The Deal Room: Inside the Biggest M&A Deals You Need to Know This Week (Shell, BP, Skechers, Sunoco)
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Hello and welcome to The Deal Room, where every week we talk specifically about all things corporate finance, from the biggest M&A and PE deals to the strategy that drives business decision making. We aim to bring what you learn in the classroom to life with real world examples and hopefully at the same time have some fun with it. So let's dive in.

Hello and welcome back to The Deal Room. And we have another jam-packed episode for you of mega M&A deals. It does feel in the Trump environment at the moment, activity is in a bit of a lull. However, there is some serious action going on in terms of the headlines in the past week. And probably the biggest one has been Shell weighing a mega merger potentially with BP. So that's going to be the predominant conversation there.

that you and I are going to have, Stephen, really unpack that. What has happened to the mighty BP? Certainly, if you're a British person, that definitely has been a staple of our lives, certainly for people of yours and mine age. But what's happening there? Why Shell coming now? How likely is it? What is the rationale? We'll break it all down. The other two stories we're going to talk about is a PE firm, 3G Capital.

A really interesting one, a little bit different from some of the regular PE names that we probably talk about, but they've agreed to take private a footwear giant and that's Skechers.

And I was surprised by the size of this. This is knocking close to 10 billion US dollars. So I definitely myself want to understand sketches of business a little bit more because I don't really know a great deal about it. But also to unveil a little bit, you know, the private equity players are quite secretive. I'd love to know a little bit more about 3G Capital. And then Sunoco, a US fuel distributor to buy Canadian fuel seller Parkland for 9.1 billion. So another

Very big deal on the cards. And this kind of goes into that intersection of macroeconomics in terms of geopolitics, because you've got an American firm looking at a Canadian firm here. And then to finish, there's something called a fairness opinion.

Now, Stephen, you mentioned these two words to me just before we began. I was like, I have no idea what you're talking about. So I'm intrigued. So everyone else should be as well, because this is a really important component in any M&A transaction. And we're going to have a look at that as well. So let's start with

With Shell, I was kind of blown away, actually. I even jumped on our corporate LinkedIn account, I think at 10.30pm that evening. And I thought, look, I got to get this out to market quick, because it just struck me as a really big deal. And people should know about it.

Yeah, well, gosh, you're on LinkedIn at 10.30 in the evening. That is commitment, Ant. I'm usually not on LinkedIn at 10.30 in the evening. So I tell you what, BP is a company that definitely resonates with basically the British population because we see their point of sale service stations around the country and they're constantly in the news. And if you have a pension or if you have a

you know, Index Tracker, FTSE 100, BP has always been a pretty major component. And I actually, this is full disclosure, I bang on a lot about ESG and sustainability, but I actually did intern at BP when I was a lot, lot younger than I am today. Actually, before we begin, I must also stress, Stephen, just to front run this, that if you listen on Spotify or Apple,

bp do sponsor the show so uh let's just let's just be let's just be a little bit careful about how i describe the performance of bp here because they do place adverts on our show steven look i'm gonna sing their praises from the rooftop and i will give no critical opinion as to why they have been struggling um so this is actually going to be an advert for bp weirdly enough um no anyway so um

I find it to be a massively interesting company and a really interesting story, especially for everyone that's interested first in strategy and then in mega M&A and how these very, very large M&A deals bring in macroeconomic context. They bring in governments. They bring in the person on the street. And how can all of this shake out?

So I just want to start by giving a little bit of context, because again, you know, Ant, me and you are close to the same age. When I left university and started working in finance, BP were one of the, consistently one of the three or four largest constituent parts in the FTSE 100. And I just want to take a little journey through their share price over the last 25 years. So in September 2000,

Many listeners will not have been born, but the share price was £650 per share, market cap of about £120 billion. Fast forward to March 2010, the share price has gone nowhere, £630.

But by the way, one of the reasons why you invest in BP is the dividend. It generates massive amounts of cash that it pays out as a regular dividend. So it's from a share price perspective, it's definitely a dividend play. Now, March 2010, £630 a share. June 2010, £304 a share. So the share price more than halved.

Now, why was this the case? This was the Deepwater Horizon spill.

absolutely calamitous explosion in the Gulf of Mexico that effectively destroyed the company's reputation, especially in the US, destroyed the company's share price, and actually has been weighing on the company ever since. The company's never recovered to $650 or 630, sorry, £650 a share. Fast forward to August 2018, share price had recovered to £550.

