Posts tagged ‘merger’
Invensys Acquires Skelta Software
Invensys Operations Management has acquired Skelta Software, a privately held software company headquartered in Bangalore, India. Founded in 2003, Skelta provides enterprise business process management (BPM) and advanced workflow software solutions. The Skelta BPM suite offers business process modeling and execution and includes unique, integrated capabilities for business rules management, forms management, document management and business activity monitoring. It also includes connectors to Microsoft SharePoint, BizTalk and Office.
“This acquisition further extends our Enterprise Control System strategy,” said Sudipta Bhattacharya, President and CEO, Invensys Operations Management. “Skelta technology will enable Invensys Operations Management and our global network of ecosystem partners to deliver new, easy-to-configure workflow, collaboration and process-centric applications. This, in turn, empowers our customers and partners to be more productive and innovative.
“Every business needs the flexibility to respond to new business challenges in real time, Bhattacharya continued. “By extending our open Wonderware System Platform and InFusion Enterprise Control System offerings, we further accelerate the development of applications that improve collaboration and workflow across people, systems and documents.”
Skelta offerings enable customers to build powerful BPM solutions to accelerate customer deployments with a high return on investment and lower total cost of ownership. Skelta also offers prebuilt solutions, such as accounts payable, document management, and governance, risk management and compliance, to increase efficiencies and reduce costs. These offerings include advanced collaboration tools, real-time work flow processes and new application development tools, delivered and serviced by more than 80 partners, including systems integrators and valued-added resellers, who will join Invensys Operations Management’s global network of more than 3,000 ecosystem partners.
Said Sanjay Shah, CEO of Skelta Software: “Our customers will continue to work with the same strong Skelta team and continue to receive the same excellent products and services, but now they will be backed by an industry-leading company with global capabilities, allowing us to further expand our suite of BPM software, services and solutions.”
The business will continue to be managed by Skelta’s executive team, adding approximately 130 employees to Invensys’ operations in India.
Skelta BPM is a completely embeddable business process management and advanced workflow framework, and like Invensys’ ArchestrA software framework, it is built on Microsoft .NET technology, making it open, extensible and scalable. The Skelta BPM software will extend the Invensys Wonderware System Platform and InFusion Enterprise Control System with new workflow capabilities that can help customers improve their process execution, standardization, quality control, regulatory compliance and environment, health and safety programs.
Skelta BPM technology links manufacturing and infrastructure operations systems to business and departmental workflow systems, helping customers achieve better business results in real time. Personnel at every level of the operation, including quality managers and planners, can use the resulting solutions to help control their daily workflows, as well as improve demand response, issue resolution and corrective and preventive actions. For example, because it is being integrated with the InFusion ECS, Skelta technology will help make it quicker and easier for customers to initiate a production change sequence as a result of a large order or to manage workflows associated with maintenance issues, such as faster recovery from unplanned downtime. Preconfigured industrial and manufacturing-specific workflows will be built into future Invensys offerings, with the goal of reducing the cost and complexity of implementing high-value workflow solutions while driving productivity excellence.
Schlumberger Acquires IGEOSS
Schlumberger announced the acquisition of IGEOSS, a developer of cutting-edge structural geology software headquartered in Montpellier, France. IGEOSS develops geomechanical solutions for subsurface modeling, 2D and 3D structural restoration and fracture characterization of complex geologic structures. The IGEOSS applications and expertise will be integrated with Schlumberger’s software to advance customers’ modeling capabilities, particularly in areas with complex geology.
“Recognizing that our clients are exploring and developing in increasingly complicated geologic settings, the IGEOSS software will – in combination with the industry-leading Petrel* and PetroMod* technologies – enable geoscientists to gain the best possible understanding of the complete petroleum system throughout their exploration, development and production workflows,” said Tony Bowman, president, Schlumberger Information Solutions (SIS).
Laurent Maerten, co-founder and president of IGEOSS, added: “Geomechanics and structural restoration have traditionally been in the hands of the specialist. By incorporating these technologies into the SIS offerings, a broader community of geoscientists will have access to these capabilities to help them solve the difficult challenges they’re encountering today.”
