Stephen Simpson, CFA
Stone Fox Capital
Disruptive Investor • 12 Comments
Disruptive Investor • 12 Comments
Mar. 24, 2015, 6:27 PM
- Nabors Industries (NYSE:NBR) and C&J Energy Services (NYSE:CJES) say they have completed the combination of C&J with NBR's completion and production services business, with the resulting combined company renamed C&J Energy Services under the CJES ticker.
- Nabors received $688M in cash from C&J as a portion of the consideration for the transaction and now owns ~53% of the outstanding and issued common shares of the new company, with the remainder held by former CJES shareholders.
- The deal originally was announced in June 2014.
Dec. 19, 2014, 12:56 PM
- The Delaware Supreme Court overturns a lower court ruling that had halted a deal by C&J Energy Services (CJES +0.7%) and Nabors Industries (NBR +6.1%), saying there was not enough evidence showing the C&J board had short-changed its shareholders.
- A lower court last month held up C&J’s merger with a Nabors unit, finding C&J’s board did not adequately shop the company; the situation was unusual in part because C&J's board and management would keep control, while the new entity is to be incorporated in NBR’s home of Bermuda and 53% controlled by NBR.
Nov. 25, 2014, 10:13 AM
- C&J Energy Services (CJES +3.6%) says it plans to appeal a Delaware court ruling that requires it to solicit offers from other buyers for 30 days before it can merge with a unit of Nabors Industries (NBR -0.5%).
- NBR announced in June that it would merge its completion and production business with CJES and receive $2.86B in cash and stock; the deal is structured as a Reverse Morris Trust, a transaction that allows a parent company to sell its unit in a tax-efficient manner.
- But CJES shares are higher, as investor appetite for the deal had been waning given the integration risk and less favorable industry outlook.
Nov. 24, 2014, 9:49 PM
- A Delaware court today ordered a 30-day hold on the C&J Energy (NYSE:CJES) acquisition of a Nabors Industries (NYSE:NBR) unit, finding C&J’s board did not adequately shop the company and telling it to feel out other potential buyers, WSJ reports.
- The deal, announced in June, was unusual as CJES was the nominal buyer, agreeing to pay NBR 62.5M shares and $940M in cash for the fracking services unit, but NBR is to retain control of the combined entity with a 53% stake to CJES shareholders’ 47%.
- The judge found that because CJES shareholders essentially were turning over control of their investment to NBR, the deal was subject to a corporate law theory that required the board to take steps to get the best possible price.
Jun. 25, 2014, 5:57 PM
- C&J Energy (CJES) +8% AH and Nabors Industries (NBR) +6.2% after the companies agree to merge, creating a diversified completion and production services provider.
- NBR will receive total consideration of $2.86B in cash and stock, comprised of ~62.5M CJES shares and $940M in cash; the combined company will retain the C&J Energy name and management team.
- CJES expects the deal to be accretive to EPS during the first full year of combined operations, as it will leverage identifiable cost and revenue synergies through the achievement of operational efficiencies and capex savings.
Jun. 6, 2012, 4:56 PM
C&J Energy (CJES) agrees to acquire Casedhole Holdings, a multi-regional provider of cased-hole wireline and other services for energy producers, for $272.5M in cash. CJES expects the addition to be immediately accretive to 2012 earnings and cash flow. CJES +1.1% AH.| Jun. 6, 2012, 4:56 PM | 8 Comments