History
Unocal bought out most of Pure Resources, made Indonesian and Gulf of Mexico discoveries, then sold to Chevron in 2005 after a rival bid and became its subsidiary.
2002-2003: Buying out Pure Resources
In August 2002 Unocal announced that its subsidiary Union Oil would offer to buy the rest of Pure Resources, a business formed in May 2000 from Titan Exploration and Unocal's Permian Basin unit. Unocal already owned about 65% of it. The first offer was 0.6527 Unocal share for each Pure share, about $22.25 a share and a 27% premium to Pure's closing price on August 20. It needed at least 90% ownership, after which a short-form merger (a simplified process for squeezing out the rest) would follow.
The path was not smooth. On October 1 a filing referred to an injunction relating to the offer, though it did not say who had obtained it or what it blocked. Unocal then raised the ratio to 0.70 and pushed back the expiry. On October 9 it reached an agreement with Pure management and raised the ratio again to 0.74, and a special committee of Pure's independent directors called the offer fair. Up to 17,572,473 Unocal shares were registered for the deal.
The offer expired on October 29, 2002. Union Oil accepted 16,634,625 Pure shares, fewer than the 23,746,585 maximum it sought. The filings do not say whether the 90% minimum was met or waived, or what final ownership was. Shareholder suits tied to the offer were also left with no recorded outcome.
2003-2004: Discoveries offshore
In July 2003 Unocal reported a gas-condensate and oil discovery at Gehem-1 in the Ganal area offshore East Kalimantan, Indonesia, in 5,981 feet of water. It also finished an appraisal well at Ranggas Selatan-1, extending the Ranggas field to the south. Unocal held 80% in both areas.
In January 2004 came a significant oil discovery at the BP-operated Puma well in the Gulf of Mexico, where Unocal held 15%. The size of the field was not yet known. A second Hawkes well was dry and abandoned, with an approximately $8 million pre-tax charge. In March 2004 the Gehem-2 appraisal well flowed 31 million cubic feet of gas a day, and a deep test on the Gula structure and Gehem-3 were planned. Unocal also received $60 million from PT PLN for its rights in the Sarulla geothermal project in Sumatra. The record is then quiet for about a year.
2005: The Chevron takeover
On April 4, 2005 Unocal agreed to merge with a subsidiary of ChevronTexaco, at $65.00 cash, 1.03 shares, or a mix, with a $500 million termination fee possible in specified circumstances. The July proxy set a shareholder meeting for August 10 and disclosed a rival proposal from CNOOC of $67 per share in cash, with discussions under way. On July 19 the Chevron terms were raised to $69 cash, 1.03 Chevron shares, or $27.60 plus 0.618 of a share.
On July 8 Unocal also agreed to sell its Canadian subsidiary Northrock Resources to Pogo Producing for US$1.8 billion. The sale closed on September 27 at about $1.7 billion, and the filing does not explain the difference.
In August and September Unocal filed notices ending the registration of its securities and removing them from listing. A September filing described Unocal as a wholly owned Chevron subsidiary, and Union Oil agreed a $3 billion credit facility for Chevron Capital, which borrowed $1 billion. On September 28 Chevron took over Unocal's deferred compensation plan. As of October 3, 2005, Unocal was a Chevron subsidiary based in San Ramon. The filings seen do not give the merger's closing date, vote result or the outcome of the CNOOC proposal.
Written from the 19 story beats below (2002 to 3 Oct 2005), which come from the company's own announcements and filings.