By November 2020, two years later, the share price had dropped to under £200 a share. Why was this? Well, COVID, Russia, Ukraine, well, on the brink of Russia, Ukraine, but mainly COVID. By April 2024, as recently as a year ago, the share price was up at £540 a share, giving it a market capitalisation of closer to £90 billion.

But since April 2024, the share price has been massively, massively underperforming and in the doldrums. So even in the last 12 months, the share price has dropped almost 30%. And this is in an era where we're going to talk about Shell, but we're going to talk about other oil and gas majors. This is in an era where Shell's share price in the last year is up 89%.

So when you've got two very similar companies diverging at this rate, one going up 90%, one going down 30%, Shell is now almost three times bigger than BP from a market capitalization perspective. 10 years ago, 15 years ago, 20 years ago, we would never even be entertaining this conversation. They used to be pretty similar sized companies. But over the last 15 years, due to a combination of lots of different things,

BP has become a target and Shell has become a potential acquirer. And just to finish off this little bit of background, BP now ranks only ninth in terms of market cap in the FTSE 100. And again, for people like me and you, that is quite staggering. Yeah, that is staggering. I would have had them at least in the top five, you would have thought. But I guess there's lots of questions then that starts to

to come to mind about like shell is that even possible regulation from the government standpoint from a uh what do bp even think of this i'm sure this has been muted before in the past so what happened there is there any previous conversations that have happened between these two because i would imagine when bp was down at those previous depressed points that you mentioned 2010

2020. Surely there was similar murmurings on the street of this similar thing and it hasn't happened so far. So what's to say that it's going to happen this time?

Yeah, I think a lot has changed since the last kind of mega dips. And it's a combination of BP's weakening and Shell's strengthening. Shell is a really, really well-performing company, right? Strategically, it's been on point for the last five to 10 years. It has...

invested in renewable energy but has focused more on clean fuels and gas and LNG really really big into LNG liquefied natural gas and they have been much better performing assets than full renewables in the context of these two companies specializations right you know they're really good at getting stuff out of the ground refining it and then putting it into putting it into fuels so

Shell is now sitting on a cash pile of 35 billion quid. So not an insignificant cash pile. And BP is obviously, you know, a 60 billion pound market capitalization company at the moment with 77 billion dollars worth of debt on its balance sheet. So it's a, you know, it's a company that's gone through so many exogenous difficulties, you know,

Again, it has never recovered from deep water and it's been paying tens of billions of dollars in liabilities since that 2010 event. It had to dispose of Rosneft at the beginning of the Russia-Ukraine war. That was a $20 billion hit to its bottom line. So it's had a lot of different issues, right?

but it's also made some potentially strategic missteps that have resulted in BP becoming a target. Now, one of those missteps has been the kind of

Maybe we would say the ill-fated move into renewables, the Beyond Petroleum, Bernard Looney, who was the ex-CEO, really pushing high into this transition. Now, there's a couple of points to make here. One, strategically over the long term, that makes sense. You know, strategy can be right, execution can be poor. And that's what's happened in this case.

Point number two, it's still a relatively small part of the business from a capital expenditure perspective. You know, it's in line with the other oil and gas majors in terms of the amount of money that it spends investing in renewables. So there is a little bit of a mumbling, a murmuring that everyone's pinning the problems of BP on the scapegoat that is the kind of net zero agenda. Whereas actually there are more structural problems

that have brought the likes of Elliot, big activist investor, to the table to say, look guys, this thing is being run into the ground. And it is a brilliant, brilliant company that's just not being run properly by its senior leaders. Yeah, I'll just add a quick look because I remember Bernard Looney being in the press a lot, what, two years ago? And as much as it might have been a strategy execution company,

mistiming he obviously admitted he had not fully disclosed past personal relationships with colleagues and code of conducts and so forth so it felt like quite a misfire on many levels when it all came to light

It's been a cacophony of missteps and errors, both from a personnel perspective and from a strategy perspective. But it almost seems like BP, and we'll move on to the kind of deal in a minute, it almost seems like BP has been stuck between a rock and a hard place, the rock being its commitment to energy transition.

And the hard place being Elliot and the activist investors that wanted to actually continue to make some money and throw off some cash so that it can pay some dividends. And something that's super, super interesting here is that you've got Elliot, big activist asset managers, owns 5% of BP at the moment, saying, look, you've got to wind back on your net zero ambitions.

