Downstream – In or Out of Formation? A Perspective from Wood Mackenzie Consulting A Point of View on the Drivers of Integration Value Although the downstream oil industry may be perceived by some as an equity market ‘evil’, it is a highly necessary evil for the world’s consumers of finished oil products. Regardless of current rates of return in the segment, it is axiomatic that the world will need the downstream to turn crude oil into useful products for consumers for at least a few more generations. The recent moves by Marathon and ConocoPhillips to demerge downstream from upstream have prompted much discussion and analysis on whether downstream should be ‘In’ or ‘Out’ of integrated oil company formation. To facilitate the debate, Wood Mackenzie has examined some of the history and the arguments for and against vertical integration. Confusing Signals Based on Wood Mackenzie analysis of selected portfolios, the stock market appears to have spoken on its assessment of the value of integration, with market values trading at significant discounts to ‘sum-of-the-parts’ valuations, as shown in Figure 1 overleaf. Arguably, John D. Rockefeller began integrating the oil industry as long ago as the 1870s; however, given the valuation analysis and investor patience that is reaching limits, do the current demergers signal the beginning of the end of the integrated oil company? At least two of Rockefeller’s legacy Majors do not seem to agree. Chevron CEO John Watson recently opined, ‘There’s never been a time when I have felt it was more important to be an integrated company.’ ExxonMobil reiterated this view in a recent earnings call.1 However, despite the generally poor financial performance of the downstream sector in the past few decades, today’s executives and investors will be rewarded by their analysis and decisions going forward, rather than for their assessment of the past. As such, it is essential to examine the drivers of value in merged companies and test whether Strategy with substance Downstream – In or Out of Formation? or not they will sustain the integrated model in the future. – processing capability to absorb equity oil and market channel control. What are the drivers of integration value? Oil producers historically found challenges in placing non-fungible crude oils (e.g., heavy, sour oil finds) profitably within a refiner if there wasn’t integration. Investments such as the repositioning of the Shell Deer Park Refinery with Pemex, and most recently the joint venture between ConocoPhillips and Cenovus illustrate examples of intervention to overcome this. 1 While these drivers are the main business model value levers, there is a second layer of considerations that also need to be analysed to determine the extent of integrated value: › Value of ‘merchant refining’ versus the ‘refining and marketing’ model › Synergies of ‘ideal sites’ with refining, lubes, specialties and petrochemicals › Roles of trading and logistics as cost centres or entrepreneurial hubs It could be argued that, given the environment of seemingly endless pressure on fuels margins, these additional sources of value are now in fact fundamental to acceptable return levels. Demerge or not demerge? The question marks around the continuation of the historical value drivers between the upstream and downstream demand attention. In a complex industry and environment, the different choices being made by focused and knowledgeable organisations suggest that the different points of view call for examination. Thus, what are the cases for and against the downstream separating from the integrated model? 60% 46% Major ‘Pure’ Downstream ‘Pure’ Upstream 40% 27% 30% 20% 15% 10% 10% 4% 0% 0% -10% -7% -20% -20% -30% -23% ‘Every time we look at this, we conclude that our integrated model combined with our global functional organization just delivers what we’ve referred to in the past as sum of the part plus kind of valuation.’ David S. Rosenthal - VP, Investor Relations, ExxonMobil BP Shell Total ConocoPhillips Source: Wood Mackenzie ExxonMobil -33% SUN -40% -23% Chevron 50% 2. Demand Security Demand security consists of two aspects Additional Sources of Value Figure 1 Premium (Discount) to Net Asset Value – Majors and ‘Pure Play’ competitors – 2010 Talisman The use of the integrated offerings to enable resource access was at a peak in the middle of the 20th century, when Governments with resource potential needed the expertise and funding muscle from the Majors to monetise their ‘black gold’. However, over the past decades the expertise level and commercial options of oil rich nations has increased and various service and engineering companies offer broad capabilities for a more transparent fee. As the oil industry developed, there was a need for substantial amounts of capital and specialised professional resources to enable both upstream and downstream growth. The integrated oil company model provided a flywheel for money and people, drawing from healthy cash flows and talented international organisations to fund and manage growth. However, in today’s globalised and sophisticated capital and human markets, project financing and access to professional talent is no longer solely in the reach of the oil ‘Majors’, with efficient Apache Market power was most pronounced when independent retailers were under structural supply pressure from Majors with the latter’s domination of forecourt acreage. This domination began to crumble with the emergence of the hypermarket model 20 years ago and still continues, as evidenced by a further reduction in the West European market share of the top seven global refiners from 57 to 47 percent in the past decade. 