Contrarian Corpus
activist full deck proxy fight
2013-03-01 · 71 pages

Hess Corporation HES

Hess underperformed peers by 460% over 17 years of restructurings; splitting the conglomerate into a Bakken pure-play and an international E&P unlocks $128/share.

Thesis

Elliott Management argues Hess Corporation has underperformed its revised proxy peers by 460% over CEO John Hess's 17-year tenure — a product of perpetual restructurings, a $4 billion exploration loss program, and mismanagement of the company's premier Bakken position, where well costs run 17-38% above Whiting. The opaque conglomerate trades at a steep discount to a $39-50 billion sum-of-parts that breaks into a Hess Resource Co. (Bakken, Eagle Ford, Utica plus a midstream MLP dropdown) and a Hess International vehicle for long-life conventional assets. Elliott demands shareholders elect five independent nominees — Rodney Chase, Harvey Golub, Karl Kurz, David McManus, and Mark Smith — to replace rubber-stamp directors, including lead 'independent' John Mullin III, joint-executor of the Hess family estate. Substantive change delivers $96-$128 per share versus the mid-$50s reference price.

SCQA

Situation

Hess Corporation is a 17-year Wall Street underperformer: a vertically integrated conglomerate under second-generation CEO John Hess, spanning conventional E&P, a premier Bakken unconventional position, midstream infrastructure, and a downstream retail/marketing footprint.

Complication

Sixteen years of 'perpetual restructuring' delivered 460% underperformance, $4 billion of exploration losses, 17-38% above-peer Bakken well costs, and a staggered board of rubber-stamp directors — including a lead 'independent' who co-executes the Hess family estate.

Resolution

Elect Elliott's five truly independent nominees (Chase, Golub, Kurz, McManus, Smith); tax-free spin Hess Resource Co. from Hess International, drop midstream assets into an MLP, and divest the downstream retail and marketing business.

Reward

A focused Bakken/Utica resource pure-play plus a long-life conventional vehicle is worth $39–50 billion, or $96–$128 per share — materially above the mid-$50s price before Elliott's involvement became public.

The three reasons

  1. 1

    Hess underperformed revised peers by 460% over John Hess's 17-year CEO tenure

  2. 2

    Breakup into Bakken pure-play plus Hess International is worth $39–50bn ($96–$128/share)

  3. 3

    Board is captured — lead 'independent' director is joint-executor of the Hess family estate

Primary demands

  • Elect Elliott's five truly independent nominees (Rodney Chase, Harvey Golub, Karl Kurz, David McManus, Mark Smith) at the 2013 Annual Meeting
  • Create Hess Resource Co. via tax-free spinoff — Bakken, Eagle Ford, Utica plus midstream MLP dropdown
  • Create Hess International for long-life, oil-weighted conventional assets; divest non-core pieces
  • Monetize Bakken midstream (Tioga gas plant, rail terminal) through an MLP
  • Divest downstream retail, marketing, terminals, and gas-fired power
  • De-stagger the board and restore credible pay-for-performance

KPIs cited

Total shareholder return vs Revised Proxy Peers (17-yr CEO tenure)
(460)% underperformance over John Hess's 17 years as CEO
Total shareholder return vs Revised Proxy Peers (5-yr)
(45)% underperformance
Total shareholder return vs Bakken Operators (4-yr)
(984)% underperformance
Exploration program losses
$4 billion (~20% of market cap) lost in failed exploration
Bakken well cost premium
Hess costs 17–38% above Whiting on like-for-like sliding-sleeve completions
2013E Bakken production growth
Hess 20% vs Continental 38%, Oasis 42%, Kodiak 109%
Sum-of-parts TEV
$39.0–50.6bn — Unconventional $13.0–14.4bn, Conventional $21.4–30.2bn, Midstream $2.0–2.5bn, Downstream $3.1–3.5bn
Implied share price
$95.70–$128.46 vs mid-$50s trading price before Elliott involvement
Say-on-Pay support
51% at Hess — 427th of 450 in S&P 500; 149th of 156 Energy companies
Withheld votes on directors
39%/39%/33% against Brady, Kean, Olson vs 3.7% S&P 500 average for 2012 non-contested elections
De-staggering vote history
90%+ of outside shareholders voted to de-stagger the board three separate times
CEO compensation
$32mm awarded to management in 2012 despite underperforming peers by 10%
Share outperformance since Elliott disclosure
+18% vs peers, ~$3.5bn of market cap regained (1/25/13 to 3/8/13)
Tax-shield value of keeping Bakken inside conglomerate
~$0.13/share NPV — immaterial relative to $96–$128/share upside
Director compensation over CEO tenure
$30+mm paid to current directors despite 460% underperformance
Bakken acreage
725,000 net Bakken acres, 177,000 Utica, 45,000 Eagle Ford

Pattern membership

Where this document fits across the library's 12 rhetorical / structural patterns. Orange cells are present in this deck; neutral cells are not.

Precedents cited

  • Anadarko transformation under Karl Kurz (top-tier exploration, capital discipline)
  • American Express turnaround under Harvey Golub (750% share appreciation)
  • Pioneer Natural Resources international divestiture under David McManus
  • Ultra Petroleum midstream monetization via REIT deal (Mark Smith)
  • BP integrated-major operating experience (Rodney Chase)
  • Continental Resources as Bakken pure-play valuation comparable

Composition what's on the 71 slides

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Notes

Textbook activist proxy-fight deck filed ahead of the 2013 Hess annual meeting. Rhetorical signature: Elliott appropriates Hess's own green HESS logo and brand palette on every page header — visual judo dressing the attack in the target's own livery, with companion site www.ReassessHess.com. Two-act SCQA: Part I exec summary plus $128 valuation; Part II prosecutorial catalogue of accountability failures. Heavy use of CEO-quote contradictions across a seven-panel 'Unending Restructurings' timeline (p.7) showing overlapping plans from 1996–2014 framed by Goldman's 'Will perpetual restructuring mode ever end?' headline. Peer-gap delivered as a stark red-number matrix (p.5) next to the John Hess quote 'You can't judge us on a one-year basis.' Sum-of-parts shown twice — asset inventory (p.13) then before/after breakup reveal (p.14). Page 8 'False Excuses' idea/excuse/reality three-column is a rebuttal-slide template. Stake percentage is NOT disclosed in this document. No named human author on cover — attributed to 'Elliott Management' as firm.