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ANADARKO PETROLEUM CORP

US:APC_old
No current share price held for this company.

Past year: ▲ 13%(43.50 – 73.66 USD)

Market cap
—
Shares on issue
—
Story beats
20 since 2010
Last event
19 Aug 2019

History

Anadarko spent a decade settling big legacy liabilities and refinancing its debt, then briefly agreed to a Chevron sale before being acquired by Occidental in August 2019.

2010-2011: Refinancing and the Macondo settlement

The record opens in August 2010, when Anadarko sold $2.0 billion of 6.375% senior notes due 2017. It said the money would repay about $1.3 billion of debt due in December 2012 and cover general needs, including refinancing other near-term maturities. In September it signed a new $5.0 billion, five-year secured revolving credit facility led by JPMorgan Chase, replacing an undrawn $1.3 billion one. Nothing was borrowed under it at the time.

The larger event came in October 2011, when Anadarko settled with BP over the Deepwater Horizon (Macondo) oil spill. It agreed to pay BP $4.0 billion in cash within 45 days and hand over its 25% interest in Mississippi Canyon block 252. In return BP dropped about $6.1 billion of invoices and future cost claims and indemnified Anadarko for certain damage claims. Fines, penalties and punitive damages were not covered, though Anadarko said it did not see them as a material risk. The payment was to come from cash and the credit facility, with a possible sale of its Brazilian subsidiary to repay borrowings.

2014-2015: Paying for Tronox

The records are quiet for 2012 and 2013. In April 2014 Anadarko and its Kerr-McGee subsidiary settled the Tronox lawsuit, which concerned alleged actions by Kerr-McGee before Anadarko acquired it in 2006. The price was $5.15 billion, and the company expected a net tax benefit of about $550 million.

To fund it, Anadarko signed two new unsecured credit facilities in June 2014, a $3.0 billion five-year one and a $2.0 billion 364-day one. They became available only once the settlement was approved and paid and the 2010 secured facility was repaid. In July it also sold $1.25 billion of senior notes, split between 2024 and 2044 maturities, for general purposes. The settlement became final on January 21, 2015 and was paid on January 23. Anadarko then ended the $5.0 billion secured revolver, with all liens released and no penalties.

In June 2015 it sold 8,000,000 7.50% tangible equity units at $50 each. Each combined a contract to deliver Western Gas Equity Partners units, or Anadarko stock instead, by June 7, 2018, with a small note paying quarterly cash installments.

2016-2018: New debt and new shares

In March 2016 Anadarko sold $3.0 billion of senior notes maturing in 2021, 2026 and 2046. The proceeds were meant to refinance the 5.95% notes due September 2016 and part of the 2017 notes issued in 2010.

In September 2016 it sold 40,537,500 new common shares, including the underwriter's extra allotment, for net proceeds of about $2,157.3 million. The money was to fund deepwater Gulf of Mexico property interests, with the rest for general purposes. Shares on issue rose from 508 million at the end of 2015 to 551 million a year later, then eased to 531 million in 2017 and 490 million in 2018; the records do not explain the later falls.

In October 2017 the company held three exploration licenses offshore Peru. In November 2018 it agreed a reorganisation of its midstream (pipeline and processing) businesses, in which Western Gas Partners would merge into Western Gas Equity Partners. Anadarko held 77.8% of the latter. The records do not show it completing.

2019: Chevron, then Occidental

On April 11, 2019 Anadarko agreed to be bought by Chevron for $16.25 in cash plus 0.3869 of a Chevron share per Anadarko share, valued at $65 a share, or $33 billion in total. On May 9 it ended that deal, paid Chevron a $1 billion termination fee, and signed with Occidental instead: $59.00 in cash plus 0.2934 of an Occidental share per share.

By Occidental's July 8 price the offer was worth about $73.46 per share. Stockholders approved on August 8, 2019, with 374.8 million votes for and 1.27 million against. The merger closed that day, and Anadarko became an indirect wholly owned Occidental subsidiary. It ended its $3.0 billion revolver with nothing borrowed, and all directors and officers left their roles. Holders rejected the non-binding vote on merger-related executive pay, 267.3 million against and 106.4 million for. Trading on the New York Stock Exchange stopped from August 9, and on August 19 Anadarko ended the registration of its securities, ending its reporting obligations.

