Increased competition that has emerged from deregulation of the electric and gas industries has, in part, created an environment in which the convergence of the two industries can flourish. Increased competition has pressured electric utilities and natural gas companies to combine operations in order to become more efficient, to diversify products, to share expertise and experience in energy markets, and to take advantage of the growing use of natural-gas-fired power plants. Combining electric utilities and natural gas companies has been called convergence of the industries, and many companies that once sold only electricity or natural gas in retail markets now sell both electricity and natural gas, or are involved in other aspects of both industries.
A combined electric and natural gas utility is not something new to the industry. Many investor-owned utilities (IOUs) sell both electricity and natural gas to retail customers. What is new about the recent wave of mergers is that many of them are between electric utilities and natural gas production, processing, or interstate pipeline companies. These types of mergers expand greatly the business opportunities for electric utilities.
From 1997 through September 1999, 20 convergence mergers involving companies with assets valued at $0.5 billion or higher have been completed or are pending completion(Table 7).(25) No one knows for certain how long this trend will continue, but many industry observers agree that more convergence mergers will take place as deregulation of the electric power industry continues and electric and natural gas companies seek to diversify their businesses.
| Table 7. Selected Mergers and Acquisitions Involving Investor-Owned Electric Utilities and Natural Gas Companies, 1997 Through September 1999 | |||||
| Combined Electric Power and Natural Gas Company | Companies Merging | Type of Business | Value of Assets (Year-of-Merger Dollars in Billions) | Status | Comments |
| Pacific Gas & Electric Corporation | Pacific Gas & Electric Corp. Valero Energy Corp. (Valero Natural Gas Company) |
Electric/Gas Gas |
PG&E Corp.: $30.6 Valero: $1.5 Total: $32.1 |
Completed in 1997 | PG&E Corporation is a large electric and natural gas company. Valero is a natural gas process and gas transportation and storage company. This acquisition increases PG&E's presence in the Texas natural gas industry. |
| Reliant (formerly Houston Industries) |
Reliant NorAm Energy |
Electric Gas |
Reliant: $12.3 NorAm: $4.0 Total: $16.3 |
Completed in 1997 | Houston Industries is a holding company; Houston Light & Power, a vertically integrated electric company, is the principal subsidiary. NorAm Energy owns subsidiary companies engaging in wholesale electricity and gas marketing, interstate gas transmission, and retail natural gas distribution. |
| Enron | Enron Portland General Corp. (Portland General Electric) |
Gas Electric |
Enron: $23.4 Portland: $3.3 Total: $26.7 |
Completed in 1997 | The merger between Enron, an integrated natural gas company, and Portland General Electric was the first merger between a predominantly natural gas company and an electric utility. It marked the beginning of the convergence trend in the industry and the creation of large electricity and natural gas companies. |
| Duke Energy Corporation | Duke Power Company PanEnergy Corporation
|
Electric Gas
|
Duke Power: $13.5 PanEnergy: $8.6 Total: $22.1
|
Completed in 1997 | In June 1997, Duke Power Co., one of the Nation's leading electric utilities, and PanEnergy Corporation, a natural gas pipeline and marketing company, completed a merger creating Duke Energy Corporation. Duke Energy Corporation has an aggressive growth strategy, and its objective is to become a large diversified global energy company.
