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What This Unique MLP Merger Means for You

Investors Alley
What This Unique MLP Merger Means for You
Last week, ONEOK Inc, finalized its acquisition of Magellan Midstream Partners. The deal produced…

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Investors Alley
What This Unique MLP Merger Means for You

Last week, ONEOK Inc, finalized its acquisition of Magellan Midstream Partners. The deal produced a unique merger with some big effects on energy income investors like us.

So let’s review some pre-merger financial results and make a guess about ONEOK’s future.

In May, ONEOK Inc. (OKE) and Magellan Midstream Partners (MMP) announced an agreement for ONEOK to acquire Magellan in a deal valued at $18.8 billion. This was a unique deal: while both companies operate in the energy midstream space, ONEOK is organized as a corporation, and Magellan was structured as a master limited partnership (MLP).

The different business structures meant the deal would be a taxable event for Magellan investors. With an MLP, distributions paid are not taxable but instead reduce an investor’s cost basis. As a result, many MMP investors entered the deal with large taxable gains. Despite this issue, Magellan shareholders approved the acquisition, which is now a done deal.

Let’s look at what each company brings to the new combination.

Magellan Midstream operates a pipeline and terminal network transporting crude oil and refined products, and owns the most extensive common carrier refined products pipeline system in the U.S. The emphasis is on refined products, with 9,800 miles of pipelines and 54 terminals. Crude oil assets include 2,200 miles of pipeline and 39 million barrels of storage.

Here are MMP’s results for the first half of 2023:

  • Total revenue: $1.75 billion
  • Net income: $513 million/$2.52 per share
  • Free cash flow: $552 million
  • Distributions paid to shareholders: $425 million

ONEOK owns and operates a natural gas gathering, processing, and transport system.

Here are OKE’s results for the first half of the year:

  • Total revenue: $7.53 billion
  • Net income: $1.52 billion million/$3.38 per share
  • Adjusted EBITDA: $2.67 billion
  • Distributions paid to shareholders: $857 million
  • Shares outstanding 449 million

ONEOK issued 135 million new shares in the acquisition, increasing its share count by 30%. You can see that the MMP net income adds about the same percentage to the OKE results.

At the time of the merger announcement, ONEOK said it expects the deal to be earnings accretive starting next year. Earnings growth of 3% to 7% per year is expected through 2027, with free cash flow growth of more than 20% annually.

ONEOKE has been a Dividend Hunter-recommended portfolio stock since 2018. I like the stock for its attractive 6% yield combined with a long history of dividend growth. The dividend has grown by 28% since the addition. I expect the MMP acquisition will produce high single-digit annual dividend growth.

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What This Unique MLP Merger Means for You
Tim Plaehn

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Caroline Ellison wanted to step down but feared a bank run on FTX

Former Alameda CEO Caroline Ellison recognized she wasn’t doing a good job months before the company filed for bankruptcy, but Sam Bankman-Fried persuaded…

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Former Alameda CEO Caroline Ellison recognized she wasn’t doing a good job months before the company filed for bankruptcy, but Sam Bankman-Fried persuaded her to stay.

Caroline Ellison wasn’t doing a good job leading Alameda Research in 2022, and she did not hide it. Excerpts from her personal notes shared as evidence by prosecutors in Sam Bankman-Fried’s trial revealed details about the trading firm’s struggles and its CEO’s desire to resign weeks and months before FTX collapsed.

Ellison spent over 10 hours testifying during Bankman-Fried’s trial this past week, notably entering through the front doors of the United States District Court for the Southern District of New York in Manhattan, joined by her attorneys. Ellison said she had not seen Bankman-Fried since the crypto empire failed in November 2022, but their communication had eroded months before.

In April 2022, their romantic relationship ended, and Caroline started avoiding meetings with Bankman-Fried even though they still lived in the same luxurious apartment in the Bahamas. Alameda’s growing liabilities with FTX and the breakup with Bankman-Fried made her consider leaving the company altogether.

“I feel like neither [Sam] Trabucco nor I have been doing a great job of pushing on stuff,” she wrote in the document to Bankman-Fried, which was shared as evidence during her cross-examination by the former FTX CEO’s defense counsel.

Bankman-Fried asked her to stay on, saying that her departure could create rumors about Alameda’s financial health, thus harming FTX’s credibility, so Ellison remained CEO.

Ellison joined Alameda as a trader in 2018. By 2020, she handled most of the company’s operations, while Bankman-Fried focused on his newly launched crypto exchange, FTX. In August 2021, she became co-CEO alongside Sam Trabucco, who stepped down a few months later, leaving her in charge of the company. In August 2022, Trabucco officially resigned as co-CEO.

Ellison was against creating FTX, she revealed. “I didn’t think of myself as ambitious before I started at Alameda, but I believe I became more ambitious” under Bankman-Fried’s incentive, she said.

As CEO, Ellison was in charge of handling Alameda’s crypto lenders. In mid-2022, after the Terra ecosystem failed, the company’s open-term loans stood at $1.3 billion. The market downturn drained liquidity from crypto assets, prompting Alameda’s lenders to demand loan repayments.

