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Occidental Petroleum Chief Executive Vicki Hollub takes her case for buying Anadarko Petroleum to the company's shareholders on Friday, bolstered by rapid deal-making that put her on the cusp of victory.
Hollub, 59, challenged larger rival Chevron with a long-shot bid that some of her own investors say is risky because it saddles Occidental with about $46 billion in new debt. By deftly lining up allies and cash, she put together a strategy that on Thursday prompted Chevron to withdraw.
The annual meeting will be the first chance for Occidental shareholders to present their views to managers, even if they do not get a say on the deal. The lack of a deal vote and the stocks drop to $56.33 a 10-year low on Thursday could lead to a messy victory party.
Several big holders have criticized Hollub's decision to secure Anadarko by increasing the cash portion of the $76-per-share offer to a point where a shareholder vote is no longer needed.
But unless another suitor appears, the $38 billion, mostly cash deal would cement its status as the largest oil producer in the Permian Basin, the top U.S. shale field. Occidental's global production would double to 1.4 million barrels of oil and gas per day.
Hollub has promised to quickly shed most of Anadarko's non-U.S. oil properties to focus on shale. It also must absorb or sell Anadarko's U.S. Gulf of Mexico offshore production.
With Anadarko's nearly quarter-million acres in the Permian Basin, Occidental would command 1.64 million acres of prime land in the Permian and gain access to growing shale fields in Colorado and Wyoming.
The deal's financial and operating risks have soured some big Occidental holders, including T. Rowe Price and Matrix Asset Management.
"On paper, at $65-per-barrel oil, the deal could be executed well. That sort of is turning a blind eye to the fact that they're in a cyclical industry," said David Katz, president of Matrix.
Rating firm Moody's Investors Service said Wednesday it likely would downgrade Occidental if it prevails due to the added debt that will make it harder for the company to confront a downturn in oil prices.
"If you do this you have a strained balance sheet, period," said Christian Ledoux, investment chief at Occidental shareholder South Texas Money Management.
T. Rowe Price, which holds about 21.1 million Occidental shares, said it will withhold votes for Occidental directors due to the lack of a shareholder vote on the deal.
Hollub, who has sought to buy Anadarko for two years, proved her ability to sweep away hurdles by quickly pulling in powerful allies. She convinced Berkshire Hathaway's Warren Buffett to invest $10 billion in Occidental stock to help close the deal.
France's Total separately agreed to buy all of Anadarkos oil-and-gas producing assets outside the United States, including its biggest future expense, a multi-billion dollar liquefied natural gas project in Mozambique, for $8.8 billion.