The IGEOSS capabilities will be embedded in the Petrel software to help geoscientists better understand fractured reservoirs and the impact of stress regimes over time, particularly in subsalt, compressional and shale gas plays.
Iron Mountain Acquires Mimosa Systems
Mimosa Systems has been acquired by Iron Mountain, experts in managing and protecting both physical and digital information. Mimosa will join Iron Mountain Digital, the company’s technology arm, which provides information management services and solutions for data protection and recovery, archiving, eDiscovery and intellectual property management.
A fast-growing archiving company, Mimosa is known for its next-generation solution for e-mail, file and SharePoint archiving. In the last few years, Mimosa has gained the trust of more than 1,000 enterprise customers and hundreds of partners to deliver solutions that store, manage and protect enterprise content. Mimosa Systems’ customers will have the assurance of the global presence, trusted brand and financial stability of Iron Mountain.
The combination of the NearPoint on-premises archiving software with Iron Mountain’s cloud-based technologies allows the merged company to manage information wherever it resides, whether inside the firewall or in the cloud or through a hybrid model, providing greater flexibility and choice for managing information. With “location-independent” archiving, users can move data between the on-premises data center and the cloud transparently and seamlessly.
By combining NearPoint for collection and preservation with Stratify eVantage, an on-premises eDiscovery appliance for early-case assessment, and Stratify Legal Discovery services for review and production, the result is a complete, end-to-end eDiscovery solution.
“We are very excited about the fit and synergies between our two companies’ technology, culture and market approach. Iron Mountain is acquiring the Mimosa team and their expertise, not just their technology. The Mimosa team will become an integral part of Iron Mountain Digital and will help support the company’s information management service strategy,” said T. M. Ravi, Founder, President and CEO of Mimosa Systems, who will become Chief Marketing Officer of Iron Mountain Digital, responsible for driving marketing functions and playing a key role in strategy planning and execution.
Intergraph Acquires COADE
Intergraph, provider of enterprise engineering software to the process, power and marine industries, has acquired COADE Holdings Inc., provider of CAESAR II®, PV EliteTM and TANKTM software for pipe stress, pressure vessel and storage tank analysis, as well as its popular CADWorx® plant design suite. Terms of the deal were not disclosed.
The acquisition will expand Intergraph’s SmartPlant® Enterprise engineering solution suite by bringing together leading solutions for plant design and pipe stress analysis. The expansion of Intergraph’s SmartPlant Enterprise design, construction and data management solutions with COADE’s analysis offerings creates a powerful software solution that will provide users in the marketplace with unmatched capabilities.
Intergraph’s acquisition of Houston-based COADE also extends Intergraph’s market presence and ability to serve smaller projects with COADE’s CADWorx solution, a modular, AutoCAD-based 3D plant design system. Intergraph is ranked as the No. 1 worldwide 3D design and process engineering tools (PET) provider, according to the PET Worldwide Outlook Market Analysis and Forecast through 2013 by the ARC Advisory Group.
COADE’s customers will benefit from Intergraph’s large research, development and global support teams located around the world. COADE clients will also receive uninterrupted support, maintenance and software upgrades as part of their maintenance agreement with Intergraph. Existing SmartPlant Enterprise clients will benefit from the expanded functionality offered by COADE’s products as Intergraph enhances product integration and migrates the COADE analysis solutions into SmartPlant Enterprise to leverage design and modeling with pipe and vessel analysis. Deeper integration of design and stress analysis solutions will enhance productivity and enable a more seamless flow of engineering information among the software applications. SmartPlant Enterprise is an integrated software suite that provides full design, construction, materials and engineering data management capabilities needed for the creation, safe operation and maintenance, and capital Project Life Cycle Management (cPLM) of large-scale process, power, marine and offshore projects.
“The functional benefits of this acquisition to the engineering community and its ramifications to the industry as a whole cannot be underestimated,” said Sid Snitkin, PhD, an industry analyst and VP for ARC Advisory Group. “Both through new functionality developed internally as well as through acquisition, Intergraph continues to enhance the SmartPlant Enterprise solution to address the critical engineering needs across the engineering project life cycle.”