According to Ellison, Bankman-Fried instructed her to keep repaying creditors via Alameda’s line of credit with FTX. In other words, Alameda would use FTX’s customer assets to repay crypto lenders. At the time, its line of credit with the exchange stood at $13 billion.

As lenders demanded loan repayments and Alameda’s balance sheets, Bankman-Fried suggested Ellison use “alternative means” for presenting the company’s financials. In the following months, Ellison would create many additional versions of a balance sheet to deceive creditors.

Early in November 2022, an alternative version of Alameda’s balance sheet was leaked. Ellison was on vacation in Japan at the time, but she had to travel to FTX Hong Kong’s office to deal with the company’s crisis.

While the balance sheet data didn’t reflect the company’s reality, it was enough to spread rumors and trigger a bank run on FTX a few days later, exposing an $8 billion gap between the companies.

Having cooperated with the U.S. Department of Justice since December 2022, Ellison will soon receive her sentence regarding the seven counts of fraud and conspiracy to commit fraud she was charged with.

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ProShares prepares to launch unique Short Ether Strategy ETF

ProShares’ SETH ETF will start trading soon, following the first Ethereum futures ETFs by about two weeks.
ProShares introduced a trio…

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ProShares' SETH ETF will start trading soon, following the first Ethereum futures ETFs by about two weeks.

ProShares introduced a trio of Ethereum futures ETFs in the recent weeks. Presently, the company is gearing up to provide a distinctive offering.

ProShares' Short Ether Strategy ETF (SETH) from the fund group is poised to commence trading shortly, following the debut of the initial Ethereum futures ETFs by about two weeks.

SETH, scheduled for listing on the NYSE Arca exchange, aims to achieve daily investment outcomes that mirror the inverse of the daily S&P CME Ether Futures Index performance, as indicated in a filing made on Friday, Oct. 13.

The fund does not engage in direct shorting of ether (ETH); rather, it seeks to capitalize on potential declines in the asset's value, as stated in the prospectus. On Friday, the price of ETH stood at approximately $1,540, reflecting a decrease of approximately 6% over the past week.

Screenshot of the ProShares SETH filing     Source: SEC

ProShares anticipates that the registration statement for SETH will become effective on Oct. 15 and plans to introduce the fund in early November, as reported by Blockworks.

However, the three existing ProShares ether futures funds — including two that invest in both ether and bitcoin futures contracts — debuted on Oct. 2 alongside similar products by VanEck and Bitwise.

The US Securities and Exchange Commission approved ether futures ETFs two years following the introduction of the initial bitcoin futures ETF, the ProShares Bitcoin Strategy ETF (BITO), which entered the market in Oct. 2021.

Related: SEC reportedly won’t appeal court decision on Grayscale Bitcoin ETF

ProShares continued its release of bitcoin futures ETFs with the Short Bitcoin Strategy ETF (BITI) in June 2022. As of now, BITO has accumulated around $850 million in assets, while BITI has approximately $75 million.

In August, Cointelegraph reported that Ether futures ETFs may be approved in October, causing an 11% spike in ETH prices at the time.

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SEC reportedly won’t appeal court decision on Grayscale Bitcoin ETF

If true, the SEC will need to review and decide on Grayscale’s spot Bitcoin ETF application. If denied, Grayscale could appeal the decision.

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If true, the SEC will need to review and decide on Grayscale’s spot Bitcoin ETF application. If denied, Grayscale could appeal the decision.

The United States Securities and Exchange Commission reportedly has no plans to appeal the recent court decision that favored Grayscale Investments. The ruling requires the SEC to review the firm’s spot Bitcoin (BTC) exchange-traded fund (ETF) application.

The SEC’s supposed decision not to appeal the D.C. Circuit Court of Appeal’s ruling was highlighted in an Oct. 13 report from Reuters, which cited “a source familiar with the matter.”

Bloomberg analysts also expect the SEC not to appeal to the Supreme Court but emphasized that this doesn’t necessarily mean Grayscale’s application is set to be approved.

If the reports are true, the SEC will need to follow the court’s August order and review Grayscale’s application to change its Grayscale Bitcoin Trust (GBTC) into a spot Bitcoin ETF.

According to Reuters, the appeals court is expected to issue a mandate specifically outlining how its ruling should be “executed” by the SEC.

Commenting on the developments, Bloomberg ETF analyst James Seyffart noted via X that:

“I do not think they will appeal to the Supreme Court either. Dialogue between Grayscale and SEC should begin next week. Hoping for more info on next steps sometime next week or week after?”

Moving forward, Seyffart suggested that it is likely that “we will find out in the next week (or two)” what the deadline is for the SEC to approve or deny Grayscale’s spot BTC ETF application.

If the SEC were to deny the application, Grayscale could then appeal that decision, dragging the process out even longer.

Related: Bitcoin price gets new $25K target as SEC decision day boosts GBTC

As it stands, around seven spot Bitcoin ETF applications have been put before the SEC that are awaiting a decision from the regulator.

In a separate preceding X post on Oct. 13, Seyffart reiterated his view that there is a 90% chance that a spot Bitcoin ETF application will get approved in January 2024, specifically the application from Cathie Wood’s ARK Invest.

Seyffart and Bloomberg’s senior ETF analyst Eric Balchunas, also previously suggested that there is a 75% chance that an application will get approved in 2023.

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