Written from the 20 story beats below (2010 to 19 Aug 2019), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2019502m shares · US$36.56bn market cap

  1. 19 Aug

    ANADARKO PETROLEUM CORP terminated the registration of a class of securities, ending its reporting obligation for them.

    listing compliance notice

    502m shUS$36.56bn
  2. 9 Aug

    ANADARKO PETROLEUM CORP's exchange filed to remove a class of its securities from listing.

    listing compliance notice

    502m shUS$36.56bn
  3. 8 Aug

    The Occidental merger closed on August 8, 2019, and Anadarko is now an indirect wholly owned Occidental subsidiary. Stockholders had approved it that day (374.8m for, 1.27m against). Each Anadarko share became $59.00 cash plus 0.2934 of an Occidental share, and the stock stops trading on the NYSE before the open on August 9. Anadarko ended its $3.0bn JPMorgan revolver with no loans outstanding, all directors and officers left their roles, and a Form 15 is expected to end its reporting. Holders rejected the advisory merger-related executive pay vote (106.4m for, 267.3m against), though it was non-binding. This resolves the pending merger thread (the Chevron deal having been terminated).

    business combination

    502m shUS$36.56bn
  4. 11 July

    Anadarko sent stockholders its final proxy statement for the Occidental merger ($59.00 cash plus 0.2934 Occidental share per Anadarko share), with a special meeting set for August 8, 2019 and a July 11 record date. Based on Occidental's July 8 price the offer was worth about $73.46 per share, roughly 57% above Anadarko's April 11 close (before the Chevron deal) and about 3% below its May 8 close. The board unanimously recommends a vote in favour, and former Anadarko holders would own about 16% of Occidental. Approval needs a majority of outstanding shares.

    business combination

    502m shUS$35.43bn
  5. 10 May

    On May 9, 2019 Anadarko ended its April 11 Chevron merger agreement, paid Chevron a $1 billion termination fee, and signed a new merger agreement with Occidental. Each Anadarko share would become $59.00 in cash plus 0.2934 of an Occidental share. This replaces the Chevron deal (which was $16.25 cash plus 0.3869 Chevron shares). The deal still needs Anadarko stockholder approval, US antitrust clearance, an effective Occidental S-4 and NYSE listing, with an outside date of February 9, 2020 (May 9, 2020 for antitrust). Anadarko would owe Occidental a $1 billion fee in certain cases, and Occidental would reimburse the Chevron fee if Anadarko terminates over an uncured Occidental breach. Gwin, Fink and McMillian were each approved for $1 million transaction bonuses.

    business combination

    502m shUS$36.58bn
  6. 17 Apr

    This filing gives the terms of the April 11, 2019 merger agreement with Chevron: each Anadarko share converts into $16.25 in cash plus 0.3869 of a Chevron share, with Anadarko becoming a Chevron subsidiary. It still needs Anadarko stockholder approval and U.S. antitrust clearance; either side can end it if it is not done by January 11, 2020 (extendable to April 11, 2020 for antitrust), and Anadarko would owe a $1 billion fee in certain cases such as accepting a superior proposal. The board also raised executive severance and change-of-control protections, adopted a Delaware forum-selection by-law and postponed the May 14, 2019 annual meeting. The deal is pending, so shareholders have not yet been bought out.

    business combination

    500m shUS$22.72bn
  7. 12 Apr

    On April 11, 2019, Anadarko agreed to be acquired by Chevron; the press release says Anadarko shareholders get 0.3869 Chevron shares plus $16.25 in cash per Anadarko share, valued at $65 per share, or $33 billion in total. The deal is not yet complete: the filing only attaches the press release, an investor presentation and an email to employees, and the full terms come in the separate merger-agreement filing.

    business combination

    500m shUS$22.72bn

2018504m shares · US$26.83bn market cap

  1. 9 Nov

    On November 7, 2018, Anadarko and its Western Gas affiliates agreed a deal in which Western Gas Partners (WES) would merge into Western Gas Equity Partners (WGP), with each WES unit converted into 1.525 WGP units. Anadarko subsidiaries would also contribute midstream assets to WES for $1.814 billion in cash (less an intercompany note) plus 45,760,201 WES units, and Anadarko would sell its Saddlehorn and Panola pipeline interests to WES for $193.9 million cash. Anadarko held 77.8% of WGP, so this reorganises its stake in the midstream subsidiaries it has owned alongside the parent; it needs WES unitholder approval and other conditions, and can be terminated if not completed by June 30, 2019.

    business combination

    504m shUS$26.83bn
  2. 7 June

    ANADARKO PETROLEUM CORP's exchange filed to remove a class of its securities from listing.

    listing compliance notice

    515m shUS$35.95bn

2016510m shares · US$27.29bn market cap

  1. 16 Sept

    On September 12, 2016 Anadarko agreed to sell 35,250,000 common shares through J.P. Morgan, and the underwriter took 5,287,500 more, for 40,537,500 shares and expected net proceeds of about $2,157.3 million. The money is to fund the net purchase price of certain deepwater Gulf of Mexico oil and gas property interests, with the remainder for general corporate purposes. If the acquisition does not close, all proceeds go to general purposes. This increases the share count, diluting existing holders.