“The COADE acquisition advances our mission to provide best-in-class engineering solutions to our customers and target markets around the world,” said R. Halsey Wise, Intergraph chairman, president and CEO. “This acquisition, the second in as many months, illustrates our continued commitment to invest in our product portfolio, our customers and in the future growth of Intergraph.”
“We believe the combination of COADE and Intergraph will bring a new level of functionality and support for our customers worldwide,” said Thomas Van Laan, COADE president and CEO. “With Intergraph, we are confident of continuing the development of our product suites and the commitment to service that our customers have come to expect.”
Geokinetics to Acquire Onshore Seismic Business of PGS
Geokinetics Inc. and Petroleum Geo-Services (PGS) have signed a definitive agreement under which Geokinetics, provider of seismic data acquisition, processing and interpretation services, will acquire the onshore seismic data acquisition and multi-client data library business of PGS (PGS Onshore) in a cash and stock transaction valued at nearly $210 million, on a cash-free, debt-free basis, which includes net working capital of $37.5 million. The final purchase price is subject to customary post-closing adjustments. The transaction is expected to close in the first quarter of 2010 and is subject to normal closing conditions and regulatory approvals.
The combination of Geokinetics and PGS Onshore will create the second largest provider of onshore seismic data acquisition services in the world in terms of crew count and the largest based in the Western Hemisphere. The combined company will have the assets and technical capabilities to support up to 38 crews and carry in excess of 207,000 equipment channels and over 150 vibroseis units; and possess in excess of 6,240 sq miles of multi-client library data upon completion of current projects in progress. Empowered by a broad range of technologies that include transition zone (TZ), ocean bottom cable (OBC) and land vibroseis, the new Geokinetics will be able to compete more effectively within the entire seismic value chain of planning, proprietary and multi-client acquisition, processing and interpretation services. Furthermore, this acquisition will propel Geokinetics into new markets, including Alaska and Mexico, as well as certain new countries in the Middle East and North Africa.
On a pro-forma basis, the new Geokinetics would be expected to generate in excess of $700 million in revenues for 2009. PGS Onshore had backlog of $196 million as of September 30, 2009, and combined with Geokinetics backlog totals $455 million. Geokinetics anticipates the transaction will be highly accretive to 2010 earnings.
Richard Miles, President and CEO of Geokinetics, said: “We expect the combined company to be better positioned to serve our expanded customer base as we will have an enhanced ability to redeploy assets into more attractive markets. Our increased number of crews should also provide longer term contract opportunities with fewer mobilizations, which should result in better utilization and profitability. In addition, PGS has invested over $130 million over the last three years in their 5,500 sq miles of multi-client library data and multi-client technical capabilities, and we believe this high-quality resource will place us in an important segment of the market in which we have not previously participated in a meaningful way. We look forward to PGS becoming a large shareholder in Geokinetics, as we believe this will provide numerous opportunities going forward and should benefit both companies. We are eager to welcome the PGS Onshore employees into Geokinetics, and look forward to building a stronger, more competitive business.”
Jon Erik Reinhardsen, President and CEO of Petroleum Geo-Services, commented: “The combination of PGS’ and Geokinetics’ competence and market presence will create a new force in the onshore seismic industry. As a future key shareholder, we are excited about the growth potential and leading market position of the new Geokinetics. This transaction adds value for our shareholders, our employees and our customers. At the same time, this transaction establishes PGS as a focused marine geophysical company. The strengthened financial position of PGS will further allow us to continue to develop the most efficient fleet and leading-edge technology in the industry.”
Following the closing of the transaction, PGS will become Geokinetics’ second-largest shareholder after Avista Capital Partners. The acquisition is expected to provide annual synergies in excess of $10 million, driven mainly by organizational streamlining and cost reductions. There may be additional synergies via cross-selling opportunities and additional opportunities for processing behind Geokinetics’ expanded number of crews. Geokinetics expects to begin to capitalize on these synergies in mid-2010 as the company starts to benefit from the integration of the two businesses.