And then you've also got a group of 48 shareholders representing 2.5% of the ownership of BP, including a lot of Scandinavian shareholders, saying, look, you know, you can't roll back on these commitments without putting it to a shareholder vote. You put it to a shareholder vote a few years ago to say, to ask shareholders whether we wanted to be part of the energy transition. And we voted 88% in favor, right?

So why are you not giving us a vote to wind back on that commitment that we agreed to? So they're stuck between the kind of the sustainability champions and the kind of cold, hard capitalists. And they don't really know whether they're coming or they're going. And it's a really, really difficult spot for the board and as I said, for the management.

Just looking at the context of, you mentioned earlier that Shell have performed really well in recent years. But if you're looking at share prices only, Exxon's probably performed even better. And actually, last year, Exxon had one of the biggest deals of the year, certainly in the sector, where they acquired Pioneer Natural Resources for $60 billion or so.

Does Shell need this in order to stay competitive? Or are they completely, like you said, Shell's focus is on LNG and they just want to expand and they have certain geographies they dominate. If you're enjoying the episode and are new to the channel, don't forget to drop us a rating and review. It really helps get the show out to as many people as possible. Okay, back to the show.

Yeah, I don't think that they need this. I think that there are certain elements of BP that would be extremely attractive to Shell. And I think this is, you know, as soon as BP becomes in play, I'm going to talk about the deal now, as soon as BP becomes in play, the financial analysts start sharpening their pencils and start thinking about all of the different combinations of brainwaves

breakups, split outs, buying different parts of BP, who might like which different part, is there any one particular buyer that really, really would like the whole of BP as a particular unit? Because remember, and we've spoken about this on previous episodes, BP is what's called a vertically integrated company, which means that it has exploration and production, i.e. getting the oil out of the ground, it has refining, it has trading,

big arm and it also has retail and point of sale. Now there are very very few companies that would really love all of that stuff right. So the analysts, the M&A analysts, the investment banks and also the equity research analysts have been doing lots of work on what's called the sum of the parts analysis. So trying to kind of figure out if this thing was torn apart

and then put either into new separate entities or bought by rival companies, what would this thing be worth? And there are conversations about the sum of the parts value of the business being upwards of 125 billion pounds, which is greater than BP's market cap plus its debt. And there are specific assets that if taken out, for example, it's US assets,

shale and oil and gas assets that you know on their own could be worth 75 80 billion dollars so what we need to be thinking about and again if i was an oil and gas investment banker i would be like all right here here here's the smorgasbord of potential acquirers and here are all of the different things that we could consider when feasting on

feasting on a potential acquisition of BP and it might end up being that certain parts of BP get spun off into different entities there are very very few players I believe that would like the whole thing but there are certainly players you know even like a VTOL the trading house would probably love their trading arm right but if you take the trading arm out of BP it's very very hard to

disintegrate that part from the vertically integrated company. So you'd almost have to do it as a kind of, all right, the whole house is up for sale, right? But we're going to sell, you know, the kitchen appliances to one buyer. We're going to sell the foundations to another buyer, but they all need to be sold at the same time to disentangle this very, very complex company. Question. What is the...

cultural alignment or not of these two firms. My point being is that if they're aligned, fine, there could be ways to increase those synergies for the benefit of Shell or both. If it's not and there are cultural conflicts

different nations, so to speak, well then, does that make it more of an aggressive kind of deal in the sense that basically you're just going to strip the assets down and it's our way, not a combination of the two?

Yeah, it's an interesting one. And I think that there may well be, there will be cultural differences, certainly between BP and Shell and probably even, maybe even more so between BP and the likes of Exxon and Chevron. But I get the sense the mood music within the senior teams at BP is probably one where

Action needs to be taken, right? And, you know, whatever that action is, it will probably end up being more favorable than the malaise that the company seems to have found itself in and the strategic...

chopping and changing and various initiatives that have been wound back on. So it's almost like, yeah, yes, there may be some culture clashes, but we kind of need something to be done. And I think just obviously we're talking about Shell and BP, but there are other players, right? And there was a really good FT article that listed all of the other players that could be interested in BP and

and whether they are legitimate, credible buyers. And, you know, the list is relatively long.