3. Resource Leverage VLO An important driver of value capture has been ‘wellhead to wheels’ margin consolidation and the use of integrated muscle to gain preferred partner status to access markets and resources. TSO 1. Value Capture Market channel influence may be illustrated at the resource holder level by Saudi Aramco’s investment in S-Oil and for IOCs through continuing investment in global fuels brands such as Shell, Esso/ Exxon and BP. Assessed EV / NAV Premium (Discount) The evolution of the integrated model since the establishment of the industry 150 years ago has been complicated. There have been a wide range of factors – economic, strategic and regulatory – which, at different times, have influenced the choices of integration versus independent operation of the downstream. However, at the highest level, there have been three main drivers behind the evolution to the current structure: markets offering developers money and people to compete with established firms. Downstream – In or Out of Formation? The Case For Demerger: › › › › › Equity markets will reward nonintegrated downstream and upstream companies on their own merits, rather than discounting them as components of a more complex organisation; › › › In the modern oil industry, there is limited need for the downstream, including petrochemicals, as a bargaining chip to secure access to upstream opportunities and markets; The fundamentals of today’s human and capital markets imply that focused firms can attract growth capital and talent appropriate to their needs without integrated scale; Access to serve downstream consumer markets and segments will be easier for nimble independent competitors than as the poor-relations of integrated Majors; and, Consumers will benefit from leaner, hungrier firms focused on operational excellence in their chosen downstream portfolio rather than the fight for attention in complex Majors dominated by upstream economics. The Case Against Demerger: › › The capability to maximise value from integrated activities is scale-related and changes over time, given industry structure evolution and asynchronous business cycles – only integrated firms can maximise harvest of value from the value chain over the long-term; Integrated scale and value chain participation, and the associated capabilities, will once again be valued as national resource holders look for partners to help them face a more challenging technical and commercial environment; Demerger creates a one-time profit pool for current equity holders and transaction participants, but does not create a sustainable platform for value creation – it also creates cash flow weakness in low oil price environments; The geographic and segment complexity of downstream activities facilitates value creation through selective optimisation of the portfolio, rather than exit from the general category of downstream; and, The aftermath of the global economic recession will, in time, create opportunities in downstream that will favour those with integrated scale given scarcity of external funding for large capital projects. What’s best for you? Pressures to demerge highlight the tension between the need to deliver short-term performance to shareholders and the creation of long-term value. For leaders of integrated companies and investors, this tension is a particular challenge now; equity markets desperately are seeking pockets of latent value while the initiatives required to satisfy the world’s energy needs are increasingly long-term, technologically complex and capital intensive. Key issues to consider in resolving this tension include: › › › As in any relationship, there are no ‘silver bullet’ answers to questions of whether oil companies should be living with or without the downstream. Some have made the partnership a rewarding one over the years, while others have failed to reach that level of valuable harmony. What is the right answer for you? Wood Mackenzie’s consultants provide strategic advice based on real substance to clients in the global energy, mining and metals industries. We have been helping clients understand the energy and natural resource industries for four decades with industry leading research and are now leveraging that knowledge to offer advisory services across the energy value chain. With established presence in the Americas, Europe, Asia/Pacific and the Middle East, our consultants offer a truly global view for questions that must be considered in a global context. Authors Chris Shepley Vice President Downstream Consulting In a dis-integrated world, newly independent refiners will face a ‘survival of the fittest’ environment that may be very different from their heritage. How will they respond, and how will their entry impact incumbents? T +44 (0)131 243 4483 E [email protected] Would a merged or demerged world suit NOCs and other national champions? Will they follow suit by separating downstream businesses as their domestic markets evolve or can they take advantage of the new structure to become new integrated Majors? T +65 6518 0869 E [email protected] Satvinder Roopra Head of Asia Downstream Consulting Would a series of demergers cause a structural shift, moving profit back to the downstream as the markets belatedly recognise the long-run importance of turning crude oil into products people can actually use? Perspective content subject to copyright, which can be found at: www.woodmac.com/disclaimer Global Offices Europe Americas Asia Pacific Email Website Australia Brazil Canada China India +44 (0)131 243 4400 +1 713 470 1600 +65 6518 0800 [email protected] www.woodmac.com Japan Malaysia Russia Singapore South Korea United Arab Emirates United Kingdom United States Wood Mackenzie is the most comprehensive source of knowledge about the world’s energy and metals industries. We analyse and advise on every stage along the value chain - from discovery to delivery, and beyond - to provide clients with the commercial insight that makes them stronger. 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