Geokinetics has agreed to finance this acquisition through a combination of cash and common stock. At closing, Geokinetics will issue PGS approximately 2.15 million shares, which represents 19.9% of outstanding Geokinetics shares, valued for purposes of the transaction at $12.11 per share or $26.1 million. The remainder of the purchase price or $183.9 million will be paid in cash. The company will have until February 15, 2010, to close the transaction.
DrillingInfo Acquires HPDI
Austin-based Drilling Info Inc. has acquired HPDI, an energy software and information services company that provides production data and Web-enabled analytical software tools for financial and investment analysis and hydrocarbon marketing sectors. HPDI’s primary focus is historical oil and gas production data along with transportation data, gas plant and refinery data, and well-head pricing data. HPDI offers Web-enabled applications that are used to access their data to create reports, GIS maps, charts and exports to secondary applications.
Allen Gilmer, Chairman and CEO of DrillingInfo, said: “This acquisition achieves a number of strategic objectives for DrillingInfo and our base of more than 10,000 oil and gas professionals. Among the key benefits of acquiring HPDI is the immediate expansion of our coverage to every oil and gas producing state in the US as well as offshore Gulf of Mexico and certain Canadian provinces.
“HPDI’s focus on gathering oil and gas production data has allowed them to develop an extremely high-quality database of current and historical production data that complements DrillingInfo’s historical production database, making the combined product the premier US monthly production database. The combination of this with our deep well detail information and mineral leasing and land database is extremely powerful and will enhance our members’ ability to make much better decisions in a fraction of the time.”
Gilmer continued: “HPDI customers will have the opportunity to enhance their access to decision-critical information and tools through a combined DI Plus Membership. HPDI and DI provide two very different platform options that in combination can be optimized to meet virtually any oil- and gas-related decision support process and workflow.”
Effective immediately, Drillinginfo All States Members will have access to production data for all oil producing states in the US as well as for offshore Gulf of Mexico and Pacific wells. In addition, Drillinginfo is releasing permit activity data for the corresponding state expansion.
“The addition of HPDI allows us to fulfill our corporate vision of becoming the single most comprehensive and valuable decision support and workflow platform for the US oil and gas industry, as well as for companies and industries with peripheral and parallel interests,” said Gilmer. “Our commitment to the oil and gas industry and the resident domain expertise of the two companies will allow us to achieve our goals much faster. To say we are excited about this would be a dramatic understatement.”
HPDI will continue to operate under its current business model and its customer base will not be impacted by this acquisition. All of HPDI’s employees have been retained and operations will not be affected. HPDI customer support will continue to be available through the same channels.
Pason Systems Acquires Petron Industries
Pason Systems Inc. has acquired Petron Industries, provider of a comprehensive suite of equipment, software and sensors to acquire, manage, control and communicate all aspects of drilling operations both onshore and offshore.
Petron’s current product offering includes:
- Rig monitoring and data acquisition equipment;
- Control and safety systems;
- Drilling application software;
- Sensors and instrumentation; and
- Communication and remote data access services.
Founded in 1983, Petron is based in Houston, TX, and has offices in Texas, Louisiana and Arkansas.
Pason Systems Inc., an oil services company, provides rental oilfield instrumentation designed and manufactured for use on land-based drilling and service rigs. Pason offers a tightly integrated package of complex services including data acquisition, well site reporting software, remote communications and Internet information management tools to oil and gas companies and drilling contractors in Canada, the US and internationally. Founded in 1978, Pason is headquartered in Calgary, with additional offices in the US, Mexico, Argentina and Australia.
Pason recently unveiled two new products:
- Remote Directional System – a cost-reduction solution for directional drilling companies; and
- Optimizer – a standalone drilling simulation tool to improve the drilling process.