And I don't want to spend too much time on it, but we've got Shell, we've got Chevron, we've got Exxon, we have Total Energy, the French company. As I said, we have different companies thinking about buying different chunks of BP. But then we also have Adnok, which is the UAE integrated oil and gas company. And Adnok, I know it's a name that many of you probably wouldn't have heard,

But AdNoc have been really, really interested in this business. And, you know, they've run the numbers. They've got their M&A advisors on board. I don't know who they are. But there is kind of, in terms of strategic rationale and alignment of all different parts of the BP business with what a company might want, it feels like AdNoc might end up being the one that wants to take the whole thing lock, stock and barrel.

and not split it out and not carve it up and do all of these different things i don't know whether shell would be able would want to do that there's certainly elements of bp that shell would love but would it take on the rest that is that's why we're gonna you know we're spending time on it today it's such an interesting deal and we're gonna follow it over the next year or so because unless something traumatic happens i think that this is this is

to use a kind of M&A terminology, this is an asset that's in play, right? Yeah. And it being in play then, I guess when you're listing those firms, thinking of that competitive tension that you as the banker are going to want to engineer for the purpose of the price, the ticket kind of sale price. So what was interesting, I was having a look at some of the deals, the biggest deals in the energy sector was one of the

kind of staples of M&A fees, let's say, at the boutiques, a lot of the big bulge bracket banks. But yeah, I just wondered, how does that work in terms of, is there a favoured bank that you would go to for this type of deal? Is there a particular kind of track record where one stands out? I have had a look, but yeah, I just wanted to get your thoughts.

Yeah, it's a really interesting one. I mean, every large bulge bracket and elite boutique, to an extent elite boutique investment bank, will have an oil and gas coverage team and will have M&A bankers that have had a lot of success in this space because a lot of M&A historically goes on and the deals are really, really big. Now, oil and gas is a slightly different... Being an oil and gas analyst, whether it's equity research or coverage...

It's a slightly different way of looking at companies because you're looking, I always think it's most similar to pharmaceuticals because you're looking at assets that have known reserves and you're having to model reserves.

the reserves, the value of those assets and the reserves and the number of millions of barrels of oil available within the control and purview of these companies. So you do have to have a certain expertise if you're going into oil and gas. A little bit like with pharma, you have to kind of forecast the future value of drug discovery and all of this kind of stuff. Now, because these deals are so big,

A lot of these deals, we spoke last year about a big Chevron-Hess deal and the Exxon Pioneer deal and the Diamondback Endeavor deal as well. These will require...

complex financing arrangements you know lots of syndicated debt potentially maybe a rights issue share for share whatever it might be so you want you want probably the big guys on it and i would i would i would suggest that goldman sachs are on every side or on one side of every single one of these deals and probably the other big us uh investment banks as well

Yeah, those biggest deals. So the Exxon Pioneer was Citi, was the lead advisor. Diamondback Endeavor was Jefferies. And ConocoPhillips acquiring Marathon Oil was Evercore. So quite a spread. There you go. Yeah, look, Jefferies has got a really good oil and gas team. Evercore definitely getting there as well. So yeah, the elite boutiques are starting to play across the board and certainly on these mega deals. Again, if it's BP...

You would probably expect it to be, you know, a J.P. Morgan, Goldman Sachs type because it's just such a big company and such a complex company. All right. Well, let's move the show on to story number two of three. And this is Skechers. So tell me about Skechers.

Yeah, I don't know. Is Skechers cool or very, very uncool? Do you know what? We're not the ones to answer this. This is where I'm very hesitant to put my neck on the line. I've always thought that they are deeply uncool, but the fact that they've gone into the deeply uncool segment probably means that they're ultra cool. And so I feel like I'm going to get egg on my face if I commit too hard to saying that.

what I really think. Yeah, I don't know whether they've quite got into that kind of Crocs, Doc Martens kind of, all right, they're so uncool, they're now cool thing that happened over the last few years. But yeah, let's kind of withhold our judgment here. Historically, Skechers have been very, very comfortable but deeply uncool trainers that tended to have more of a foothold within, to excuse the pun, foothold within kind of, I would say,

you know 50s and 60s golfers you know that i can imagine them taking off their orthopedic sketches in order to change into their golf shoes and that that's what that's my vision of sketches but it's obviously a lot bigger than that because it's it's just been acquired for 9.4 billion dollars and

It's a $9 billion a year revenue business that generates almost a billion dollars of EBITDA. So it's a proper big company with revenue.

