Energy M&A – A Regional Breakdown

Energy markets have endured numerous jolts in recent times as competition for resources, geopolitical tensions and the increasing demands of net zero targets...
Worldwide Energy and Natural Resources
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Energy markets have endured numerous jolts in recent times as competition for resources, geopolitical tensions and the increasing demands of net zero targets all continue to shape the sector. The year ahead will be no different, but these tensions can be a driver for M&A and we expect 2024 to be a busy one, after a flurry of megadeals in late 2023 set the tone. Below we assess these big-picture themes and regional dynamics in Africa, Australia, Italy and the UK, while energy developments in the Middle East and Asia can be read in our regional M&A guide.

Africa: A bright spot

Activity

The energy sector has remained strong in an otherwise more settled African M&A market. The wider market has cooled since the post-Covid M&A rebound, due to less favourable economic conditions, including the rise in global interest rates and local currency depreciation. But interest in energy assets has largely held strong. Global geopolitical competition has led to significant investment, particularly in respect of natural resources and assets in strategically important countries. Countries are placing increased emphasis on energy security and the corresponding push to secure energy assets and sources has ensured that the market has remained comparatively active.

Sectors

Renewables

The availability of capital for green energy opportunities presents the strongest longer-term factor for deal flow in Africa. Deal flow in this sector was already strong and we expect this trend to continue. Larger operators are seeking to achieve scale with their regional assets, and we expect M&A to feature heavily in this effort. The acquisition of BTE Renewables' African portfolio by a consortium formed by Engie and Meridiam is a good example of both the focus on regional scale and the recent trend towards 'platform' transactions involving a portfolio of projects across a number of jurisdictions.

Oil & gas

The last few years have seen a strong trend of international oil companies rebalancing their portfolios and divesting non-core and more carbon-intensive upstream assets across Africa. This has continued, although a renewed emphasis on energy security and higher prices have slowed the rate at which oil majors have brought assets to market. When mature assets are put up for sale, competition is strong. This is despite the cost of borrowing on international debt markets (which particularly affects European participants) and difficulties with valuation flowing from oil price volatility. Alternative sources of capital, particularly from traders and the emergence of domestic sources of funds (especially from Nigeria), have eased liquidity concerns in the market. Growing interest in selected exploration basins (such as Namibia, Angola and Côte d'Ivoire) may eventually lead to increased M&A activity in earlier-stage assets as well.

Energy infrastructure

Africa continues to suffer from a significant infrastructure deficit and the lack of associated infrastructure (such as distribution and transmission networks) will continue to act as a barrier to energy projects by making them riskier and less viable. The scale of investment required in Africa's energy infrastructure in the coming years is significant, but opportunities will be limited by the need for co-ordinated policy action from governments to reduce risks and incentivise projects.

Natural gas will also remain a key component of the African energy mix, and the development of later-stage gas infrastructure, such as liquefied natural gas (LNG) facilities, has continued to attract international capital. In North Africa in particular the proximity and accessibility of European energy markets is a driving force behind the development of several gas and hydrogen projects.

Legal trends

Political risk remains a key investor concern. Political uncertainty, driven by factors such as the recent wave of coups d'états and a busy year of scheduled elections ahead (including South Africa, Ghana and elsewhere), is likely to remain high. This will likely further reduce investor confidence.

Deals have also become increasingly complex, particularly in the resources sector, in part because of more interventionist governments and regulators. The multiplication of these completion risks (including government consents, pre-emption rights and competition clearance) is also resulting in more protracted negotiation of the allocation of these risks between seller and buyer. This all leads to longer overall transaction timelines and increased deal risk, making transactions in the region less appealing and may favour deployment of capital elsewhere.

Outlook for 2024

While not straightforward, there is clearly still appetite for energy assets in Africa. The political and economic headwinds outlined above have likely suppressed recent energy asset valuations in Africa. It may be that we are approaching a tipping point, whereby investors become willing to take on higher levels of risk as they look to respond to the continued strong demand for energy.

In the long term, both Africa's abundant natural resources and projected demographic changes, and the corresponding demand growth, point toward African energy assets remaining under the spotlight for the foreseeable future.

Asia

Read the energy developments for Asia in our regional M&A perspectives.

Australia: More to come

M&A activity in the Australian energy sector continued to generate headlines in 2023. The two major deals were the bid for Origin Energy by Brookfield and MidOcean Energy and the potential merger of Woodside and Santos (who both completed transformational mergers in 2022 and 2021 respectively).

While each transaction did not proceed, the global energy transition and macroeconomic factors driving those deals remain. The Australian Competition and Consumer Commission's decision in the Origin case accepted that the public benefit of reducing carbon emissions outweighs the risk of competitive detriments and demonstrates the seriousness of the energy transition in the eyes of regulators. In pure renewables, there were a raft of mid-market transactions, for example OX2's acquisition of ESCO Pacific. State governments have continued to participate more directly in Australian renewable M&A, including the closely watched AUS$245 million investment by the Victorian State Electricity Commission in the Melton Renewable Energy Hub, a 600MW/1.6GWh developed by Equis and supplied by Tesla.

It is stating the obvious to say we expect more energy sector M&A in 2024. The real issue is not the willingness and the need for parties to adopt their business models and strategies in a changing market but instead how they can navigate delicate negotiations around price and deal certainty while the market around them continues to move significantly.