Fugro Acquires General Robotics
General Robotics Ltd. (GRL), supplier of simulation and visualization software to the offshore oil and gas sector, has been acquired by Fugro for an undisclosed sum. GRL will be renamed Fugro GRL and will become a member of Fugro Subsea Services, keeping the same management team and staff headed by Dr. Jason Tisdall. Along with developing and implementing products for Fugro operating companies, Fugro GRL will have commercial independence to pursue activities outside Fugro. The company will continue to maintain offices in Milton Keynes and Aberdeen.
Fugro acquired GRL to develop and expand GRL’s subsea technologies in order to enhance the services offered by Fugro’s Subsea Services Business Line. GRL expects to be working closely with a number of Fugro operating companies on a wide range of subsea scenarios and practical implementations.
“This is a fantastic opportunity for us to work as part of a worldwide group in developing our simulation and visualization products, and to further our expertise across a raft of subsea environments and challenges, but with the assurance of Fugro’s financial backing all the while,” said Dr. Jason Tisdall, Managing Director of General Robotics Ltd. “For GRL’s existing customers it remains business as usual, except that our R&D will now have the financial backing of Fugro. GRL is now a Fugro company, but we will continue to have commercial independence to make our own decisions and get our own customers. Fugro has an excellent reputation for letting companies it acquires get on with the job.”
‘Chinese Walls’
An immediate concern about this merger for many subsea contractors is the possibility of conflicts of interest, commercial confidentiality and impartiality.
“Given that some of our customers are direct competitors of Fugro, we will have very clearly defined Chinese Walls, so that customer information intended only for GRL will be managed and maintained only by GRL. One of our immediate challenges is convincing customers that we can absolutely maintain the confidentiality of their information. I believe we can and, importantly, we have Fugro’s agreement to these security procedures,” emphasized Tisdall.
Trevor Larkum, Chairman of GRL, added: “In terms of maintaining a level playing field with Fugro vis-à-vis other subsea operators, EU trading laws are very clear on this, that we can’t offer a better deal to Fugro companies than we do to anyone else. The nature of the product also helps us with confidentiality. The new technology in DeepWorks 2.0 makes it very straightforward to produce proprietary, customer-specific components that plug into the customer’s copies of DeepWorks, making it easy to keep customers separate and to develop specific modules for individual customers that will not be available to anyone else. This also enables customers to develop their own solutions with their own team members on-site.”
GRL was founded by the late Professor David Broome of University College, London, and is now the world leader in developing customized, subsea simulation products for the offshore oil industry. A number of subsea service providers, including Fugro, Sonsub, DeepOcean and CTC Marine Projects, use GRL ROVolution 4.0 ROV pilot trainers and simulators.
GRL’s DeepWorks software is in use for subsea engineering simulation and visualization. DeepWorks allows users to design, rehearse and monitor (in real time) the most complex offshore engineering missions, subsea interventions and marine operations. GRL software gets its unique edge from the ability to model the hydrodynamic and physics-based properties of real objects and how they behave in the real world, providing a clearer perception and an improved understanding of the underwater work environment. The DeepWorks suite of software tools delivers not only simulation, but can also perform engineering analysis and the 3D animation of complex work tasks.
Baker Hughes to Acquire BJ Services in $5.5 Billion Transaction
Combines BJ Services’ Leading Pressure Pumping Business with Baker Hughes’ Diversified International Franchise Allows Combined Company to More Effectively Compete for Integrated Projects and Accelerate International Growth Cost Synergies of $75 Million in 2010 and $150 Million in 2011
HOUSTON, Aug. 31 /PRNewswire-FirstCall/ — Baker Hughes Incorporated (NYSE:BHI) and BJ Services Company (NYSE:BJS) today announced that their Boards of Directors have approved a definitive merger agreement, which represents a transaction value of $5.5 billion for BJ Services based on closing stock prices on August 28, 2009.
The agreement represents a premium to BJ Services stockholders of 16.3% over the closing price of BJ Services stock on August 28, 2009. Under the agreement, BJ Services stockholders will receive 0.40035 shares of Baker Hughes and cash of $2.69 in exchange for each share of BJ Services common stock. Upon closing, and reflecting the issuance of new Baker Hughes shares, BJ Services stockholders collectively will own approximately 27.5% of Baker Hughes’ outstanding shares.
