Buffett Returns to the Deals Table
With a Big Bet on Energy Sector
By REBECCA SMITH and KAREN RICHARDSON
Staff Reporters of THE WALL STREET JOURNAL
May 25, 2005; Page A1
After a long break from big deals,
billionaire investor Warren Buffett has come back
with a sizable bet in the energy sector as his
Berkshire Hathaway Inc.'s MidAmerican Energy
Holdings Co. agreed to buy U.S. utility PacifiCorp
from Britain's
Scottish Power PLC for $5.1 billion plus the
assumption of $4.3 billion in debt.
The deal, which could accelerate a
consolidation already under way in the electricity
business, would create a registered utility holding
company spanning 10 states and serving three million
electric and natural-gas customers.
For Buffett watchers, it's a
landmark. The deal ranks as Berkshire's biggest
acquisition since 1998 and ends a period during
which Mr. Buffett often lamented the lack of big
buying opportunities. For his return, he has chosen
a sector that offers stable returns and potential
gains in efficiency, but also one that is
languishing under its own infrastructural problems
and the regulatory questions of an old utility law.
Mr. Buffett also has found a home for some of his
company's enormous cash hoard.
"The energy field is the single
most likely area in which Berkshire -- through
MidAmerican -- can find places to put significant
capital" to work, Mr. Buffett said in an interview.
He added that he expects Berkshire to make
power-related acquisitions for another 10 to 20
years. Currently, MidAmerican owns a four-state
electric utility, gas-transmission pipelines,
merchant generating plants -- which sell electricity
on the wholesale market to utilities and others at
market rates -- and energy assets in the United
Kingdom.
Berkshire's cash pile has concerned
some investors, who feared that a prolonged lull in
acquisitions could hurt the holding company's
growth. Before the PacifiCorp deal, Berkshire had
more than $40 billion in cash and cashlike assets,
mostly generated by its insurance units. In the
past, Mr. Buffett has used the company's cash hoard
to buy whole businesses, including See's Candies and
underwear maker Fruit of the Loom, or to take
significant stakes in big public companies, like
American Express Co. and Coca-Cola Co.
One possible hurdle for the
Berkshire deal and two other recent mergers in the
utility industry is the 1935 Public Utility Holding
Company Act. It was originally intended to prevent
conglomerates from owning utilities and to block
formation of gigantic national utilities that state
regulators couldn't control, but many consider it an
anachronism.
The law has limited merger activity
for decades, but industry observers say Mr. Buffett
and others believe it will eventually be repealed by
Congress. He has argued that the Depression-era law
makes it nearly impossible for cash-rich companies
like his to bring badly needed money to the nation's
most capital-intensive industry.
One big issue in the utility
industry is the lack of enough money to upgrade
transmission systems and so maintain reliability.
Mr. Buffett has said he would invest $10 billion to
$15 billion in the industry if the utility law is
swept away.
"It's ludicrous for a AAA-rated
company not to be able to put money into an industry
that needs it," said David Sokol, chief executive of
MidAmerican, in an interview.
Two other proposed mergers
announced in the past six months also would unite
utilities divided by states: Exelon Corp.'s $12
billion purchase of
Public Service Enterprise Group Inc., and
Duke Energy Corp.'s $9.1 billion stock purchase
of
Cinergy Corp. Each involves the creation of
sprawling enterprises operating in many states or
even across the country. Such entities might once
have been considered prohibited under a strict
reading of the utility act.
PacifiCorp, based in Portland,
Ore., is an electric utility providing service to
1.6 million customers in Oregon, Montana,
California, Wyoming, Utah and Idaho. In 2004,
PacifiCorp had operating income of $914 million,
down about 13% from the year earlier.
It will add a steady flow of cash
to Berkshire's diverse portfolio of companies,
stocks and bonds. Returns in the regulated power
sector average 8% to 13% annually. "Owning utilities
is more like owning a bond," said Alice Schroeder, a
former Berkshire securities analyst who is now
writing a book with Mr. Buffett's cooperation.
Tom Story, a fund manager in
Chicago at William Blair & Co., which owns Berkshire
shares, said the deal was a typical "Warren
investment," adding that "the downside is limited,
and the upside is potentially a less-regulated
environment while demand for energy presses ahead."
Utility mergers are being fueled by
several forces. One is a desire to simplify an
industry that has thousands of local companies even
as electricity itself is bought and sold in large,
multistate auctions. In addition, many experts think
there are simply too many utilities in the U.S. The
state of play is similar to what was seen in the
banking industry before the 1999 repeal of the 1933
Glass-Steagall Act that created a separation between
commercial banks and brokerage firms.
The utilities themselves say
consolidation could produce big efficiency gains and
improve the operating performance of transmission
systems and power plants. Exelon, for example, has
said it expects to save $400 million a year by
combining some redundant operations if it acquires
PSEG.
The Berkshire deal comes just as
Congress again takes up the issue of repealing the
utility act. The House of Representatives already
has approved an omnibus energy bill that includes
the repeal. But the Senate this week is discussing
amendments to its version of the bill that could
include repeal if other measures were added to beef
up regulatory oversight and consumer protections.
