(Bloomberg) -- TC Energy Corp. offered to buy all the shares of TC PipeLines LP it doesn't already own for about $1.48 billion, the latest move by a major pipeline company to eliminate master limited partnerships once popular in the industry.
Investors would receive 0.65 common share of the Canadian pipeline giant for each unit of Houston-based TC PipeLines, the companies said Monday. The proposal values TC PipeLines at roughly $27 per unit, representing a premium of more than 5%, according to data compiled by Bloomberg.
The offer is too low and should be rejected for a higher price, Tudor, Pickering, Holt & Co. analysts said. TC PipeLines jumped 7.8% to $27.92 at 12:15 p.m. in New York. Calgary-based TC Energy fell 1.3% to C$55.20 in Toronto.
Spinning out pipeline businesses into separately listed entities using a tax-efficient partnership model was once a well-trodden path for energy companies to attract U.S. investors. However, the number of MLPs has dwindled since the crude-market crash of 2014-2016 and a change to U.S. tax policy that pummeled MLP stock prices. Last October, Hess Midstream Partners LP said it would ditch its partnership structure and special payouts to its general partner in a $6.2 billion deal. DCP Midstream LP eliminated special payouts in November.
TC Energy, the company behind the controversial Keystone XL pipeline, made its offer to the board of the general partner of TC PipeLines. Because the general partner is a subsidiary of TC Energy, a conflicts committee composed of independent directors of TC PipeLines will be formed to consider the offer and make a recommendation, TC Pipelines said in its statement.
JPMorgan Chase & Co. is TC Energy's financial adviser on the deal and Vinson & Elkins LLP is its legal adviser.
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