Hostile

Despite NRG Energy Inc.’s repeated rejection of a hostile takeover bid by electricity and natural gas powerhouse Exelon Corp., FERC last Thursday approved the merger of the two utility companies.

Exelon Corp. upped the ante in its $6.36 billion hostile takeover attempt of NRG Energy on Friday by proposing a slate of independent nominees for election to the NRG board of directors at the next NRG annual meeting of shareholders. Exelon said it also proposes to increase the number of NRG directors to 19 from 12.

Natural gas exports to the United States are attracting hostile political attention on the buying side of the Canadian market as tightening supplies and strong prices affect industrial consumption and employment. Closure of six Ontario and Alberta plants, at a cost of 550 jobs, by Dow Chemical Canada prompted an immediate call for government intervention by the Ottawa-based Communications, Energy and Paperworkers Union.

Natural gas exports to the United States are attracting hostile political attention on the buying side of the Canadian market as tightening supplies and strong prices affect industrial consumption and employment. Closure of six Ontario and Alberta plants, at a cost of 550 jobs, by Dow Chemical Canada prompted an immediate call for government intervention by the Ottawa-based Communications, Energy and Paperworkers Union.

The long, difficult battle for the shares of Canadian Southern Petroleum is finally nearing an end, with white knight Canadian Oil Sands Trust beating out hostile takeover bids by Petro-Canada and Canadian Superior and obtaining 65% of the company’s outstanding shares.

After being outbid twice in its hostile takeover battle for the shares of Canada Southern Petroleum, Petro Canada said Thursday that it had no intention of raising its offer for a third time. White knight Canadian Oil Sands bested Petro-Canada’s latest $13/share offer by a dime on Wednesday, retaining the favor of the Canada Southern board.

To discourage a hostile takeover, Houston Exploration Co.’s board of directors has adopted a shareholder rights plan that may be exercised if any group — with the exception of 24% shareholder KeySpan Corp. — acquires or announces a tender offer for 10% or more of the company’s outstanding common stock. The “poison pill” plan was not in response to any specific effort to acquire the independent producer, it said in a statement. Rather, it is designed to “assure that all stockholders of the company receive fair and equal treatment in the event of any proposed takeover of the company and to guard against two-tier or partial tender offers, open market accumulations and other tactics designed to gain control of the company without paying all stockholders a fair price.” CEO William G. Hargett said the plan was adopted “in light of recent acquisition activity in our sector, continuing volatility in commodity prices, and the prospect of KeySpan divesting their remaining interest in our company. Given the cyclical nature of our sector these plans are very common and have been adopted by virtually all of our peers, allowing the board of directors to ensure equal and fair treatment of all stockholders in an acquisition context.” In May, KeySpan successfully completed a $449 million exchange transaction with Houston Exploration that reduced its ownership from 55% to 24% (see NGI, May 31).

In another move apparently designed to fend off a hostile proxy battle led by a major investor, embattled El Paso Corp. last Tuesday announced that three of its top executives will leave the company within a month. The company said the move was part of its “clean slate initiative” to slim down operations and further reduce costs.

In another move apparently designed to fend off a hostile proxy battle led by a major investor, embattled El Paso Corp. on Tuesday announced that three of its top executives will leave the company within the next month. The company said the move was part of its “clean slate initiative” to slim down operations and further reduce costs.