Baker Hughes Inc. late Tuesday said it was teaming up with a Goldman Sachs unit and a private equity firm to create a pure-play North American land pressure pumping company under the BJ Services Co. brand.
The consortium with CSL Capital management and Goldman fund West Street Energy Partners (WSEP) would "leverage operational experience and industry expertise to provide customers with leading hydraulic fracturing and cementing services," supported by Baker’s technology portfolio. The agreement does not include Baker's international pressure pumping businesses or its Gulf of Mexico offshore pressure pumping operations, which it would continue to operate.
The agreement comes one month after General Electric agreed to combine its oil and gas business into Baker and become majority shareholder, a $32 billion deal that would elevate Baker to the No. 2 oilfield operator in the world. Whether the CSL/Goldman collaboration may buffer concerns by regulators was not indicated. The new company is to be headquartered outside Houston in Tomball.
"The proposed transaction will create a pure-play pressure pumping competitor for the benefit of shareholders, customers and employees," Baker CEO Martin Craighead said. "With a strong balance sheet and deep operational expertise, the new company will benefit from a sharp focus on pressure pumping to respond quickly to market dynamics and better serve customers. In line with our asset-light strategy, this ownership model enables Baker Hughes to participate in the North American land pressure pumping market, while reducing capital intensity and maximizing shareholder value."
Under the agreement, Baker is throwing in its North American land cementing and hydraulic fracturing businesses -- including personnel, expertise, technology and infrastructure. CSL is contributing its Allied Energy Services platform, which provides fracturing and cementing services on land in North America. CSL and WSEP combined also are to contribute $325 million to the new company, with $175 million to strengthen the balance sheet and position it for growth, while $150 million would go to Baker.
CSL and WSEP combined would own 53.3% of the new company, with Baker retaining 46.7%. The takeover of pressure pumping expert BJ six years ago helped Baker to become one of North America's leading pressure pumpers. Pressure pumping at the time of the merger accounted for 75% of BJ business; it became 20% of Baker's revenue when they completed their merger in 2010. In 2008, pressure pumping accounted for 1% of Baker revenue.
"With the combination of the Baker Hughes North American land cementing and hydraulic fracturing assets and our Allied Energy Services' fracturing and cementing businesses, we are excited to create a leader in the pressure pumping sector and to operate under the well-regarded BJ Services name, which for almost 150 years has stood for superior and timely service to its customers and to the market," said CSL founding partner Charlie Leykum.
Allied Energy Services CEO Warren Zemlak has been tapped to become BJ's CEO when the deal is completed.
"The combined company will have 1.9 million hydraulic hp and more than 240 cementers, among other assets, and an owned-facility footprint throughout North America to serve our customers in all basins," Zemlak said. "We look forward to renewing the BJ Services legacy and utilizing our experience building highly reliable teams and efficient operations to create a North American pressure pumping leader."
Baker plans to provide support services through the transition. Access to current Baker pressure pumping technology would be provided to the new company through a licensing agreement. Through a strategic collaboration, Baker still would have access to BJ's product and service portfolio for customers in the North American land market.
Financial results of Baker's North American land pressure pumping business would continue to be reported as part of its consolidated financial results through 4Q2016. The companies said they are committed to "working constructively" with regulators to obtain the required approvals.