    material agreement

    510m shUS$27.29bn
  2. 17 Mar

    Anadarko sold $3.0 billion of senior notes (closed March 17, 2016): $800 million 4.85% due 2021, $1.1 billion 5.55% due 2026 and $1.1 billion 6.60% due 2046. The proceeds are meant to refinance the 5.95% notes due September 2016 and part of the 6.375% notes due September 2017, with general corporate purposes in the interim. This is the refinancing of the 2017 notes issued in 2010.

    debt financing

    508m shUS$19.30bn

2015508m shares · US$42.47bn market cap

  1. 10 June

    On June 10, 2015 Anadarko completed the sale of 8,000,000 7.50% tangible equity units at $50 each, with underwriters holding a 30-day option for 1,200,000 more. Each unit combines a contract to deliver Western Gas Equity Partners (WGP) common units by June 7, 2018 (Anadarko may deliver its own stock instead) and a 1.50% note that pays quarterly cash installments. Proceeds are for general corporate purposes. CEO Al Walker bought about $125,000 stated amount of units. Because Anadarko can choose to settle in its own stock, shareholders could be diluted (inference).

    debt financing

    508m shUS$42.47bn
  2. 9 June

    the New York Stock Exchange certified ANADARKO PETROLEUM CORP's securities for listing, clearing them to begin trading.

    listing compliance notice

    508m shUS$42.47bn
  3. 23 Jan

    The Tronox settlement became final on January 21, 2015 and Anadarko paid the settlement proceeds on January 23, 2015. That met the conditions for the 2014 unsecured credit facilities ($3.0 billion five-year and $2.0 billion 364-day), and the company terminated its $5.0 billion secured revolver from 2010 with all liens released and no prepayment penalties. This resolves the Tronox litigation and the credit-facility conditions open since 2014. The filing does not state the payment amount in this document; the settlement was previously set at $5.15 billion.

    material agreement termination

    507m shUS$41.83bn

2014506m shares · US$55.39bn market cap

  1. 7 July

    Anadarko completed a $1.25 billion senior notes offering on July 7, 2014: $625 million of 3.45% notes due 2024 and $625 million of 4.50% notes due 2044. The proceeds are for general corporate purposes; the filing does not tie them to the Tronox settlement.

    debt financing

    506m shUS$55.39bn
  2. 23 June

    On June 17, 2014 Anadarko signed two new unsecured credit facilities: a $3.0 billion five-year facility (expandable to $4.0 billion) and a $2.0 billion 364-day facility. They become available only once the Tronox settlement is court-approved and paid, and the $5.0 billion secured facility from 2010 is repaid and released. The conditions must be met by December 1, 2014 or the commitments end. This is the financing that sits behind the Tronox settlement.

    debt financing

    505m shUS$51.95bn
  3. 3 Apr

    Anadarko and its Kerr-McGee subsidiary settled the Tronox Adversary Proceeding, the lawsuit over alleged actions by Kerr-McGee before Anadarko acquired it in 2006, agreeing to pay $5.15 billion (about $3.981 billion principal plus 6% interest from May 2009, plus further interest until payment). The deal still needs court approval and an injunction against similar third-party claims, with payment expected before the end of the third quarter of 2014. The company expects a net tax benefit of about $550 million.

    material agreement

    504m shUS$42.70bn

2011498m shares · US$31.40bn market cap

  1. 17 Oct

    Anadarko settled with BP over the Deepwater Horizon (Macondo) oil spill: it will pay BP $4.0 billion in cash within 45 days and hand over its 25% interest in Mississippi Canyon block 252. In return BP drops about $6.1 billion of invoices and future cost claims and indemnifies Anadarko for certain damage claims, guaranteed by BP Corporation North America and, if its net worth falls, BP plc. Fines, penalties and punitive damages are not covered, though Anadarko says it does not see them as a material risk. Payment is to come from cash and the $5.0 billion credit facility, with a possible sale of its Brazilian subsidiary planned to repay borrowings.

    debt financing

    498m shUS$31.40bn

2010495m shares · US$22.76bn market cap

  1. 8 Sept

    On September 2, 2010 Anadarko signed a new $5.0 billion, five-year senior secured revolving credit facility maturing September 2, 2015, led by JPMorgan Chase. It replaced the existing undrawn $1.3 billion revolver, which was retired. Nothing is borrowed under it. The loan is secured by certain U.S. exploration and production assets and 65% of the stock of certain foreign subsidiaries, and carries leverage, current-ratio and collateral-coverage covenants.

    debt financing

    495m shUS$22.76bn
  2. 12 Aug

    Anadarko agreed with a group of underwriters to sell $2.0 billion of 6.375% senior notes due 2017, expected to close August 12, 2010. This is the offering whose prospectus and pricing papers were filed earlier in the week. The company says it will use the proceeds to repay about $1.3 billion of debt due December 2012 and for general corporate purposes, including refinancing other near-term debt maturities.

    material agreement

    495m shUS$24.33bn