Frank's International NV, whose operations are based in Houston, has agreed to buy cross-town competitor Timco Services Inc., a move that would expand its oilfield services in the United States, especially in the Eagle Ford Shale and Permian Basin.
A subsidiary of the global services provider would pay privately held Timco $75 million cash when the transaction is completed, scheduled before the end of June. Up to $20 million more would be paid under a performance contingency based on the U.S. land rotary rig count from October 2015 through June 2017. The sellers also would be reimbursed $8 million for estimated taxes.
The transaction "is a unique opportunity to expand our presence in the U.S. land market and demonstrate our commitment to our core business," said CEO Gary Luquette, who took the helm in January. Luquette, who joined the company's board in November 2013, was president of Chevron North America Exploration and Production Co. from April 2006 to September 2013.
"Timco is a premium provider of tubing and casing services in several key geographic areas, including the Eagle Ford Shale, the Permian's Delaware Basin, the Haynesville Shale and the U.S. Gulf Coast, with an operating model that closely mirrors Frank’s International," Luquette said. "This is a great strategic fit."
Frank's, founded in 1938, provides services in 60 countries on six continents and has a workforce that numbers more than 4,500. The company manufactures a range of tubular services for the offshore and onshore, and it built its reputation through casing jobs, considered its core business. For land-based customers, Frank's manufactures casing running tools, or CRTs, and drilling tools. Its expertise is based on installing casing strings in deep-extended reach wells, which allows customers to explore directional drilling of horizontal and extended-reach wells -- a big part of the onshore environment today.
The company was named for Frank Mosing, whose grandson D. Keith Mosing now serves as executive chairman. He was CEO until Luquette was promoted.
Timco, which also services onshore and offshore customers, provides Frank's with more reach across the board, said Timco President Mark Guidry. "By joining forces with Frank's International and gaining access to its proprietary technology, we will significantly improve our quality and breadth of services to our clients." Guidry is going to be running the South Texas operations once the transaction closes.
Luquette had hinted in February during a fourth quarter conference call that Frank's would be gunning for deals in light of the fact that the company had little debt and wanted to grow. Spokesman Josh Grodin told NGI's Shale Daily on Thursday that the company was "committed to growing and investing in our core business," and Timco offered a compelling opportunity.
"Our strong balance sheet gives us the opportunity to pursue strategic acquisitions that align with our key strategic initiatives and core principles," Grodin said. The acquisition provides attractive positioning for an eventual recovery in oil and gas prices."
Among Timco's attractions are its "strong relationships with blue chip customers and limited overlap with Frank's key customers will allow us to expand our footprint in highly active oil and gas unconventional plays -- specifically Eagle Ford and Permian. Additionally, Timco's management and culture are aligned with Frank's, and will complement our highly motivated workforce in these key areas of operation."
Timco already has developed a "strong brand name," Grodin said. It is to become part of Frank's "family of companies, and as such, we expect to maintain this brand for the foreseeable future after the closing."
Management also hasn't closed the door to more deals. Because the company wants to grow and invest in the core business, "we will continue to explore and pursue strategic acquisitions that align with our key strategic initiatives and core principles," Grodin said.
"We see growth opportunities in U.S. land as acquisition opportunities in the current market environment, which will position us well when commodity prices rebound. However, we will continue to be aggressive both onshore and offshore."
As of Wednesday, Frank's had an enterprise value of about $2.24 billion. It's a niche provider to a lot of blue-chip companies. The Big Three service providers offer an array of business lines, but Frank's does compete for some of the business of Schlumberger Ltd., with market cap of around $103 billion, Halliburton Co., whose market cap is $35 billion and Baker Hughes Inc. at $26 billion.
During 4Q2014 Frank's reported revenues of $319 million on net income of $51.5 million (22 cents/share), which was up 7.7% sequentially and 13% higher year/year. Full year 2014 revenues were $1.153 billion on net income of $229 million ($1.03/share). U.S. services revenue during the final period totaled $118.2 million, which was 5.4% higher than in 3Q2014 and 4% more than in 4Q2013. Tubular sales revenue was $55 million, 35% higher sequentially and 19% higher than in the year-ago period.