|
| CMS energy | CMS Energy (Consumer Energy) Panhandle Eastern Pipeline |
Electric/Gas Gas |
CMS Energy: $11.3 Panhandle: $2.0 Total: $13.3 |
Completed in 1999 | CMS is a diversified energy company having both electricity and natural gas operations. PanHandle is a natural gas pipeline company in the Midwest. Because PanHandle's pipelines connect to CMS's gas distribution and storage, this merger was a good strategic move. CMS noted that gas-fueled electricity generation continues to grow in the Midwest, and this merger improves its effort to be a major player in the gas supply market. |
| Dominion Resources | Dominion Resources (Virginia Power) Consolidated Natural Gas |
Electric/Gas Gas |
Dominion: $17.5 Consolidated: $6.4 Total: $23.9 |
Pending | Dominion Resources is predominantly a power company owning regulated and unregulated power generation assets. Consolidated Natural Gas is a large producer, transporter, distributor, and retail marketer of natural gas. This merger will create one of the Nation's largest integrated electric and natural gas companies. |
| Dynegy | Illinova Dynegy |
Electric/Gas Gas |
Illinova Corp: $6.4 Dynegy Inc: $5.3 Total: $11.7 |
Pending | Illinova is an energy service company; its primary subsidiary is Illinois Power, an electric and natural gas utility. Dynegy Inc. is a marketer of energy products and services. It grew from primarily a natural gas marketer to a full energy service marketing company. |
| Puget Sound Energy | Puget Sound Power & Light Co. Washington Energy Co. |
Electric Gas |
Puget Sound: $3.3 Washington: $1.0 Total: $4.3 |
Completed in 1997 | This merger creates one of the largest combined electric and natural gas utilities in the Northwest. The merger expands Puget Sound Power & Light into the natural gas distribution business. |
| TXU (formerlyTexas Utilities Co.) | Texas Utilities Co. ENSERCH (Lone Star Gas) |
Electric/Gas Gas |
Texas Utilities: $21.4 ENSERCH: $3.2 Total: $24.6 |
Completed in 1997 | Texas Utilities is a combined electric and natural gas company. It owns two electric utilities in Texas. ENSERCH is a natural gas distribution and pipeline company. It owns Lone Star Gas Company, the largest natural gas distribution company in Texas. This merger significantly expands the customer base of the new combined company. |
| Key Span Energy | LILCO (Long Island Lighting Co.) Brooklyn Union Gas |
Electric/Gas Gas |
LILCO: $4.2 Brooklyn Union: $2.3 Total: $6.5 |
Completed in 1998 | The merger of LILCO, an electric utility, and Brooklyn Union, a gas utility, creates a regional energy distribution company serving primarily New York. |
| Sempra Energy | ENOVA (San Diego Gas and Electric) Pacific Enterprises (Southern California Gas) |
Electric/Gas Gas |
ENOVA: $5.2 Pacific: $5.0 Total: $10.2 |
Completed in 1998 | The merger of San Diego Gas & Electric, primarily an electricity distribution company, and Southern California Gas, a gas distribution company, creates one of the largest regulated energy distribution companies in the United States. |
| NIPSCO Industries | NIPSCO Industries (Northern Indiana Public Service) Bay State Gas |
Electric Gas |
NIPSCO: $3.7 Bay State: $0.8 Total: $4.5 |
Completed in 1999 | NIPSCO is a holding company for Northern Indiana Public Service, an electric and gas distribution utility. Bay State is a gas distribution utility. The merger expands NIPSCO's energy distribution market. |
| Energy East | Energy East (New York State Electric & Gas) Connecticut Energy (Southern Connecticut Gas) CTG Resources, Inc. (Connecticut Natural Gas Corp.) |
Electric/Gas Gas
|
Energy East: $4.9 Conn. Energy: $0.5 CTG Resources: $0.5 Total: $5.9 |
Pending
|
Energy East, the parent company of New York Electric & Gas, has chosen to focus the company on energy delivery. The merger with Connecticut Energy, the parent of Southern Connecticut Gas, a gas distribution company, increases Energy East's market share in the Northeast region.
