A Shrewd Acquisition Target with a 20% Dividend Yield Selling at an estimated 3.5X EV/EBITDA
February 19, 2014
DISCLAIMER
Contrarian Industries LLC is not a registered investment advisor. Contarian Industries LLC only invests and trades proprietary capital. The analyses and conclusions contained in this presentation are based on publicly available information. The analyses and conclusions presented herein represent the views of Contrarian Industries LLC and are not those of Awilco Drilling. Contrarian Industries LLC recognizes that there may be confidential information in the possession of the companies discussed in the presentation that could lead these companies and others to disagree with Contrarian Industries conclusions. This presentation and the information contained herein is not a recommendation or solicitation to buy, or hold, or sell any securities. The analyses and opinions provided may include certain forward-looking information within the meaning of the Private Securities Litigation Reform Act of 1995 and other statements, estimates and projections prepared with respect to, among other things, the historical and anticipated operating performance of the companies, access to capital markets and the values of assets and liabilities, among other topics. These statements, estimates, and projections involve known and unknown risks and uncertainties that may cause the companies results to be materially different from planned or expected results, including inflation, recession, unemployment levels, consumer spending patterns, credit availability and debt levels, changes in contract drilling rates in the present and in the future, the cost of goods, trade restrictions, the impact of changes designed to transform the business of the companies, changes in tariff, freight and shipping rates, changes in the cost of fuel and other energy and transportation costs, increases in wage and benefit costs, competition and consolidations, interest rate fluctuations, dollar and other currency valuations, the impact of weather conditions, risks associated with war, an act of terrorism or pandemic, a system failure and/or catastrophic human-caused or natural event and legal or regulatory proceedings and the price of oil, natural gas, other commodities, and equipment. Such statements, estimates, and projections have been included solely for illustrative purposes. No representations, express or implied, are made as to the accuracy or completeness of such statements, estimates or projections or with respect to any other materials herein. Actual results may vary materially from the estimates and projected results contained herein. Contrarian Industries LLC Managing Partner Harry Long serves as a Senior Advisor to the private equity firm Fort Ashford Holdings. Fort Ashford Holdings and its affiliates and family members of Fort Ashford Holdings management may have material investments in the common stock of Awilco Drilling. Fort Ashford Holdings is in the business of trading (buying and selling) securities and financial instruments and is in the business of investing in companies, securities, and financial instruments. It is possible that there will be developments in the future that cause Fort Ashford Holdings to change its position regarding Awilco Drilling. Fort Ashford Holdings may buy, sell, cover or otherwise change the form of its investment in Awilco Drilling for any reason whatsoever and hereby disclaims any duty to provide any updates or changes to the analyses contained here including, without limitation, the manner or type of any Fort Ashford Holdings investment or trading position. Fort Ashford Holdings is not a registered investment advisor and only invests and trades proprietary capital. This presentation does not constitute investment or trading advice. Contrarian Industries LLC shall not be responsible for any loss or profit or any other commercial damages, including but not limited to special, incidental, consequential, or other damages. In no event will Contrarian Industries LLC be liable to the reader or any other entity, including but not limited to gross negligence and suitability.
Table of Contents
1 Executive Summary
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Economics
AWILCO Drilling History Asset and Industry Description Potential Acquirers
Executive Summary
Overview
High Current Yield Sustainable Cash Flow Model Cash Flow backlog via drilling contracts
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Awilco Drilling owns two enhanced pacesetter semisubmersible drilling rigs used to drill for oil and gas in the UK portion of the North Sea. Recently, the company has made a name for itself in environmental compliance/the capping of wells.
It is traded on the Oslo exchange and OTC in the US, and the controlling shareholder is The Awilhelmsen Group with 48.7% of the stock (http://en.wikipedia.org/wiki/Wilh._Wilhelmsen).
The two rigs are WilPhoenix and WilHunter. They were acquired by the controlling shareholder due to a forced sell off as part of the Transocean/GlobalSanteFe merger in 2007, and they are fully contracted out until 2017.
AWDR currently has a 20% dividend yield at a share price of $19.98 on the US OTC market, the highest dividend yield in the world for any publicly traded contract drilling company. This dividend represents a highly valuable source of idiosyncratic yield for both financial and strategic acquirers. The dividend is less correlated to the interest rate cycle than bond market yield sourcesits source is literally cash fees paid for drilling services.
Overview
Investing with ownership group with strong history of executing similar exits to large industry players
The Awilhelmsen Group has successfully exited numerous business interests via a sale to a large strategic player and we believe might do he same with AWILCO Drilling for the right price. > September 2008 - Sale of shareholding in Awilco Offshore ASA to China Oilfield Services Ltd. Awilco establishes the oil service company Awilco Offshore ASA (AWO) which was involved in drilling and accommodation services. AWO was listed on the Oslo Stock Exchange in May 2005.
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November 2008 - Sale of shareholding in Ocean HeavyLift ASA to The Blystad Group
Awilco purchases two Aframax tankers, Willift Eagle and Willift Falcon and converts them into heavy transport vessels owned by a wholly-owned subsidiary, Awilco Heavy Transport ASA (later listed on the Oslo Stock exchange and renamed Ocean HeavyLift ASA - OHL).
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Awilhelmsen Group has a long and successful history in both commercial shipping, cruise lines and off shore energy related efforts
Economics
Awilco Drillings Massive and Growing Dividend Yield Has Been Overlooked
> Awilco Drilling commenced paying a quarterly dividend of $1.00 per share in 2013, and quickly raised the quarterly dividend to $1.10 per share last quarter.
