Pipes & Wires

THE JOURNAL OF GLOBAL ENERGY & UTILITY HAPPENINGS

Issue 55 – November 2006

 

From the director…

 

Welcome to Pipes & Wires #55. This issue examines the concluding stages of five major deals and the front end of a further possible deal. Three of these deals relate to the recent theme of consolidating the Australian gas pipes industry.

 

We also take a quick look at the LNG terminal that could emerge in New Zealand and examine British Energy’s rocky journey back to financial health which appears to be far from over. This issue finishes with the first in a series of historical profiles of people born in the 1800’s that have significantly shaped the energy sector.

 

I’d also take this opportunity to thank my many clients for their continuing support throughout 2006 and wish you all the best for Christmas and New Year. Hopefully Pipes & Wires will be back in early February 2007.

 

About Utility Consultants

 

Utility Consultants Ltd is a management consultancy specialising in the following aspects of energy networks…

 

·      Mergers & acquisitions

 

·        Asset management

·      Strategic studies

 

·        Financial analysis

·      Economic regulation

·        Risk management

 

To be sent a detailed profile of recent projects, pick this link.

 

New publications

 

Utility Consultants is pleased to offer two new publications specialising in regulation of pipes & wires utilities. These publications deal specifically with cost of capital (WACCWatch) and key conclusions of regulatory determinations (RegulatoryRoundup).

 

Conference papers

 

Utility Consultants has recently presented the following conference papers which are available upon request…

 

·         “Tariff control of Pipes & Wires utilities – where is it heading??” – presented at the NZIGE Spring Technical Seminar, October 2006.

 

·         “Setting service levels for utility networks” – presented at the Electricity Network Asset Management Summit, November 2006.

 

NZ – 2007 electricity asset management plans

 

The Commerce Commission has recently advised the following…

 

·         That the format for AMP disclosure in 2007 (ie. during the year ending 31 March 2008) will be based on the Requirements that were promulgated on 31 March 2006. Hence there will be no change from the disclosure format required for the year ending 31 March 2007 including the disclosure date of 30 August (which will be 30 August 2007 for the year ending 31 March 2008).

 

·         Given that this will be the second disclosure under the revised Requirements the Commission expects AMPs to be fully compliant.

 

·         The Commission expects to complete its assessment of the 30 August 2006 AMP’s early in 2007.

 

For help with your AMP pick here or call Phil on (07) 854-6541.

 

Aus – the race for GasNet is over

 

Introduction

 

Back in June merchant bank Babcock & Brown Infrastructure made an offer for GasNet valued at $2.55 per share which was rejected by GasNet’s board. More recent events have seen a competing offer from the Australian Pipeline Trust (APT) overtake BBI’s offer. Pipes & Wires #53 describes BBI’s bid and investment model in detail.

 

APT’s bid for GasNet

 

By early November APT had exceeded the 90% threshold for compulsory acquisition and is now proceeding to acquire the outstanding shares. APT expects to pay $452m for all of GasNet, and interestingly enough gazzumped a $481m offer by Colonial First State Global Asset Management.

 

Consolidation of the gas industry

 

Readers may recall that back in May there was much talk of industry consolidation and soon after this GasNet was “in play”. The three bids for GasNet came from a merchant bank, a managed fund and a gas utility which leads to the fairly obvious conclusion (in the absence of any other transactions) that acquisition by another gas utility was the only way that industry consolidation was going to occur.

 

The theme of consolidation of the Australian gas pipes industry continues in this issue with articles on APT’s acquisition of Queensland gas distributor AllGas and Alinta’s advances on APT.

 

UK – and the race for Thames Water is over

 

Background

 

Pipes & Wires #48 introduced RWE’s intended exit from Thames Water and American Water. This intended exit merited special attention at a time when other European utilities seemed to be spending up large in the UK.

 

RWE’s basis for selling

 

Very simply RWE had set a strategic direction of levering off the consolidation of the EU electricity and gas markets (similar to rival E.On’s “On Top” strategy). The most obvious practical out-working of this strategy is the sale of low-synergy activities like Thames Water, but there are two other less obvious aspects…

 

·         Boosting dividends to maintain investor interest.