Unless Congress acts, there's some
question about whether these recent energy mergers
will stand. A judge presiding over a Securities and
Exchange Commission hearing issued an opinion on May
3 that found that the SEC, which polices the utility
act, erred in approving the 2000 acquisition of
Central & South West Corp. by American Electric
Power Co., creating the nation's biggest utility.
Specifically, the judge said the
merged company didn't constitute an integrated
utility system operating in a "single area or
region" as the law requires. Instead, he said the
merged firm, operating in parts of 11 states from
Michigan to Texas, operated in four distinct
regions. His findings followed a similar conclusion
by a federal judge that ordered the agency to take
another look at the case. It isn't clear what the
SEC's remedy will be or whether it will be forced to
take a stricter stance on pending mergers.
Restrictions on utility ownership
and mergers were written into law following failures
of giant power trusts after the 1929 stock-market
collapse. At the time, a young Federal Trade
Commission, in forensic investigations, proved that
corrupt trusts had defrauded utility customers and
shareholders through the use of stock pyramid
schemes, fraudulent recordkeeping and interconnected
directorships. Congress broke up the big utility
trusts, prohibited their return, and created strict
lines of sight into utility books and records to
prevent the industry from being milked for other
purposes.
Investors on both sides of the
Atlantic welcomed yesterday's deal. Berkshire's
Class A shares, which have also been weighed down by
various regulatory investigations into its General
Re reinsurance unit, climbed $2,010 to $85,500 at 4
p.m. in New York Stock Exchange composite trading.
Tuesday afternoon in London, Scottish Power shares
were up more than 6% to £4.70 ($8.59). Elsewhere in
the utility sector, the market reaction was muted.
The Dow Jones Utility Average was up only 0.25 point
to 363.48.
MidAmerican said the agreement also
includes the assumption of approximately $4.3
billion in net debt. MidAmerican intends to invest
about $1 billion a year in capital into PacifiCorp
for the next five years, Ian Russell, chief
executive of Scottish Power, said in a phone
interview. Since Berkshire doesn't require dividend
payments from its subsidiaries, MidAmerican would
have more capital at its disposal to invest in
PacifiCorp's development, Mr. Buffett said. "We're a
particularly well-suited owner," he said.
Scottish Power, based in Glasgow,
provides electricity generation, distribution and
supply services, as well as gas supply, to about
five million customers in the U.K. It invested in
the U.S. in 1999 when it looked like most states
intended to deregulate their retail electricity
markets, as California had done in 1998 and as had
already been done in the U.K. But the movement hit a
wall in 2002 with Enron's collapse. Scottish Power
also owns coal mines and gas-storage facilities in
the U.S. as well as other power assets. It has
14,000 employees globally.
For the 12 months ended March 31,
the company's pretax profit before goodwill and
exceptional items rose 10% to about £1 billion
($1.83 billion). Earnings per share rose 10% to
40.22 pence.
PacifiCorp, which Scottish Power
bought in 1999 for $10.4 billion, accounted for
about 50% of the British company's overall earnings
but has recently suffered from mild weather and
plant outages, Mr. Russell has said. Scottish Power
took an impairment charge yesterday in its earnings
of £927 million ($1.7 billion) for the sale of
PacifiCorp.
Write to Rebecca Smith at
rebecca.smith@wsj.com and Karen Richardson at
karen.richardson@awsj.com
Berkshire Hathaway
Inc.'s Holdings
A selection of Berkshire's
subsidiaries
Subsidiaries of
MidAmerican Energy Holdings
• CalEnergy
Generation: Generates more than 2,029
megawatts of electric power and steam-producing
facilities in the U.S. and the Philippines.
• Kern
River Gas Transmission: The pipeline system
brings natural gas into Utah, Nevada and
California, and has a design capacity of more than
1.7 billion cubic feet per day.
• MidAmerican
Energy Co.: The largest utility in Iowa,
providing service to more than 698,000 electric
customers and more than 680,000 natural gas
customers.
• Northern
Natural Gas: Provides transportation and
storage services to 75 utilities in the upper
Midwest.
• CE
Electric U.K.: Delivers electricity to 3.6
million homes in the Northeast of England,
Yorkshire and Humberside.
Nonutility Holdings
• Clayton
Homes: Makes and sells mobile homes.
• Dairy
Queen: Ice cream and fast-food restaurant
chain founded in 1940 and purchased by Berkshire
Hathaway in 1998.
• Fruit
of the Loom: Manufacturers underwear and
clothing. Purchased by Berkshire Hathaway in 2002.
• Johns
Manville: Manufactures and markets building
insulation, commercial roofing and roof
insulation.
• Geico:
Low-cost insurer for autos and homes.
• General
Re Corp.: A holding company for global
reinsurance and related risk assessment, risk
transfer and risk management operations.
• McLane
Co.: Distributes groceries and foodservice
throughout the U.S.
• NetJets:
Offers travelers fractional ownership in private
jets.
• See's
Candies: A chain of candy and sweets shops
founded in 1921.