Assuming no collars on the transaction and total synergies of around $200 million, Spectra can expect 11% accretion and offer a 5% premium to the current market price. That is near the intrinsic value of the existing proposed Energy Transfer-Williams transaction. With the cash flow accretion, Spectra could raise the bid by approximately 2% for Williams while maintaining 10% cash flow accretion for Spectra shareholders in 2017.
If Energy Transfer were to get some help from Sunoco Logistics Partners L.P. (NYSE: SXL), the midstream company it controls through Energy Transfer Partners L.P. (NYSE: ETP), the same 30% premium paid by SXL for WPZ would result in $2.2 billion in cash to Energy Transfer Equity ($1.1 billion net after incremental distributions due to more ETE units) as a result of the IDRs from the 100% unit-for-unit exchange of SXL for WPZ units.
Here is how Credit Suisse compares the outcomes of the two scenarios:
Comparing ETE/SXL vs. SE/SEP … it’s tough to call out a clear winner: On the one hand the transaction appears more accretive to [Energy Transfer Equity] vs. Spectra but less accretive to SXL vs SEP. In both cases there is significant benefit to involving an MLP under the control of the [general partner]. [Energy Transfer Equity] could forgo some of the incremental cash flow from SXL. [Spectra and SEP] could do the opposite via a supplemental distribution of some kind. Both approaches would face conflicts committee issues. Also, Spectra would likely have to divest Texas Eastern pipeline.
Credit Suisse analysts also said that a number of other possible buyers signed confidentiality agreements, but that these are likely just tire-kickers. One interesting possibility would be an acquisition by Kinder Morgan Inc. (NYSE: KMI), but the analysts do not think that Kinder’s stock has the “fire power” to make a serious offer. Add to that antitrust concerns. According to unnamed sources cited by Reuters, final bids for Williams are due the last week in August.
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When it is all said and done, here is what Credit Suisse says:
Williams and WPZ have already risen on the news reports, but given the accretion calculations we have run, WPZ would appear to have more transaction upside in a bidding war. A revised ETE/SXL bid likely means SXL could face price headwinds while ETE goes higher and [Spectra] advances at the expense of SEP should SEP sweeten an offer.
Credit Suisse warns, “With such a complicated combination, while we have attempted to be accurate we could have made a miscalculation.” In other words, we are the professionals, so don’t you try this at home.
Williams stock jumped from $48.34 to $60.86 on the day the Energy Transfer offer was announced in late June. Since then it dipped back to $48.53, before rising again in the past eight days to close at $53.86 on Tuesday. The stock’s 52-week range is $40.07 to $61.38.
Williams Partners saw its common units drop from $53.14 on the trading day before the offer was announced to $49.10. The units have drifted slowly downward and closed most recently at $40.45.
Spectra Energy’s stock has dipped a bit following the Friday’s report from Reuters from $30.10 to $29.46 Tuesday. The stock’s 52-week range is $28.17 to $42.18.
Sunoco Logistics’ common units have also dipped since Friday, from $36.32 to $35.80. The 52-week range on the units is $32.56 to $52.47.
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