Notable Mergers and Acquisitions of the Day 07/19: (APA) (AAPL) (YELP)
* Apache Corporation (NYSE, Nasdaq: APA) announced today it has agreed to sell its Gulf of Mexico Shelf operations and properties to Fieldwood Energy LLC (Fieldwood), an affiliate of Riverstone Holdings, for cash proceeds of $3.75 billion. In addition, Fieldwood will assume all asset retirement obligations for these properties, which, as of June 30, 2013, Apache estimated at a discounted value of approximately $1.5 billion. Apache will retain 50 percent of its ownership interest in all exploration blocks and in horizons below production in developed blocks, where high-potential deep hydrocarbon plays are being tested.
Apache previously announced plans to divest $4 billion in assets by year-end 2013 as part of its ongoing portfolio assessment and to focus on more recently acquired properties. The company intends to use proceeds to reduce debt and enhance financial flexibility and to repurchase Apache common shares under a 30-million-share repurchase program authorized by the Board of Directors earlier this year.
Transaction Terms and Closing Conditions
The effective date of the transaction is July 1, 2013. The sale is subject to customary regulatory approvals and closing conditions and is projected to close September 30, 2013. Apache will operate the properties during a transitional period.
Fieldwood has agreed to offer employment to substantially all of Apache's GOM Shelf employees.
Goldman Sachs & Co. acted as financial advisor and Bracewell & Giuliani LLP served as legal advisor to Apache on the transaction.
Apache's Shelf Portfolio
Apache's Shelf portfolio – the largest operated asset base in Gulf waters to 1,000 feet deep – comprises more than 500 blocks with 1.9 million net acres and year-end 2012 estimated proved reserves of 133 million barrels of oil and natural gas liquids and 636 billion cubic feet of natural gas. In the first quarter of 2013, the fields averaged net production of approximately 50,000 barrels of liquid hydrocarbons and 254 million cubic feet of natural gas per day.
* Yelp Inc. (NYSE: YELP) today announced it has agreed to acquire SeatMe, Inc, a web and iPad-app based reservation solution for the restaurant and nightlife categories. With SeatMe's solution, more local restaurants and bars can provide an easy way for customers to book online reservations, enhancing the consumer experience for those who discover a great local business on Yelp.
Under the terms of the acquisition agreement, Yelp will acquire SeatMe for approximately $2.2 million in cash and up to approximately 263,000 shares of its Class A common stock, for a total purchase price of approximately $12.7 million (subject to customary working capital adjustments). The transaction, which has been approved by the boards of directors of both companies, is subject to approval by the SeatMe stockholders and the satisfaction of customary closing conditions. The transaction is expected to close on or about July 24, 2013 and the purchase price recorded in Yelp's third quarter 2013 financial statements.
Yelp expects to record an increase in amortization of intangibles and an increase in stock based compensation with the additional equity granted to the employees of SeatMe. The SeatMe team consists of approximately 15 employees who are expected to join Yelp at its new headquarters in the fourth quarter of 2013. We will update our third quarter and full year 2013 financial outlook when we report our second quarter 2013 financial results on Wednesday, July 31st.
* Apple (Nasdaq: AAPL) recently made another small acquisition with the purchase of Locationary, according to reports out Friday.
Locationary, based in Toronto, Canada, specializes in crowd-sourced data for local businesses and locations. The deal covers both the talent and technology of Locationary and a sum for the purchase was undisclosed.
The goal for Locationary is probably to improve Apple Maps, which was highly criticized last year following multiple reports of the navigation system directing people to undesired locations (e.g. - the side of buildings, an IRS office, your in-laws).
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