BP, Anadarko and Mitsui Co: conflict among partmers

BP is not the sole owner of the deep-water Macondo well that continues to spew large amounts of crude oil into the Gulf of Mexico.  Industry practice with expensive or high-risk projects is to form a consortium of owners to avoid making a bet-the-company investment in a single project.  In this case, BP owns 65%, Anadarko 25%, and Mitui Co 10%.

The same groups may work together on various projects over the years.  Many smaller companies consider it a badge of honor to be allowed into a drilling partnership with, say, ExxonMobil or Chevron.

The partner with the most experience and/or largest ownership share is designated as the operator, meaning he basically runs the drilling project.  The operator makes all the active drilling decisions, but keeps the other partners informed of what’s going on.The operator of the leaking well is BP.

Before drilling begins, all the partners sign an operating agreement.  Anadarko has recently filed an 8-k with the SEC that contains a copy of the Macondo well agreement.

who are Anadarko and Mitsui Co?

Anadarko is one of the few independent oil exploration companies left.  It has experience both in onshore and offshore drilling.  Mitsui Co is an import-export company, called a shosha or trading company in Japan.  It is part of the Mitsui group, today’s equivalent of the zaibatsu, or Japanese industrial conglomerates that were broken up after WW II.  Mitsui Co is an industrial middleman, selling Japanese products abroad and providing access to Japanese corporate customers for foreigners wanting to enter the Japanese market.  Like other Japanese trading companies, Mitsui has been focussing on imports of natural resources in recent years.  It has also shifted from merely charging a fee for its distribution services to also seeking an equity share in natural resource development projects.

what’s happened so far

1.  Everyone knows that after a grilling by Congress, BP “voluntarily” agreed to set up a $20 billion fund to be run by the US government, that would compensate parties injured by the oil spill in return for agreeing not to sue.  How this will work in practice is still up in the air.  Neither Anadarko nor Mitsui were called to appear in Washington.

2.  Anadarko has publicly claimed that the spill results from BP’s gross negligence, thereby invoking a provision of the operating agreement that says in such cases Anadarko (and Mitsui) are not liable for damages the spill causes.  The operating agreement provides for disputes of this sort to be decided by arbitration.

3.  BP has announced it is going to sue Anadarko in US court.  BP has apparently sent Anadarko a number of bills for its share of cleanup costs, that Anadarko has refused to pay.  Mitsui seems to have said nothing so far.

4.  The Financial Times has recently reported that Anadarko knew about and approved major drilling decisions that testimony in Congress suggest caused the disaster.   Anadarko maintains that the drilling plan was okay, but that it was implemented poorly.

two standards, two venues

simple negligence vs. gross negligence

These are fuzzy concepts. Both involve a failure to exercise care.  To me (remember, I’m an investor, not a lawyer), the difference is that to be grossly negligent, one has to act without regard to the foreseeable negative consequences of his action–in other words, to do something no same person would do.  There are two complicating factors in this case:  the people involved are technical experts, so the standard of care they are held to is higher than that for ordinary people; on the other hand, Anadarko’s experts and government regulators both approved the BP plan.

court vs. arbitration

To me, the biggest question about a court proceeding is how the process might be affected by all the negative publicity–including scoldings by the President and Congress–surrounding BP.  The arbitration will doubtless be closed, so only a real expert in arcane oil industry disputes will be able to handicap this one.

too many imponderables

I think in any investment it’s important to have some information or possible development that you feel very confident about and which is not yet discounted in the price of the stock you intend to buy.  In this case, for all the stocks involved–BP, Anadarko, Mitsui–all I can see is important possible developments that I don’t understand.  For me, holding any of them would be more like buying a lottery ticket than making an investment.



thoughts on BP

The market for BP’s stock is made or broken in the UK, where the majority of its shareholders reside.  The London Stock Exchange itself is chock full of mature, slow-growing, dividend paying companies with exposure to a wide variety of different geographical areas outside the domestic arena.  There isn’t much tech and not much growth retailing.  In other words, BP is much more a mainstream stock for UK investors than it is for the US.

Britain is thinking cricket, the US is thinking something else. Despite its penchant for listing fly-by-night companies rising from the ruins of the old USSR and its harboring of the worst US financial malefactors, the UK’s expectation for its corporations, including BP, is that they will go beyond the letter of the law to do what is fair and honorable.   The US, on the other hand, seems quite concerned that BP will pay out all its cash as dividends and then present an empty shell to the bankruptcy court.

UK investors, both individual and institutional, are much more dividend oriented than their US counterparts–which shouldn’t come as much of a shock if you accept my description above of what the London market has on offer.  What this means, though, is that the US government suggestion that BP either refrain from paying a dividend or place it in escrow is a far more serious threat to the stock than an American might think.

There’s a lot of bond in the big oils.  That’s what a veteran oil analyst told me when I began to follow the industry in the late Seventies. It wasn’t true during the oil shocks of that period, nor has it been the case during the recent upward spikes in the price of crude.  But I think it is so again today.  As a result, the dividend is one of any oil equity’s main attractions.

Investors will look not only at the current payout (a sky-high 10.7% in BP’s case), but also at the prospects for growth in earnings and cash flow, and at the percentage of profits (very high for BP) now being distributed  to shareholders.  On most of these measures, BP looks sub-par.  And the yield itself, because it is so far above the norm for the big integrateds–around 4%–should be read as an indication by the market that the payout will be cut.

BP looks very cheap, on a price to book (less than 1) or price earnings (below 5) basis.  As a foreign firm, BP does not make the extensive disclosure of the value of its reserves that the SEC requires of US listed companies (BP trades in the US as an American Depository Receipt–basically a bank IOU backed by shares of BP held in its vaults).  So price to book is probably the best measure of value.  However…

The stock has become a political football. President Obama has been stung by his negative standing in polls of voters who put him in office to be an agent of change, only to find him wilting before a political establishment they perceive as thoroughly corrupt and want him to fix.  He has decided (mistakenly, I think) to show he is “tough enough” by kicking around a foreign oil company–which doesn’t address the real issue, but risks offending almost no domestic interest.  Unluckily for it, BP is his target.

The current oil spill is not BP’s only recent misstep. The firm had a disastrous joint venture in Russia, for example.  It experiencing a major refinery fire in Texas that cost 15 lives.  The US Chemical Safety Board attributed this worst industrial accident in the country in fifteen years to overzealous cost-cutting.  In the case of the oil spill, press reports again suggest that BP was cutting safety corners to get drilling back on schedule.

Good wells are always better than anyone expects; bad wells are always worse than anyone thinks. A pearl of wisdom from a long-time petroleum executive I dealt with years ago.  I’ve found it to be true not only in the oil business but a good rule for companies and stocks in general.  Whether some companies are just plain unlucky, whether some management flaw is deeply imbedded in a corporate culture or whether some mistaken way of doing things is broadcast throughout a company by the top brass is irrelevant to an investor.  The bottom line for me is that when things go bad, they tend to proceed far beyond what one would typically believe possible.

Several brokerage house oil analysts have come out in recent days to say that the market has severely overreacted to the bad oil spill news and that BP is very cheap.  The stock has lost almost $100 billion in market value since the oil leak news first became public and has underperformed both XOM and CVX by more than 40% over that span.  BP trades at a discount to book value, XOM at 2x book and CVX at 1.5X.  This may be lay-up for value investors.  As a growth investor, the stock still scares me.