TransCanada Corporation said Thursday that it has entered into an agreement and plan of merger to acquire Houston-based Columbia Pipeline Group for about $13 billion in cash.
Columbia operates a 15,000-mile network of interstate natural gas pipelines extending from New York to the Gulf of Mexico, with a significant presence in the Appalachia production basin.
The terms of the all-cash deal have already been unanimously approved by the boards of directors of both companies.
Columbia shareholders will receive $25.50 per common share, an 11 percent premium over Columbia’s closing price on March 16.
The transaction has an aggregate value of $13 billion, including the assumption of about $2.8 billion of debt.
The deal is still subject to Columbia shareholder approval and certain regulatory approvals.
Columbia’s assets include Columbia Gas Transmission, the operator of 11,300 miles of pipelines and 286 billion cubic feet of storage capacity in the Marcellus and Utica shale production areas, and Columbia Gulf Transmission, a 3,300-mile pipeline system that extends from Appalachia to the Gulf Coast.
Columbia is currently advancing $5.6 billion of commercially secured projects that are subject to normal course regulatory and permitting processes.
Those projects are underpinned by long-term contracts and are expected to generate growth in earnings as they enter service, TransCanada said.
Under agreements with customers, additional growth is also anticipated from about $1.7 billion of modernization initiatives to be implemented through 2021.
Alberta-based TransCanada expects the acquisition, net of associated financing and portfolio management, to be accretive to earnings per share in the first full year of ownership.
The deal will create one of the largest regulated natural gas transmission businesses in North America and result in a combined $23 billion portfolio of secured, near-term growth projects, TransCanada added.
The acquisition is expected to close in the second half of 2016 subject to receipt of Columbia shareholder approval, along with certain regulatory and government approvals.
“The acquisition represents a rare opportunity to invest in an extensive, competitively-positioned, growing network of regulated natural gas pipeline and storage assets in the Marcellus and Utica shale gas regions,” TransCanada’s president and chief executive officer Russ Girling said.