“The transaction further enhances Baker Hughes’ position as a top-tier global oilfield services company,” said Chad C. Deaton, Baker Hughes chairman, president and chief executive officer. “BJ Services broadens our portfolio by adding products, technologies and talented people that are key to helping our customers unlock value in their reservoirs, particularly in unconventional gas and deepwater fields. It will better position us to drive international growth and to compete for the growing large integrated projects by incorporating pressure pumping into our product offering.
“Our two companies have highly complementary products and services with very little overlap. Baker Hughes has a long record of partnering with BJ Services on major projects. The proposed merger will make Baker Hughes a stronger, more efficient service provider for our customers worldwide, by integrating pressure pumping with Baker Hughes’ wide range of products and services.”
Baker Hughes expects to realize annual cost savings of approximately $75 million in 2010 and $150 million in 2011 as it eliminates redundant costs, consolidates facilities, and further rationalizes field costs. Baker Hughes expects the combination to be accretive to earnings per share in 2011.
The Baker Hughes Board of Directors will be expanded to include two BJ Services Board members.
BJ Services’ Chairman, President and CEO Bill Stewart said: “We are very pleased to be joining forces with Baker Hughes and believe that this is an attractive combination for all of BJ Services’ constituencies: customers will benefit from our wider and better-integrated array of services and technologies; our employees will enjoy the advantages and opportunities of being a part of a larger, stronger company; and BJ Services’ stockholders will have the opportunity to continue to participate in the success of the combined enterprise.”
Although pressure pumping accounted for less than 1% of Baker Hughes’ revenues in 2008, it is expected to generate approximately 20% of the combined company’s revenues, providing Baker Hughes with revenues from pressure pumping that approaches its two largest competitors. Pressure pumping has grown in importance as customers have looked for new ways to unlock the full value of their reservoirs. The number of fields requiring pressure pumping services is expected to grow, especially outside of North America, where BJ Services can leverage Baker Hughes’ extensive international presence as it pursues growth opportunities.
The merger is subject to the approval of both Baker Hughes’ and BJ Services’ stockholders as well as other customary approvals. The companies anticipate that the transaction could close as soon as the end of the calendar year. Baker Hughes and BJ Services intend to file a joint proxy statement / prospectus with the Securities and Exchange Commission as soon as possible.
Goldman, Sachs & Co. is acting as Baker Hughes’ financial advisor, and Baker Hughes’ legal advisors are Akin Gump Strauss Hauer & Feld LLP, Fulbright & Jaworski L.L.P., Howrey L.L.P., and Morris, Nichols, Arsht & Tunnell LLP. Greenhill & Co. is acting as BJ Services’ financial advisor and rendered a fairness opinion to the Board of Directors. BofA Merrill Lynch Securities also rendered a separate fairness opinion to the Board of Directors of BJ Services. BJ Services’ legal advisors are Skadden, Arps, Slate, Meagher & Flom LLP, and Andrews Kurth LLP.
Conference Call
Baker Hughes and BJ Services have scheduled a joint conference call today to discuss the merger. The call will begin at 8:30 a.m. Eastern time, 7:30 a.m. Central time, on August 31, 2009. To access the call, which is open to the public, please contact the conference call operator at (877) 382-1760 (877) 382-1760 , or (706) 758-8296 (706) 758-8296 for international callers, 20 minutes prior to the scheduled start time, and ask for the “Baker Hughes and BJ Services Conference Call.” A replay will be available through, September 28, 2009. The number for the replay is (800) 642-1687 (800) 642-1687 , or (706) 645-9291 (706) 645-9291 for international callers. The call and replay will also be web cast on http://www.bakerhughes.com and on http://www.bjservices.com. Today’s news release, along with other news about Baker Hughes and BJ Services, is available on the Internet at http://www.bakerhughes.com/investor in the “News and Events” section under “Events and Presentations” ; http://www.bjservices.com in the “Investors” section; and http://www.premieroilservices.com.
PetroComputing 