|
| Northeast Utilities | Northeast Utilities Yankee Energy System |
Electric Gas |
Northeast: $2.2 Yankee Energy: $0.5 Total: $2.7 |
Pending | Northeast Utilities is one of New England's largest electric utility systems. Yankee Energy System, Inc. is the parent company of Yankee Gas Services Company, one of the largest natural gas distribution companies in the Northeast. |
| SCANA Corporation | SCANA Corp. (South Carolina Electric & Gas) Public Service Co. of North Carolina |
Electric/Gas Gas |
SCANA: $5.3 PS of NC: $0.7 Total: $6.0 |
Pending | SCANA is the parent company of South Carolina Gas & Electric. Public Service of North Carolina, Inc. is a gas utility. This merger expands SCANA's gas distribution business and energy marketing resources. |
| Vectren | SigCorp Inc. (Southern Indiana Gas & Electric) Indiana Energy |
Electric/Gas Gas |
SigCorp: $1.0 Indiana Energy: $0.7 Total: $1.7 |
Pending | SigCorp is a mid-size gas and electric company. Indiana Energy is a natural gas distribution and energy marketing company. This merger increases the customer base of the new combined company. |
| Wisconsin Energy | Wisconsin Energy Corp. Wicor (Washington Gas Co.) |
Electric/Gas Gas |
Wisconsin: $5.4 Wicor: $1.0 Total: $6.4 |
Pending | Wisconsin Energy is an electricity and natural gas holding company. It owns two operating electric utilities, Wisconsin Electric and Edison Sault Electric. WICOR is a diversified holding company operating in two industries—natural gas distribution and water pump manufacturing. This merger strengthens Wisconsin Energy's gas business and helps to make it a major regional player in the evolving electricity and natural gas markets. |
| DTE Energy | DTE Energy (Detroit Edison) MCN Energy Group (Michigan Consolidated Gas Company) |
Electric Gas |
DTE Energy: $12.1 MCN Energy: $4.4 Total: $16.5 |
Pending | This merger was announced in early October 1999. DTE Energy is a holding company; it's primary subsidiary is Detroit Edison, a large investor-owned electric utility. MCN Energy Group, through its subsidiary Michigan Consolidated Gas Company, is a large gas distribution company. It also has gas pipeline, processing, and marketing activities, and it has investments in electric power. The combined company will be the largest gas and electricity utility in Michigan. |
| Note: Table includes mergers or acquisitions in which each company had assets valued at $0.5 billion or higher at the time of the merger. | |||||
| Sources: Mergers and Acquisitions were identified from trade journals, newspapers, and electric utility press releases found on their Internet websites. Values of the companies' assets were obtained from the Securities and Exchange Commission 10-K filings. | |||||
The natural gas industry has a relatively complicated structure which, depending on one's classification scheme, may consist of four major corporate segments (Table 8). Some of the major natural gas companies are vertically integrated, having exploration and production, pipelines, storage, local distribution, and marketing components. The majority of the companies are not vertically integrated but specialize in one or two areas. Local distribution companies (LDCs) are the largest segment of the industry, with approximately 1,400 LDCs operating in the United States. The benefits to an electric utility of a convergence merger depend on where the gas company is located in the production cycle. An analysis of the current wave of convergence mergers shows that the benefits of the merger generally fall into one or more of the following areas.
| Table 8. Overview of Strategic Benefits of a Combined Electric and Natural Gas Company. | ||
| Natural Gas Corporate Segments | Description | Potential Strategic Benefits to Electric Company of Combining with Natural Gas Company |
| Producers | Perform gas exploration and production functions. Generally market gas at the wellhead to third parties who resell the gas. | Electric company may have direct access to natural gas to fuel power plants. In general, by acquiring natural gas assets, the combined company can offer a wider assortment of energy products and services. |
| Pipelines | Provide wholesale transportation/transmission function. Transport gas from the field to market area. Pipeline network facilities may include gathering, transmission, compressor, storage, and metering facilities. | Access to a reliable source of natural gas for existing gas-fired power plants. New gas-fired merchant power plants can be strategically built relative to natural gas pipelines. In general, by acquiring natural gas assets, the combined company can offer a wider assortment of energy products and services. |
| Local Distribution Companies | Provide retail sales and local transportation deliveries. | Cross-sell natural gas to retail electricity customers as a way to expand products and services. Help reduce unit costs by expanding overhead over larger customer base. Improve efficiencies of retail sales by combining billing and other administrative functions. |
| Marketers and Brokers | Engage in competitive wholesale gas sales and services. Buy and resell natural gas and gas management services to others on a deregulated basis. | Expand marketing effort and improve effectiveness of marketing by selling both natural gas and electricity to a common customer base. Apply gas company expertise and experience in gas marketing to electricity marketing. |
| Source: Energy Information Administration, Office of Coal, Nuclear, Electric and Alternate Fuels. | ||
Strengthen Wholesale Marketing and Trading Operations: Deregulation of the electricity and natural gas industries has created spot markets for wholesale electricity and natural gas, as well as markets for buying, selling, and trading financial instruments for risk management. In competitive commodity markets, prices for the commodities (in this case, electricity or natural gas) are sometimes volatile. Risk management, such as buying futures contracts for electricity, helps reduce the risk of price volatility. Many electric utilities and natural gas companies realize that there are similar and related techniques for electric and natural gas marketing and trading in spot markets, and are merging to form larger organizations specializing in electricity and natural gas. This provides the opportunity to sell a diversified line of products to their customers, and it can help lower administrative and processing costs. It also facilitates arbitrage between electric power and natural gas prices.