Italy: Resilient

Activity

2023 confirmed the energy industry as one of the leading sectors of the Italian M&A market. Indeed, in terms of number of transactions, the energy sector accounted for 10% (showing a positive trend when compared with 2022, when it accounted for 8%).

In the context of a plunging M&A market, both locally (with a 35% decrease in the value of Italian transactions compared with 2022) and globally, the energy sector has proven itself to be resilient, mainly due to the marked acceleration in the transition to renewables and energy efficiency. Moreover, in line with the European legislative framework, Italy has approved bold targets for renewables (30% in total energy consumption and 55% in electricity generation by 2030) and, to this aim, has enacted legislative amendments to simplify the complex permit procedures that have hampered installations of new renewable projects for many years. This acceleration has been further boosted by the threat to the security of energy supply caused by the war in Ukraine.

Sectors

Among the different energy market segments, renewables has been by far the busiest one. In particular, in the last year, there has been a sharp increase in the volume of transactions relating to pipeline of PV and onshore wind projects under development (the majority at early stage) or platforms for the development of renewable projects. Most notable of these was the agreement signed by Energy Infrastructure Partners to invest in Eni's energy transition company Plenitude through a capital increase of up to €700 million. In addition, market operators have shown increasing interest in projects for the development of battery storage as well as facilities for the production of biofuels.

We have also seen steady investments in LNG infrastructure, aimed at further reducing dependency on Russian gas imports (already decreased from 41% in 2021 to 4.5% during the first ten months of 2023).

In terms of players, operators of the conventional energy sector have been showing increasing interest for energy transition. Indeed, the green policies adopted at European and national levels have led these players (and, especially, oil majors) to change their business plans and direct funds to this segment of the market, thus remodelling the energy industry.

Legal trends

As anticipated, the Italian Government has made important steps towards the energy transition process.

Firstly, during 2023, the government adopted a set of amendments to the rules governing the approval of projects to produce energy from renewable sources, to speed up the relevant procedures. However, the results of these legislative novelties still need to be proved as their full implementation has not been completed, posing a certain degree of regulatory risk.

Secondly, we are experiencing a massive increase in the incentive schemes for the development of energy transition projects. In this respect, the initiatives that the Italian Government has recently adopted are many, but the main ones are the following:

  • The €17.7 billion scheme to support a centralised supply of electricity storage capacity for more than 9GW / 71GWh, which is set to enable the integration of renewable energy sources in the Italian electricity system.
  • The €5.7 billion scheme to support renewable energy communities and self-consumers, granting aids for the construction of plants for the production of renewable energy and the expansion of existing ones, with a capacity up to 1MW.
  • The €1.7 billion scheme to support the construction and operation of new agri-voltaic plants (allowing the simultaneous use of land both for the production of photovoltaic energy through the installation of solar panels and for the carrying out of agricultural activities), with a total capacity of 1.04GW and electricity generation of at least 1,300GWh/year.

Outlook

During 2024, the energy sector will likely continue attracting investor interest and maintain high levels of M&A activity as the trends that emerged during 2023 and the acceleration on energy transition characterise the year. In particular, in the coming months we expect to see a swift implementation of regulatory reforms that would further accelerate the transition to low-carbon power generation, given that Italy is far from installing 5 GW of new renewable capacity annually from 2020 to 2030, which the government has estimated to be needed to meet the targets of renewable generation capacity provided in the European Fit-for-55 package.

During the year, we will likely see also a growing demand for projects for the development of battery storage facilities and electrical grids, with a consequent increasing interest from investors. Indeed, in this respect, the Italian TSO has already pointed out that, in order to ensure grid stability in a scenario in which the Fit-for-55 renewable targets are met, 20GW / 71GWh of new energy storage will need to be installed by 2030.

Middle East

Read the energy developments for the Middle East in our regional M&A perspectives.

UK – Staying active

The US continues to see the largest deals by value (Chevron-Hess, Exxon-Pioneer) as producers double down on the Permian basin. Elsewhere, deal activity has been strong as majors continue to churn their portfolios and make strategic acquisitions (Eni acquiring Neptune for approximately US$5 billion). London listed exploration and production companies have returned to dealmaking (Harbour acquiring Wintershall-Dea for US$11.2 billion and Serica acquiring Tailwind). While the ESG focus remains strong, with shareholders and lenders expecting strong medium-term plans for decarbonisation, there is support for the acquisition of the right upstream assets, particularly when investment in new supply continues to catch up from the Covid-induced pause in project sanctions.

The power and renewables M&A market remains active. Platform investments were attractive, with Brookfield acquiring Banks Renewables, EQT acquiring Statera and KKR investing in Zenobe. The latter two transactions show the attractiveness of battery storage assets in the UK. Operating assets also changed hands, for example Schroders Greencoat's acquisition of the Toucan solar pv portfolio, at 513MW, the largest operating solar transaction to date. Many transactions have also completed in the offshore wind market, for example, RWE's acquisition of Vattenfall's UK offshore wind development portfolio, and PTTEP's investment into Seagreen offshore wind farm. As with other jurisdictions, we expect the UK power and renewables sector to continue to be active, notwithstanding the movements in power price curves and the continuing challenge of regulatory change.

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The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

Energy M&A – A Regional Breakdown

Worldwide Energy and Natural Resources

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