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Acquisition with a view to transition

24 October 2024

 

Adnoc International’s $16.3bn bid for German plastics group Covestro, signed on 1 October, has called fresh attention to the Middle East and North Africa (Mena) region as a source of merger and acquisition (M&A) activity.

The deal by the UAE state energy company’s overseas business arm, which is the largest Mena deal of the year, is just one of a string of acquisitions by regional energy companies seeking to diversify both sectorally and in terms of geography. And energy – notably the low-carbon variant – has emerged as a key focus for buyers.

Within the Mena region, the GCC remains the mainstay of deal flow, with its clutch of sovereign wealth funds (SWFs) and government-related entities (GREs) underpinning activity through transformative agendas that are shaped by government-led ambitions to shift away from oil and gas and embrace newer areas of the economy.

The figures underscore the Gulf bias in M&A deal flow. Ten of the Mena region’s highest-valued M&As in the first six months of 2024 were concentrated in the GCC region. 

The UAE and Saudi Arabia saw a combined 152 deals worth $9.8bn and were among the top Mena bidder countries in terms of deal volume and value, according to data from EY.

The largest transaction came in February, when private equity firms including Clayton Dubilier & Rice, Stone Point Capital and Mubadala Investment announced the acquisition of Truist Insurance Holdings, the US’s fifth-largest insurance brokerage, for $12.4bn – a sign that Gulf entities have the appetite and balance sheet to lock down opportunities in North America. 

Indeed, according to EY, the US remained the preferred target destination for Mena outbound investors in the first half of 2024, with 19 deals amounting to $16.6bn.

Meanwhile, Gulf-based SWFs dominate in regional M&A activity in terms of deal value. Consultancy Bain & Company says they represented 86% of deal value in 2023, either directly or through portfolio companies.

Industrial focus

Sector-specific drivers have come to the fore for some participants, and that is evident in the spread of M&A activity. Take Saudi Arabia’s Public Investment Fund (PIF), which acquired steel companies Al-Rajhi Steel and Hadeed last year, from Rajhi Invest and Saudi Basic Industries Corporation, respectively, creating a national champion in a domestic steel sector that has consolidated.

Similarly, Adnoc’s Covestro acquisition confirms the prominent role that national oil companies continue to play as they morph into energy companies with more diverse product slates, and in turn are required to grow inorganically at times. 

The Covestro deal represents a similar move to the PIF’s steel sector play last year. The German company would become a key plank in Adnoc’s ambition to create a speciality chemicals business. In a similar way, Borealis, in which Adnoc is a minority stakeholder, acquired Austrian chemicals group Integra Plastics in a deal announced in April 2024.

“The acquisitions from Adnoc are in line with a vision that they set out [in 2017], when the company restructured and broadened its scope to be a global business, looking actively for global opportunities to grow and diversify,” says Alice Gower, a partner at Azure Strategy.

She says that the interest in the European downstream sector is “a really smart move, because it not only ensures a market for their products, but it replaces Russian supplies and creates a dependency between Europe and, in this case, the Saudis or Emiratis”.

UAE companies’ interest in buying into European industrial firms has been evident this year. February saw Adnoc complete its long-running effort to acquire a 24.9% stake in Austrian petrochemicals firm OMV, and in May, state held Emirates Global Aluminium completed the acquisition of German aluminium recycling firm Leichtmetall Aluminium Giesserei Hannover. 

Another geographic theme has seen GCC firms target Asia and Africa – the latter increasingly a focus in terms of its resource opportunity, as well as its capacity to provide a growing consumer market with an emergent middle class.

Last year, Asia figured in some of the biggest deals involving Mena companies, such as the $2bn investment by the UAE’s Mubadala in Chinese fashion retail firm Shein, and Qatar Investment Authority’s purchase of a $1bn stake in India’s Reliance Retail Ventures.

Resources – particularly transition minerals – look set to remain a prominent theme for Mena dealmakers. In Africa, the UAE’s International Resource Holding, an affiliate of Sheikh Tahnoon Bin Zayed-headed International Holding Company, completed its acquisition of Zambia’s Mopani Copper Mine in March 2023, paying $1.1bn for a 51% stake. The UAE firm has moved into critical metals and sees this entity as playing a key role in developing the metal and mining supply chain.

Energy transition

The energy transition will continue to push Gulf acquirers’ M&A agendas. 

Abu Dhabi’s Masdar, eyeing a target 100GW of clean energy by 2030, has become an active M&A player. In June, it acquired a 67% stake in Greek company Terna Energy for $2.9bn. 

Deal flow at Masdar has been brisk, with a deal struck in September to acquire renewable energy provider Saeta Yield from US investment firm Brookfield for $1.4bn, handing it significant power assets in Spain and Portugal and a 1.6GW development pipeline. 

