. We were exposing ourselves to every potential buyer—we spoke with all the multinationals. Chevron made an offer we found compelling. We found them terrific to deal with, extremely sharp…and they retained our people. This was not a deal based on reducing employees.
Investor: What is your vision for the "new Atlas" now that the Chevron deal is closed?
Cohen: They were only interested in our Marcellus and Michigan activities, so we sold the parent company and retained Atlas Pipeline, our MLP in the processing area, and some upstream assets…and we changed the name of the new parent to Atlas Energy LP. In a way we sold the company but kept a large part of it. We had to sell our Utica assets to them also—unfortunately for us, fortunately for them. We're very high on the Utica.
Now, we are rebooting the company. We still have interests in 8,500 wells, and we have the pipeline MLP, which is expanding rapidly. All our processing plants are operating at full capacity. We are in areas high in liquids. It's a nice time to be in the processing business, as demand for ethane is high.
We are the "un-cola" of the energy business. We have always been a different kind of an energy company.
Investor: How so?
Cohen: We recognized early on that we were a small E&P company with limited capital resources. We haven't wanted to be selling stock, so we found ways to utilize money provided by others. We told investors this is not an equity investment in energy—if you want that, buy stock. This is a device for financial planning. For all these years—I have been in business for 35 years and have been CEO for 25 years—we have been offering tax-advantaged drilling programs to affluent individuals.
Investor: But last year was different?
Cohen: Last year was unusual in that we could not do it in the second half of 2010, due to securities laws, while we were in the process of selling to Chevron. But in the three years preceding that, we never raised less than $300 million per year. We raised $437 million in 2008 and $350 million in 2009. This was a time when financing was frozen in the U.S. Most companies, even very strong ones, could not find financing in that time.
A key element is how well our partners do, and they have done very well, so we have been able to offer these partnerships since the early 1970s. I actually deal now, in some cases, with the grandchildren of some of our first investors!
I think this is capitalism at its essential best. For the general partner to do well, the limiteds have to do well.
Investor: Then why did you form an upstream MLP when you were so successful raising capital?
Cohen: We are accustomed to working with many partners, so we felt it was quite natural to organize an MLP, which we did in 2000 with Atlas Pipeline, and that was intended to develop our gathering system in Appalachia. The upstream MLP came later, in 2006.
Investor: What are your fund-raising goals this year?
Cohen: We feel very much at home having an MLP today and aligning ourselves with our investors. We had put the E&P assets into Atlas Energy Resources in 2006, as another pass-through entity.
Our ultimate goal is to build the company to be worthy of attracting the attention of a major purchaser. Since I'm a relatively young man, I should have a good goal. (Laughs). Actually, I'm one of the few employees over 50. We did have 800 employees and now we have about 350.
Investor: And what about the Marcellus?
Cohen: We are free to engage in Marcellus development outside of the non-compete areas.
We are eager to acquire additional acreage on a selective basis. As we watched activity in the Barnett and…Fayetteville…we thought, what about Pennsylvania? It became clear to us this (Marcellus shale) was a national asset and it was astonishing to us.
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