Case Study

How a global firm moved swiftly to set up a stand-alone energy business

A global conglomerate with newly acquired oil and gas assets leveraged an accelerated approach to set up a new business at speed.

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The better the question

How can you create a stand-alone business in record time?

A global firm looked to set up a subsidiary with operational capabilities in less than six months.

When a multinational conglomerate purchased 2,500 producing oil and gas wells in Texas, the nearly $1.5b deal marked the organization’s entry as an operator in the US onshore oil and gas market. Rather than integrate the new assets into the overarching business, the company decided to set up a stand-alone business to manage the wells and any future US oil and gas producing acquisitions. But starting a subsidiary from scratch created a complex set of challenges including:

  • Designing a lean organization and then executing on a rapid hiring plan to build the right team
  • Implementing an SAP enterprise resource planning (ERP) system to replace a customized system that had been built over 10 years
  • Deploying a field supervisory control and data acquisition (SCADA) system to operate the asset; selecting a leading-edge cloud-based provider instead of the more costly incumbent
  • Establishing a supply chain function with efficient systems and processes, which required onboarding more than 400 unique suppliers
  • Determining opening balance sheet for the newly acquired business as of the date of the transaction close; applying accounting policies established by the parent company under international financial reporting standards (IFRS)

The deal construct required that the new company would take over full operations on an aggressive six-month timeline. That meant moving at an accelerated pace to stand up the new organization, deploy the IT infrastructure and implement the financial ERP system. The company turned to Ernst & Young LLP (EY), which has extensive experience in the upstream oil and gas industry and a proven track record of leading both strategy and technology transformation projects.

Fracking oil rig at dawn
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The better the answers

Industry-informed collaboration led to speedy execution

With seasoned and innovative solutions, the EY team cut time and costs.

When the deal closed, the buyer now owned the assets and onboarded 106 oil field employees. But the organization didn’t have a leadership team and was missing other basic processes. The buyer and seller agreed on a transition service agreement (TSA) to maintain basic services and support. However, the buyer needed to exit the TSA in a timely manner to avoid punitive monthly payments, while at the same time report to the parent company results of operations under IFRS. Notably, the seller accounted for the assets using generally accepted US accounting principles, which meant the EY team leveraged their understanding of both methodologies to verify and meet necessary accounting standards.
 

On Day 1, post-close, EY Valuation and Accounting teams assisted the newly established subsidiary with accounting for the transaction, while various EY strategy and technology teams focused on building out a roadmap to build a self-sustaining organization.
 

Without a stand-alone management team, the EY teams stepped in with its industry knowledge and an organizational roadmap that could be fine-tuned as leadership and employees came on board.
 

“The stand-up of an upstream operator, whether a subsidiary or a new business, requires experience-led blueprinting,” said Sahil Vaziralli, EY-Parthenon Senior Director, Ernst & Young LLP. “Leveraging our experience, we’re not starting with a blank sheet of paper. We’re coming in with something that gives the client a structure that’s more than halfway there. Then it’s a question of how to adapt it or make slight adjustments to really get people bought in and involved in the process.”
 

Three months post-close, the new subsidiary’s headquarters opened. Around the three-month mark, the company and the seller also held a series of organizational design workshops. The new company emerged from the workshops with detailed functional transition and stand-up plans. The team understood their goals to execute on milestones for the following functions: operations, production accounting, drilling and completions, marketing, land, finance and accounting, safety, health and environment, regulatory, subsurface, and human resources. Key steps for these functions included onboarding additional talent as well as standing up systems, technology and processes needed for success.
 

The ERP system was a top priority for the new company as it was required to exit the TSA. Further, it needed to be completed quickly. 

A SAP implementation of this type typically takes at least nine months to a year, but the team's history of accelerated ERP deployments in energy provided a jump-start to the project.

Knowing that the EY team already had a proven track record with their pre-configured Upstream SAP template for oil and gas, the new company chose to implement the standard SAP S/4HANA suite, an established solution that provides sustainability, supportability and scalability. The template’s conversion workbench accelerated the data migration effort while improving quality. This allowed the implementation to be completed in 4.5 months, significantly faster than the nine to 12 months reported by peers in the market. Additionally, the template leverages minimal customizations that keeps the system clean core compliant per SAP guidelines. With the buyer still in the hiring process, the EY teams served as the functional and technical leads to lift and shift the seller’s processes for the stand-up company.

“It was critical for the client to find the right systems integrator as they needed to stand up this IT infrastructure and implement the latest version of SAP as the financial ERP system while also cutting the timeline in half,” said Ben Williams, EY Americas Oil & Gas and Chemicals Consulting Leader. “Our team’s deep industry and SAP experience well positioned us to deliver on the client’s needs.”

Refinery at Twilight Reflected by Water
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The better the world works

Adapting a flexible blueprint for future expansion

The accelerated creation of a new energy subsidiary could have significant impact.

With the short time frame, this transition required the highest level of efficient project management and a problem-solving approach to address legal, technological and personnel issues. Among the challenges was setting up third-party application software. While the EY team could build interfaces and integrations between common applications, they couldn’t set up third-party application software until they had a subsidiary employee to establish licensing.
 

Five months after the deal announcement, the new company started to fill finance and accounting roles. EY assisted the newly appointed finance and accounting teams with Day 1 accounting considerations and engaged in meaningful conversations to inform accounting policy determinations.
 

Ultimately, another 50 general and administrative employees were brought on board. As employees received training and learned best practices, EY hybrid-agile methodology for technology implementations allowed the team to address employee feedback and transition the established company and systems over to the newly hired employees. That methodology centered around very specific due dates and deliverables that were critical to Day 1 operations and provided teams the ability to go live with portions of SAP technology while still in development and testing took place. 

“A successful function implementation is not only about adopting the right technology,” said Williams. “More important is embracing a change management process that places humans at the center. With continuous employee feedback and agile adjustments, the team enabled accelerated success.”

With help from the EY teams, the client was able to stand up the new Exploration and Production (E&P) company, including the design and implementation of more than 100 processes across all functions six months after the close of the acquisition. Additionally, more than 20 applications were deployed, including the back-end IT structure to enable connectivity for laptops and field connectivity devices.

Navigating complex transitions requires a strong strategic team. EY's insights and support were invaluable during a critical transaction for our company.

Seven months after the deal announcement, the new subsidiary logged its first month-end close and first revenue received. Using an innovative, industry-based approach that balanced speed with quality, the migration of all assets was completed expediently with the right people and systems in place to drive long-term growth and efficiencies.

“Navigating complex transitions requires a strong strategic team,” said the CEO of the new organization. “EY’s insights and support were invaluable during a critical transaction for our company.”


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