2010-11-09-2010-11-01
Chairman, CEO Doug Miller and private consortium offers to acquire companyand take private.
In another high-profile take-private attempt of a shale-gas company within two weeks, Exco Resources Inc. (NYSE: XCO) chairman and chief executive Doug Miller along with a consortium of private-equity backers has submitted an offer for all remaining shares of the company not owned by Miller for approximately $4.4 billion.
On Friday, Miller submitted a letter to the Dallas-based Exco board with an offer to pay $20.50 per Exco share, a 38% premium to the same-day closing price. The bid values the company at approximately $5.15 billion, including some $750 million of net debt.
Along with Miller, Oaktree Capital Management LP (16% of shares outstanding), Ares Management LLC (6%) and Boone Pickens, who is also on the Exco board, would participate in the acquisition.
Last week, Fort Worth, Texas-based Quicksilver Resources Inc. (NYSE: KWK) received a management buyout offer from president and CEO Glen Darden.
In the letter, Miller says, "I believe that $20.50 per share is very compelling and in the best interest of the company and its public shareholders and that the shareholders will find this proposal attractive…The acquisition would be in the form of a merger of the company with a newly-formed acquisition vehicle."
Miller stated that he would expect to continue in his current roles following a transaction, along with senior management, and to reinvest a significant portion of his equity ownership as part of the deal.
"I anticipate continuing to run the business in accordance with our current practice and maintaining the company's valuable employee base, which we view as one of its most important assets."
The Dallas-based Exco holds significant positions in the Haynesville and Marcellus shales. In both positions it has partnered with British major BG Group (London: BG) to develop the plays.
The Exco board intends to establish a special committee to review the proposal.
KeyBanc Capital Markets analyst Jack Aydin values the offer at $4.33 per Mcfe, including net debt. This estimated is based on 1.2 Tcfe of proved reserves and $16,224 per flowing Mcfe of production, using third-quarter production estimates of 320 MMcfe per day.
"Can a third-party surface?" Aydin questions. "Our guess is yes. We think that the (board's) special committee, comprised of independent directors, fiduciary responsibility will be to get the best price for shareholders. Thus we would not rule out the possibility of soliciting and entertaining other offers. Stay tuned."
J.P. Morgan Securities LLC and Goldman, Sachs & Co. are financial advisors to Miller, and Vinson & Elkins LLP is as legal advisor.