Masdar has also been growing its US foothold, closing a deal in October for a 50% stake in US renewables company Terra-Gen, which boasts a wind, solar and battery storage portfolio of 3.8GW.

Meanwhile, with the PIF and Mubadala both committed to net-zero targets by 2050, in addition to working to decarbonise their existing portfolios, the funds are investing in green assets and in technologies that support decarbonisation, notes Bain & Company. 

Azure Strategy’s Gower cautions against reading too much into the professed diversification agenda, however. 

“Everybody talks about diversification, but if you actually look at what they’re investing in, it’s not that far from the fossil fuel industry,” she says. 

“There is a vertical integration logic: you’re upstream and you want to then become more involved in midstream and downstream – that makes sense. But the businesses that they are buying are pretty low-margin, so there has to
be a different reason behind this approach.”

Instead, defensive motivations are in play. “It is about capturing shares in assets across different markets in order to spread risk, and then diversifying revenue streams away from direct exports, given their geographic location,” she says. 

“Look at what is going on in the region at the moment, and the increase in shipping costs, the instability and insecurity risk.”

Banking mergers

M&A in the Mena banking sector has slowed down in the past five years, following a spate of deals that mainly reflected the reordering of state holdings in large Gulf banks.

In March 2024, the Egyptian subsidiary of Bahrain’s Bank ABC completed its merger with the Egyptian subsidiary of Lebanon’s Blom Bank, tripling Bank ABC’s market share in Egypt.

Market speculation is now centring on consolidation within Kuwait’s banking sector.

The proposed merger of Boubyan Bank and Gulf Bank – Kuwait’s third- and fifth-largest lenders – would create an Islamic lender with assets of about $53bn.

“GCC banks in general have been keeping their options open because these are small, concentrated economies and markets, and therefore international expansion will help diversify business models and improve profitability,” says Redmond Ramsdale, senior director for banks at Fitch Ratings.

M&A moves have taken Gulf banks into the wider region. 

“External growth is part of some GCC banks’ strategy to diversify business models and improve profitability,” says Ramsdale. “By deploying capital into high-growth markets, they may be able to compensate for weaker growth in their home markets.”

In the wider Mena region, M&A activity in 2025 will be driven by the big regional SWFs and GREs. The need to decarbonise their portfolios will shape inorganic growth strategies as they look to buy lower-carbon assets ‘off the shelf’ to meet net-zero and emission-reduction targets.

With sizeable acquisition budgets at their disposal, these players do not lack the financial firepower to target assets that will help them meet their goals.

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James Gavin

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    The ongoing disruption to shipping through the Strait of Hormuz and the Bab Al-Mandab Strait has sparked a regional pipeline project boom, as countries seek to diversify export routes for oil and gas.

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    At the same time, about 200,000 b/d was being exported via the Iraq-Turkiye Pipeline (ITP) in the north of the country.

    In the wake of the disruption to shipping through the Strait of Hormuz, Iraq has increased the volumes being exported via the ITP and has boosted its crude exports by truck through Syria.

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    The Basra oil reaches collection stations at Sarallu and Khurmala by truck and from there is pumped north to Ceyhan in Turkiye.

    The volume of crude exported from Iraq by truck to the Syrian port of Baniyas has risen significantly in recent months.

    In October, Youssef Qablawi, the chief executive of the state-owned Syrian Petroleum Company, said that about 1,000 trucks were transporting fuel oil to Syria each day, with each truck carrying about 220 barrels.

    This represents exports of 220,000 b/d, which is a significant volume for Iraq, but transporting crude by truck is much more expensive than using a pipeline.

    Because of this, Iraq sees pipeline projects as a long-term solution to its reliance on the Strait of Hormuz and is rapidly pushing ahead with projects that are designed to replace exports currently transported by road, as well as increasing the volumes that can be exported via both Syria and Turkiye.

    Earlier this month, MEED reported that the governments of Iraq and Syria, state-owned oil companies and a consortium led by Qatar’s UrbaCon Contracting & Trading (UCC) were discussing the terms of a deal for four interconnected pipeline packages that are expected to have a total value of about $5bn.

    Stakeholders expect a contract to be signed before the end of the year that will make the UCC-led coalition the selected developer responsible for tendering engineering, procurement and construction (EPC) contracts for the project.

    The consortium includes US-based Chevron, investment company TI Capital and France’s TotalEnergies.

    The four pipeline routes that are being discussed are:

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    The proposed plan will use a fast-track framework to bring the pipelines online as quickly as possible.

    Red Sea route

    Iraq and Saudi Arabia are also considering reviving an old pipeline route between the Zubair oil field in Basra and the Red Sea port of Yanbu.

    Operations of this 1,568-kilometre (km) pipeline were halted in August 1990 following Iraq's invasion of Kuwait and the onset of the Gulf War.

