Global seamless pipe producer Tenaris S.A. will acquire Maverick Tube Corp. for $65 per share in cash, it was jointly announced by the two companies. The transaction is valued at $3.185 billion (all prices in U.S. dollars), including Maverick's net debt. The share price represents a premium of approximately 42% to Maverick's closing share price of June 12, 2006, and a premium of approximately 24% to its 90-day average trading price.
Tenaris will finance the acquisition through a combination of cash on hand and debt, for which bank commitments have already been secured. The transaction is subject to regulatory approvals, majority approval of Maverick's shareholders and other customary conditions.
Maverick is a leading North American producer of welded oil country tubular goods (OCTG), line pipe and coiled tubing for use in oil and natural gas wells. Its electrical products segment produces welded pipes for electrical conduits. With operations in the U.S., Canada and Colombia, the company has a combined annual capacity of 2 million short tons of steel pipe with a size range from one-quarter inch to 16 inches. Maverick had 2005 sales of $1.8 billion, of which 82% were from its energy products division.
Tenaris, headquartered in Luxembourg, is a leading global producer of seamless steel pipe for the oil and gas industry worldwide. It operates plants in Argentina, Brazil, Canada, Italy, Japan, Mexico, Romania and Venezuela and a network of customer service centers in over 20 countries. Tenaris has an annual production capacity of 3.3 million tons of seamless, and 930,000 tons of welded pipes. Annual consolidated net sales are in excess of $6.5 billion, with 17,500 employees worldwide.
Taken together, the United States and Canadian markets for OCTG products, both seamless and welded, amounted to more than 5 million tons in 2005, or approximately 40% of total world demand.
Paolo Rocca, Tenaris's chairman and CEO, commented, “With Maverick, we will gain full access to the energy sector in the United States and Canada. We will be able to support the growing requirements of our customers in the full range of applications from onshore shallow wells to extremely demanding deepwater wells in the Gulf of Mexico.”
Robert Bunch, chairman and CEO of Maverick, stated, “Maverick's success in North America complements the strength of Tenaris in international markets.”
Assuming the acquisition is completed, the combined entity would have annual sales of approximately $9 billion, of which approximately 30% would be in the USA and Canada.
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