 

·         Retiring debt – certainly debt levels seem to gravitating toward more modest levels from the highly levered acquisitions that were popular in the UK in the mid and late 1990’s.

 

RWE’s exit strategy

 

RWE had initially planned an IPO for Thames, which was valued somewhere between £8b and £12b. However after identifying strong interest from trade buyers, a trade sale approach was adopted.

 

And the successful bidder is…

 

After many rumors that included Aussies from down under, the successful bidder emerged as Kemble Water Ltd, a consortium led by Macquarie Bank who will pay £4.8b and assume £3.2b of debt. The transaction is still subject to regulatory approval and is expected to be completed in December 2006.

 

Aus – and the race for AllGas is over

 

Introduction

 

Readers will be well aware that the Australian gas pipes industry has significantly consolidated in recent months with Australian Pipeline Trust’s (APT) acquisition of GasNet (refer previous article in this issue). The sale of Energex subsidiary AllGas by the Queensland government added a further opportunity for consolidation. This article examines the bidders and examines the attractiveness of AllGas to the winning bidder, the Australian Pipeline Trust.

 

What is AllGas

 

AllGas owns and operates 2,200km of gas distribution pipelines in South East Queensland and the very northern area of NSW, an area which is experiencing high growth. The AllGas network stretches from the Gold Coast in the south and as far west as Towoomba. AllGas was thought to be worth about $500m.

 

The bidders

 

Short-listed bidders included…

 

·         Alinta which owns distribution networks in WA, NSW and Victoria. Possible synergies could be limited to operational experience and consolidation of overheads.

 

·         APT which is predominantly a transmission utility. Although the synergies from operational experience and overhead consolidation may not be so great, vertical integration synergies from assets such as the Roma – Brisbane pipeline could be significant.

 

·         Envestra which owns distribution networks in South Australia, Queensland, NSW, NT and Victoria. In addition to synergies from operational experience and consolidation of overhead, Envestra may also have been able to derive synergies from its gas distribution activities in Brisbane.

 

·         Spark Infrastructure which owns electricity distribution networks in Victoria and SA. Synergies may have been limited to consolidation of overheads.

 

APT emerged as the successful bidder for AllGas with a bid of $521m which has drawn criticism from some parts of the industry as being rather high. However the AllGas acquisition does give APT access to a high growth market and regulatory certainty until 2011.

 

Aus – and the race for Sun Retail is over

 

Introduction

 

Pipes & Wires #51 outlined the sale of the Energex (Sun Retail) and Ergon Energy (PowerDirect Australia) retail electricity business in the Australian state of Queensland. This article examines the partial sale of the Energex retail business Sun Retail to Origin Energy and the sale of Sun Gas to Australian Gas Light (AGL).

 

Sun Retail’s businesses

 

Sun is a wholly-owned subsidiary of Energex and comprises the following…

 

·         An electricity retail business supplying about 1.2m customers in the high-growth area of south-east Queensland.

 

·         A (reticulated) retail gas business supplying about 80,000 customers in Queensland, northern New South Wales and Victoria.

 

·         An LPG business supplying about 53,000 customers.

 

Sun was sold by the Queensland state government in two separate packages as follows…

 

·         Package #1 comprising two-thirds of the electricity retail customers, the entire LPG business and the permits required to build a 450MW within the supply area.

 

·         Package #2 comprising entire (reticulated) gas retail business.

 

In a move similar to the privatisation of the Victorian gas industry the two Queensland retail businesses were configured to straddle the network boundaries.

 

The bidders

 

Not surprisingly bidder’s for the two-thirds of the electricity business (and the LPG business and generation permit) included AGL and TRUenergy. However Origin emerged as the successful bidder paying $1.2b for 833,000 retail customers (valuing the residential customers at about $1,100 or about 10x their annual margin) whilst AGL paid $75m for 70,800 Sun Gas customers. The Sun purchase will boost Origin’s total customer numbers toward 2.7m, with over 1m of these customers in Queensland.