One of the most frequently cited reasons for a convergence merger is that the gas company's experience in marketing and trading can be transferred to an electric company that is relatively new to working in competitive markets and commodity trading. The gas industry has been deregulated since the 1980s, and over that time surviving gas companies have developed skills and experience in working in competitive energy markets.
Diversify Products and Expand Retail Markets: Most electric utilities believe that to remain competitive they need to offer more products and services to their retail customers. State-designed customer choice programs, which allow retail customers to select their energy suppliers, motivate utilities to differentiate their products from their competitors' products. One strategy to accomplish this is to merge with a local gas distribution utility and offer both electricity and natural gas services to customers. The idea of "one-stop shopping appeals to some customers, and combined marketing and delivery systems can also help reduce the utility's billing, metering, and other administrative costs.
In addition to diversifying products and services, many utilities see convergence mergers as a way to increase market share, although this concept also applies to mergers involving only electric utilities. Increased market share should lower per-customer costs by spreading fixed costs over more customers. Utility distribution systems have a large fixed-cost component. Another benefit from convergence mergers is the potential for cross-selling electricity to natural gas customers and natural gas to electricity customers. The extent to which the customer base of the merging companies does not overlap represents the potential for increasing market share by cross-selling.
Expand and Strengthen Access to a Fuel Supply for Merchant Power Plants: Many electric utility holding companies are merging with natural gas companies that specialize in natural gas production, processing, pipeline operation, and storage. In the natural gas industry parlance these are called upstream and midstream functions. Distribution to the ultimate customer is a downstream function. Electric utility mergers with upstream or midstream natural gas companies position the new company to benefit from the growing demand for natural gas stimulated by the projected growth in gas-fired power plants across the country.Because of the rising demand for electricity and retirement of older power generation units, 363 gigawatts of new generating capacity will be needed in the United States by 2020(Figure 7). Between 1997 and 2020, 126 gigawatts of nuclear and fossil-steam capacity are expected to be retired. Assuming an average plant capacity of 300 megawatts, a projected 1,210 new plants will be needed to meet electricity demand and to offset retirements. Eighty-eight percent of that capacity is projected to be natural-gas-fired or dual-fired gas and oil combined-cycle or combustion turbine technology. These technologies have lower capital costs and operating and maintenance costs than other technologies, and they meet more easily local and Federal Government emissions constraints, which are expected to tighten in the future. In 1997, gas-fired power generators produced 15 percent of total electricity generation in the United States; by 2020 they are projected to produce 33 percent of the total.
| Figure 7. Projections of Growth in New Gas-Fired Power Generation, 1996-2020 | |
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Electric utilities that own upstream and midstream natural gas resources will be positioned to compete for customers in growing natural gas markets brought on by the increase in demand for gas-fired plants. Also, by owning upstream and midstream gas resources, a company can expand its range of products and services and build a marketing strategy focused on a customer's total energy needs.
Since 1997, eight convergence mergers--either completed or announced--have created relatively large vertically integrated energy companies that own both power generation, transmission, and distribution assets and natural gas assets, which may include a combination of natural gas production, gathering, and processing facilities, pipelines, and local distribution facilities. These new energy companies represent the first significant combinations of electric and gas companies beyond the established electric-gas distribution utilities. Following is a discussion of three of the eight convergence mergers creating integrated energy companies.
Enron's acquisition of Portland General Corporation in 1997 was the first merger of a natural gas company with an electricity company. Enron is an integrated energy company which, through its subsidiaries and affiliates, engages primarily in natural gas transportation and gas marketing. At the time of the merger, Enron had significant investments in intra- and interstate pipelines, and it was one of the largest natural gas purchasers and marketers in the United States. Enron also owns power plants and engages in electricity trading. Portland General Corporation is a holding company for Portland Electric, a vertically integrated electric utility based in Oregon.