    At the end of October, Saudi Arabia granted preliminary approval to revive the joint oil export pipeline project, according to a report published by Saudi Arabia’s Shafaq News, which cited anonymous sources.

    If the pipeline is reinstated, it could allow Iraq to export oil via the Red Sea, reducing its reliance on the Strait of Hormuz.

    The pipeline was originally built at a cost of more than $2.6bn and featured a large network of storage tanks and offshore loading terminals.

    Syrian strategy

    In addition to its involvement in Iraq’s strategic export pipeline project, Qatar’s UCC is developing a pipeline project in Syria that will increase the country’s ability to deal with future supply disruptions.

    On 30 September, UCC announced that it had , which will extend 186km between Homs and Aleppo.

    The 36-inch pipeline will have a transmission capacity of up to 11 million cubic metres a day of gas and will connect gas networks in Jordan to those in Turkiye via Syria.

    In its announcement, UCC said that the project is scheduled for completion within 22 months and will contribute to strengthening Syria’s gas infrastructure; enhancing the capacity of its gas transmission network; and supporting regional connectivity with Jordan, Turkiye and Lebanon.

    Hisham Al-Saleh, Syrian Petroleum Company’s deputy chief executive for the gas sector, has said that the project includes the installation of three compressors in Furqlus, which will allow gas to be transported in both directions between Turkiye and Jordan.

    Speaking to the state-owned Syrian Arab News Agency, he said that the project will add an estimated 8 million cubic metres of storage capacity to the Syrian gas network, providing greater flexibility in managing gas production and use.

    Egyptian ambitions

    Egypt is also ramping up pipeline project activity in order to increase the number of oil and gas links that it has with neighbouring countries.

    The North African nation has long had ambitions to try and become a major regional energy hub.

    These plans have been given a boost by the ongoing disruption to shipping through the Strait of Hormuz and the Bab Al-Mandab Strait, which has reduced exports from nations like Qatar, Kuwait, Iraq, the UAE and Saudi Arabia.

    Concerns about the reliability of exports from Iraq and the GCC have led to increased investment in oil and gas infrastructure in countries that are not reliant on these waterways to transport hydrocarbons.

    In recent months, significant progress has been made on an integrated project that was launched to export offshore gas reserves in Cyprus via Egyptian energy infrastructure.

    In October, Italian oil and gas company Eni signed the main EPC and drilling contracts for the project, which will develop the Cronos field.

    The project includes contracts with several companies that will develop infrastructure in both Egypt and Cyprus.

    The awards include a $170m contract that has been won by Egypt’s Petrojet for a new onshore gas pipeline in Egypt that will help to transport gas to Egypt’s Damietta liquefied natural gas (LNG) facility.

    Separately, US-based Baker Hughes signed a contract for the design, procurement and construction of subsea production systems, including associated equipment and control systems.

    In September, it was announced that US-headquartered McDermott will carry out offshore work for the project, including the transportation, installation and connection of subsea pipelines and equipment.

    The Cronos development project will significantly increase the volume of gas being imported into Egypt, where it can be exported as LNG as well as helping to meet domestic demand.

    On top of the major pipeline project allowing the importation of gas from Cyprus, Cairo is also looking at other regional pipeline projects, including gas links to Libya.

    In a statement released earlier this month, Egyptian Foreign Minister Badr Abdelatty said that a Libyan team will ​visit ⁠Cairo soon to continue technical talks about the gas pipelines, as well as other energy projects, with Egypt’s petroleum and electricity ministers.

    Pipeline problems

    While the planned oil pipeline projects in Iraq are seen as a possible solution to the disruption to shipping through the Strait of Hormuz, they are also likely to face problems relating to the importation of necessary equipment that would normally be shipped through the waterway.

    The Common Seawater Supply Project, designed to bring water from the sea to inject into oil fields, is behind schedule, largely because of problems importing the pipeline segments through the strait.

    This issue could plague other planned pipeline projects in Iraq if the disruption to shipping continues, forcing contractors to use other, more costly, import routes.

    Challenging conditions

    Even when Iraq’s major export pipeline projects are completed, they may fail to resolve the country’s oil export problems to the extent many are expecting.

    While the export pipelines will go some way towards diversifying away from reliance on exports through waterways where oil and gas tankers are vulnerable to militant attacks, many industry insiders say Iraq could just be replacing one vulnerable export route with another.

    Oil pipelines in the Middle East and North Africa region have a long history of suffering attacks and often stretch long distances through remote regions where they are difficult to defend.

    Ultimately, it is likely that finding a diplomatic solution to the regional conflict will be the only way that Iraq can reliably increase its oil exports in the long term.

     

    https://image.digitalinsightresearch.in/uploads/NewsArticle/21305172/main.jpg
    Wil Crisp