 

 

Origin’s strategy

 

The principal value drivers of an electricity retail business are tied to improving individual customer margin in the following ways…

 

·         Driving down the underlying cost of wholesale electricity purchase through owning low cost base-load generation with secure primary energy.

 

·         Reducing customer churn (keeping customers is hugely less expensive than winning them back).

 

·         Capturing organic growth in customer numbers through a strong incumbency.

 

·         Managing wholesale price volatility exposure through owning or controlling peaking plant.

 

Origin seems to have the first three drivers sorted (but could need additional base-load generation) but it is not clear how the last driver will be managed. Readers may recall that the article in Pipes & Wires #51 mentioned that the privatisation of Snowy Hydro may have formed a key part of managing this driver, but alas it was not to happen.

 

Pipes & Wires will make further comment as the sale of PowerDirect proceeds early in 2007.

 

UK – and the race for ScottishPower is over

 

Introduction

 

Pipes & Wires #45 and #47 examined German giant E.On’s unsolicited bid for ScottishPower which was rejected as being too low. This article examines Spanish utility Iberdrola’s successful £11.6b bid for ScottishPower.

 

The deal

 

Iberdrola will pay £7.77 per share for ScottishPower comprising £4 cash, a 12p special dividend and 0.1646 shares of new Iberdrola stock (resulting in ScottishPower shareholders eventually owning about 21% of Iberdrola). This price represents a 16% premium over the previous days’ closing price and a considerable advance on the £5.75 that E.On and the rumored £6 to £6.50 that Scottish & Southern Energy were prepared to pay late last year.

 

This price represents an EBITDA multiple of 11x, compared with 6x for E.On’s bid for Endesa. At least one City analyst commented that it is an “expensive deal” for Iberdrola (but then again, premiums are always relative to strategies and synergies).

 

Iberdrola’s strategy

 

A key plank of Iberdrola’s strategy is development of wind power ahead of the tightening on CO2 emissions across the EU. The ScottishPower acquisition gives Iberdrola a stronghold in the UK renewables market as well as access to the US renewables market through ScottishPower unit PPM.

 

The acquisition also makes Iberdrola’s earnings less dependent on the Spanish market and provides a strengthened defense against takeover.

 

Aus - and the race for APT begins

 

Introduction

 

Following an intense theme of consolidating the Australian gas pipes industry this article takes a look at a “deal upon a deal” … Alinta’s pursuit of the Australian Pipeline Trust (APT) which comes hot on the heels of APT’s very recent acquisitions of GasNet and AllGas.

 

Background

 

Pipes & Wires #49, #51 and #53 chronicle Alinta and AGL’s tussle that eventually resulted in an agreement that inter alia resulted in Alinta owning a 26% stake in APT. Alinta then went on to buy a further 10.25% stake in APT on market.

 

Regulatory issues

 

The Australian Competition & Consumer Commission (ACCC) had originally ordered Alinta to sell its stake in APT but just within the last few days has accepted an undertaking from Alinta that could allow Alinta to retain or even increase its 36.25% stake in APT. This undertaking requires Alinta to do one of the following within a confidential time period…

 

·         Dispose of its stake in APT.

 

·         Persuade APT to dispose of the Moomba – Sydney Pipeline, the Parmelia Pipeline and all of GasNet.

 

This issue highlights regulatory concerns over the consolidation of the industry which appears to be leading to formerly competing pipelines being owned by a single entity or vertical reintegration to the possible detriment of non-vertically integrated players.

 

Pipes & Wires will be closely watching what Alinta does with its APT stake over the next few months and will make comment as events unfold.

 

NZ – Taranaki might get an LNG terminal

 

Introduction

 

Although LNG is a fairly mature industry globally it seemed to be little more than an obscure curiosity in New Zealand until about 4 years ago. This article examines the recent increase in activity surrounding the possible importation of LNG to the Port of Taranaki at New Plymouth. 