From Enron's perspective, the merger with Portland had significant benefits in two areas. First, the merger strengthened Enron's electricity marketing activities in the West by providing a physical presence and better operational understanding of the region. Second, Portland had experience in managing electricity transmission and distribution systems, which supported Enron's plans to expand its retail electricity business. Some industry observers say that this merger paved the way for other convergence mergers because it successfully tested the regulatory approval process with the Federal Energy Regulatory Commission, which is responsible for assessing the effects of mergers on competition and electricity prices.
Also in 1997, Duke Power Company took a major step in redefining and restructuring its business from predominantly an electric utility to a major integrated energy company by merging with PanEnergy Corporation. Duke Power was an IOU with about 17 gigawatts of generating capacity at the time, offering wholesale and retail electricity services in the southeastern United States. Through smaller acquisitions and joint ventures, Duke Power was already on its way to achieving its objectives of becoming an energy company with diversified products and enhancing its marketing and trading operations when the decision was made to merge with PanEnergy. Duke found that the time and effort required to build the company was taking longer than expected. To keep pace with the rapidly changing energy markets, a merger with a large well-established company was needed.
PanEnergy was a holding company with subsidiaries that operated more than 37,500 miles of natural gas pipelines in the Mid-Atlantic, New England, and Midwest States, and it had a successful gas and electricity marketing and trading subsidiary. The merger complemented Duke's energy trading capabilities and gave it the ability to provide a variety of energy-related products. PanEnergy's pipeline business was viewed by Duke as a reliable and steady source of revenue with the potential for revenue growth as the use of gas-fired power plants in the Mid-Atlantic and New England States increases. Duke is clearly positioning itself to take advantage of the increase in natural gas demand in other regions as well. Recently it unveiled plans to build, own, and operate a major interstate natural gas pipeline that will supply energy markets in Florida and Alabama, where the demand for new generating capacity is growing.
More recently, another electric power company announced a merger with a large natural gas company. Dominion Resources Inc., the parent company of Virginia Power, an electric utility, and Dominion Energy, an unregulated power and natural gas producer, announced plans to merge with Consolidated Natural Gas (CNG). CNG is an integrated natural gas company and one of the Nation's largest producers, pipeline operators, distributors, and retail marketers of natural gas. This merger will create one of the largest fully integrated electric and gas companies in the United States. The combined company expects to increase revenue by marketing a complete line of energy products in the Midwest, Mid-Atlantic, and Northeast States, which are advanced in deregulating electricity markets. The new company plans to build gas-fired merchant plants along CNG's pipelines in the Midwest and the Pennsylvania-New Jersey-Maryland region to meet both peaking and baseload demand. Both companies have retail marketing and sales operations with few overlapping customers. This provides an opportunity to cross-sell electricity to CNG's retail gas customers and natural gas to Dominion's retail electricity customers.
Many electric utilities are merging with natural gas distribution companies either to expand the number of retail customers they serve, or to offer additional products to their current retail customers. Since 1997, 11 mergers between electric and gas distribution companies have been completed or are pending completion(Table 7). Many of these mergers have been in the Northeast, where most electric utilities have divested or are in the process of divesting their power generation assets and are seeking to expand their energy delivery business, as discussed in detail in the previous chapter.
Utilities in other regions are following the trend. For example, natural gas distributor Indiana Energy is merging with SigCorp, a combined electric and gas holding company for Southern Indiana Gas & Electric. An executive of Indiana Energy captured the essence of this type of merger when he said. With this merger our assets will be split evenly between electricity and natural gas distribution. This balances the company's earning potential while positioning it to deliver energy in whatever form our customers need.(26) Many utility executives believe that convergence is being driven by a growing preference among customers for suppliers that can meet all their energy needs and provide additional services to enhance the overall value of the products offered.
25. A convergence merger is defined as a merger in which one company's primary business activity is electricity generation, transmission, and/or sales and the other company's primary business activity is natural gas production, processing, transportation, and/or sales.
26. Indiana Energy press release,
"Indiana Energy and SigCorp Agree to $1.9 Billion Merger," (June 14, 1999).