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Given contractual increases in rig rates through 2014 and 2015, our low estimate for dividends is the current $4.40 per share annual rate, and our high estimate for dividends in 2015 is $1.25 quarterly, or $5.00 annually, if the company stays public without being bought by an acquirer.
We believe that one main reason for Awilco Drillings massive undervaluation is that its dividend yield has not yet appeared accurately in certain financial databases and screening programs.
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With its Rigs fully leased, AWILCO Drilling enjoys great returns
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Free cash flow could grow significantly, because of contractual increases in daily rig rates.
Free cash flow is already hitting an annual rate of $132 million as of last quarter. In 2013, for both rigs, total daily rig rate revenue was $675,000 per day for most of the year, rising to $711,000 per day in December of 2013 year. In 20014, the combined daily rig rates are scheduled to range from $675,000 to $827,500,
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In 2015, the combined daily rig rates should average $772,500 per day.
The company has a backlog of $800 million Drilling contracts are difficult to break
Operating leverage is substantial, given that a higher rig rate does not necessitate higher expenses
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Relevant competitors trade at EV/EBITDA multiples ranging from 5.84X to 11.68X, while the companys estimated EV/EBITDA is at 3.5X. Here are the components of that estimate:
Enterprise Value = $643 million EBITDA in the latest quarter reported is $46.3 million even before a contractual rise in rig rates Annualizing the $46.3 million in last quarters EBITDA gives us $185 million in annual EBITDA
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AWILCO enjoys unique positioning in todays yield starved environment Strong tangible assets Constrained supply of comparable rigs in the North Sea Excellent pricing environment Fully leased through 2015-2017 with no difficulty anticipated for further leasing Durable life through 2031 (18 years) absent major refurbishment Awilhelmsen Group enjoys long history of delivering strong returns
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Office of Fair Trading for the United Kingdom reviews transaction requires divestiture of the two subject rigs Awilhelmsen Group acquires the assets and has the structure below
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Northern Offshore originally attempted to buy Arctic II and Arctic IV for a total of $750 million, but the sale fell through due to the 2008 financial crisis.
Awilco Drilling bought the same two rigs for just under $200 million total and then spent just under $100 million total refurbishing the rigs to make them highly competitive and sought after. Awilco Drillings Current, Highly Efficient Tax Structure
Wireless Communications
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Wilphoenix
Wilhunter
Built in 1982 Upgraded in 2011 Depth of up to 1,200 ft Drill depth 25,000 ft Contracted to Premier Oil through 5/2014
Built in 1983 Upgraded in 1999 Upgraded in 2011 Depth of up to 1,500 ft Drill depth 25,000 ft Contracted to Hess through 11/2015
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Wilphoenix
Rig
Owner Type Design Flag Built/Yard Water depth/Dr. Depth Accommodation Variable Loads Draw Works Mud Pumps Power Cranes Derrick BOP
Mooring System
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Wilhunter
Rig
Owner Type Design Flag Built/Yard Water depth/Dr. Depth Accommodation Variable Loads Draw Works Mud Pumps Power Cranes Derrick BOP
Mooring System
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Source: HIS-Petrodata
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During the 2008 financial crisis, Northern Offshore attempted to purchase Artic II and Artic IV for a total of $750 million
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Therefore, we believe that pre-refurbishment, that $750 million is a conservative value for both rigs combined in a normal economic environment
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After purchasing Artic II and Arctic IV, Awilco Drilling spent $100 million on refurbishing both rigs to a standard which makes them highly sought after
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Therefore, conservatively, we believe that the two rigs which represent the tangible assets of the company have a private market value of at least $800 million
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This is strongly supported by the separate conversion expenses being borne by other participants to convert Rigs to North Sea use
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The Long Term Trend is that Dayrates, Duration and Leadtime have been Increasing in the UK Market
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Potential Acquirers
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Diamond Offshore and Noble Corporation could both be natural strategic acquirers due to their asset profile, valuation, market shares, and current drilling operations in the North Sea, which we believe would make both an all-cash and all-share purchase of Awilco Drilling extremely accretive for both companies. We believe an acquisition of the company by Noble Corporation might be especially shrewd, as it would triple Noble Corporations rig count in the North Sea with two rigs which are both newer than their Ton van Langeveld rig delivered in 1979.
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Potential financial acquirers would include all of the major private equity firms, major endowments, foundations, and pension funds looking for uncorrelated sources of yield which are not tied to the interest rate cycle.
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Awilco Drillings
Diamond Offshores Noble Corps
Either of these larger competitors could potentially acquire Awilco Drilling using their own shares, and such a purchase could be immediately accretive to earnings. Using an acquirers stock to purchase a target selling at a discount is often the surest way to grow earnings and cash flow on a per share basis in the energy industry. The same two-rig count which causes Awilco Drilling to sell at a discount to its larger peers represents an excellent diversification opportunity for an acquirer which is desirous of high margin business in the North Sea with excellent daily rig rates, current free cash flow, and long term contracts backed by operational, managerial, and financial excellence. Cash flow now, backed by an $800 million backlog, is far safer for a potential acquirer than gambling on ordering a new rig from the shipyard that will not be ready for years to come. In the meantime, Awilco Drilling is generating strong free cash flow.
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