 

Background

 

New Zealand’s largest indigenous gas reserve (the offshore Maui field) is declining at a rate subject to much conjecture and although new reserves have been discovered and bought to commercial production levels it would seem the days of “cheap gas” are drawing to a close. Importing and regasifying LNG was seen as an important backstop option for maintaining a secure supply of primary energy, so several years ago Contact Energy and Genesis Power commissioned a study into the feasibility of importing LNG to either New Plymouth or Whangarei.

 

The project

 

It is important to understand that the Gasbridge project is about preserving options, and will only proceed if a domestic shortage of gas emerges and imported LNG is still the best option.

 

If the project does proceed to an importing and regasification terminal, the terminal will be built at the Port of Taranaki close to gas handling and storage facilities at New Plymouth Power Station and would import about 60PJ per year. Given that electricity generation consumes about 60PJ per year, new generation technologies that shift away from gas will obviously be a key driver of whether Gasbridge proceeds.

 

UK – British Energy encounters some bother

 

Introduction

 

British Energy has had a rather difficult history to say the least, a history that has seen it privatised, renationalized and bought to the brink of partial privatisation again in the space of only a few years. This article examines the UK Government’s recent intention to sell off part of its 65% stake thought to be worth up to £6b and how this might have been gazzumped by a number of plant performance issues.

 

Background

 

The privatised British Energy performed very well until the four following factors converged around 2002…

 

·    A decline in the UK wholesale price since the introduction of NETA, a slight over capacity, and a downward shuffle in the industry’s cost structure as gas-fired generation increases.

 

·    British Energy’s high fixed cost structure had remained almost constant.

 

·    British Energy’s sale of the SWALEC supply business to Scottish & Southern Energy removed a natural hedge against declining wholesale prices.

 

·    Market and operational difficulties with Bruce Power, the Canadian investment that was thought to hold a brighter future than UK investment.

 

These factors pushed British Energy to the brink of administration which was narrowly avoided when a sudden upsurge in wholesale prices made British Energy’s equity more attractive. In a complex deal worth about ₤5b, the UK government ended up holding about 65% of the shares with existing bond holders assuming a 33% shareholding through a debt-for-equity swap. This left existing shareholders with a 2.5% stake. British Energy successfully re-listed on the LSE in January 2005.

 

The planned sell-down

 

In July of this year the Secretary of State for Trade & Industry announced that the Government was considering selling its 65% in British Energy which was estimated to be worth between £2b and £3b. This figure subsequently rose to about £6b as British Energy’s shares surged on the back of higher-than-expected earnings announcements.

 

However last month revealed a number of boiler tube cracks at Hunterston, Hinkley Point and Hartlepool which required shutdowns, and also prompted a reduction in output of similar units. This has had a two-fold effect … generation targets are likely to be missed and the retail demand profile will need to be filled by wholesale market purchases. Talk around the City was that these recent events are likely to dampen investors’ enthusiasm and may totally gazzump the sell down process. The most recent news that British Energy’s chief nuclear officer resigned suddenly with immediate effect has further depressed the share price. Pipes & wires will make further comment as the situation progresses.

 

Wendell Willkie and the battle for private power

This article is the first in a series that examines the lives and times of people born in the late 1800’s who played significant roles in bringing the electricity and gas industries to where they are today. Some will be well known, whilst others may be obscure but in their own way they shaped the industry.

 

This article examines the overwhelming influence of the little-known Wendell L. Willkie on the US electricity sector before his brief and unsuccessful spell as the Republican presidential nominee in 1940.

 

Willkie’s meteoric rise to power electrical

 

Willkie was born in Elwood, Indiana on 18 February 1892. After studying law at Indiana University and fighting in WW1 he joined the Commonwealth & Southern Corporation in New York in 1929 as a legal counsel and quickly rose to become its president in 1934. At the time C&S was the largest electric utility holding company in the US controlling 165 individual utilities stretching from Maine to Florida.

 

The first threats to private power emerge

 

The first threats to private power emerged after Franklin Roosevelt was elected president in 1932. History buffs may recall that that Roosevelt’s New Deal program had two distinct electrical components…

 

·         Electrification (and flood control) based on the Tennessee Valley Authority.

 

·         Busting the supposed monopoly power of the utility holding companies through the Public Utility Holding Company Act 1935.

 

Willkie proved to be an ardent opponent of both of these measures.

 

Battling the TVA legislation

 

The TVA would compete directly with existing electric utilities in the Valley including C&S. Willkie had publicly stated in 1930 that it would be unconstitutional for the federal government to enter the utility business because of its unlimited borrowing capability at low interest rates, and in 1933 his testimony against the TVA legislation before the House of Representatives compelled the House to limit the TVA’s ability to build competing transmission lines. However Roosevelt persuaded the Senate to remove that limitation and give the TVA a very broad power base.

 

Ultimately C&S couldn’t compete with the TVA and Willkie oversaw the sale of part of C&S to the TVA for $78.6m.

 

Battling the PUHCA

 

The thrust of the PUCHA was to curtail the aggregation of non-contiguous electric utilities into holding company arrangements which was thought to incentivise monopolistic pricing. Willkie became a vocal opponent of the PUCHA leading to his eventual recognition as the industry mouth-piece on such issues.

 

Eventually C&S was dissolved in the late 1940’s with only the contiguous Alabama Power, Georgia Power, Gulf Power and Mississippi Power remaining with the holding company now known as Southern Company.

 

Foray into power political

 

Although Willkie had been an ardent supporter of Roosevelt in the early 1930’s his formal switch to the Republican party after what seems a prolonged cooling of attitude toward Roosevelt was not surprising. Moreover Willkie had never held public office hence his emergence as the Republican presidential nominee in 1940 in preference to Robert Taft (son of former president “Big Bill” Taft), Thomas E. Dewey and Arthur Vandenberg was rather surprising. Although Willkie captured 45% of the popular vote he only won 82 votes in the electoral college compared to Roosevelt’s 449 votes. Willkie then began to support Roosevelt’s war-time initiatives and although he sought the 1944 Republican nomination he lost to Dewey as his somewhat liberal views were out of touch with the increasingly right-leaning Republican party.

 

This period in politics was interspersed by Willkie’s joining of New York law firm of Miller, Boston & Owen (which was subsequently renamed Willkie, Farr & Gallagher)

 

The later years

 

Sadly the later years came too soon for Willkie who died of a heart attack at the age of 52 on 8 October 1944 after having survived several previous attacks.

 

Conferences and events

 

Corrosion, Durability & Life Extension Techniques – 13th & 14th March 2007 (Auckland)

 

The seminar is an intensive examination of corrosion processes, corrosion monitoring, corrosion control and corrosion prevention techniques, with emphasis on extending the life cycle of critical infrastructure.

 

African Utility Week – 28th May to 1st June 2007 (Capetown)

 

This is expected to be the largest utilities conference held in Africa with about 1,300 attendees expected at the International Convention Center.

  

Any old books in your library ??

 

I’m looking for old books and magazine articles on electricity industry and borough council history, especially books like jubilee celebrations of utilities or back copies of the old “Live Lines”. If you’ve got any old books like this that you don’t wish to keep please send them to me.

 

Tell me how good this issue was…

 

Please pick one of the links below to tell me what you think of this issue of Pipes & Wires…

 

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If you get this is a hard-copy, your comments can be emailed to issue#55@utilityconsultants.co.nz If you receive this second-hand by email, you can receive Pipes & Wires directly by picking here.

 

Hot links to cool stuff

·         Free 6 Week trial of Dr Penny Burns weekly “Strategic Asset Management”.

 

·         This link connects to the (time-delayed) Australian energy market

 

Disclaimer

 

These articles are of a general nature and are not intended as specific legal, consulting or investment advice. They are correct at the time of writing. Utility Consultants Ltd accepts no liability for action or inaction based on the contents of Pipes & Wires including any loss, damage or exposure to offensive material from linking to any websites contained herein.