from across the world, $4 billion in the US, $2 billion in Europe, and $2 billion in APAC. But this is a really interesting acquisition for a couple of reasons. Firstly, because of the acquirer. And secondly, because of the macroeconomic conditions that this acquisition has been announced in. So the deal

$9.4 billion acquisition, take private, so Skechers publicly listed company, take private, buy 3G Capital. And 3G Capital is a super interesting company. And again, if you've been around this space, been around finance for a while, you would have heard of 3G Capital in a way that maybe you wouldn't if you're quite new to this space. So I remember living in the States and

And hearing 3G being spoken about a lot because of two deals. The first was its acquisition in 2010 of Burger King for about $3 billion. And then it listed it.

again, on the stock market after 18 months for about $5.5 billion, but retained 70% ownership of the company and then merged it with another company and has effectively made about eight times its money from that deal. It's really interesting, especially because 3G, you know, it's a, as I said, US Brazilian investment group run by Brazilian financiers. So again, there's an interesting element there, you know, Brazilian team buying a very American brand.

And then the second one that I remember it being in the news a lot was when 3G partnered with Warren Buffett to acquire Kraft Foods and then merge it with Heinz. Really, really big consumer brands deal that you're thinking, all right, who are these guys 3G? You know, they're not the KKRs, they're not the Carlisles, but they do very, very irregular, massive, massive deals where...

They don't take over the management of the company. They still keep the companies founder-led. And they use their financing expertise and their buy and build acquisition expertise in order to improve these companies. So yeah, 3G Capital, take a look at them. Burger King, AB InBev was another massive one that they did. And obviously now, and now Skechers.

So Skechers, here we go. So Skechers, the acquisition, $63 per share in cash, which is a 30% premium to its 15-day volume-weighted average price. Or shareholders can get $57 in cash and one non-transferable equity unit in the new private parent company. So those non-transferable equity units basically are saying, all right,

I've got a little bit of skin in the game for the private equity ownership, right? I think 20% of the overall company is going to be in those blocks. So...

$63 a share. And the one thing that I found super interesting about this, in the context of global macroeconomics, and remember, Skechers and other footwear companies are about as susceptible to tariffs as any company. You've seen Nike's share price. They have their main manufacturing facilities in Vietnam and in China. So as recently as

This is super important. As recently as January 2025, Sketch has had a share price of $78 a share, right? Share price fell off a cliff due to these tariff announcements. And then 3G announces that it's going to acquire the company for $63 a share. Now I'm looking at the one year share price graph at the moment. And the company's hovered around $70 a share until February, until basically Trump came into power.

So what I'm trying to, what I'm, what I'm getting at here is if 3G believe that this tariff volatility is temporary and that things are going to go back to roughly where they were, they've picked up a company that's been trading at $70 a share on average over the last couple of years for $63 a share.

including that 30% acquisition premium. Now, obviously the inverse is if these tariffs start getting doubled and tripled down on, this could be a bit of a stranded asset. But again, it's going to be one of those really interesting ones. Is this an absolute ninja move and a really good representation of the types of M&A that you can do in volatile environments? Was Skechers on the table for 3G capital six months ago? Probably not.

So super, super interesting. I like the signal that this is giving, you know, because like me and Piers talk, you know, we talk about all the economic data coming in, what the Fed are saying. Actually, given how the Fed, we had the interest rate meeting last week, the Fed were basically saying, look, we're in no rush. It's the White House that are dictating probably proceedings and we're acting accordingly.

The flag I think you get from here is a real pulse on the real behind-the-scenes money. And if they're feeling confident to put that money to work,

then to me they're in the know because they're probably pretty aligned to the administration and these things and the fact that they're going in at this when you say that they're a fairly kind of selective company means that yeah that that gives me an interesting addition to looking at the world purely through a market macro lens yeah it's so interesting and this is why

We would always, always, always encourage listeners to listen to both podcasts, right? Even though I prefer if you listen to this one because you get both sides of it, right? And they're telling sometimes conflicting stories and maybe there's a short-term element that is discussed more in the market maker and maybe more of a long-term element discussed in the deal room, but it's going to give you a much broader understanding. And actually, let's move on to this third story because this...

This was actually last Monday. I called it Merger Monday. There were $30 billion worth of transactions announced. One of them was Skechers and one of them was Sunoco, an old school US oil and gas distributor, to buy its equivalent Canadian fuel seller Parkland for $9.1 billion.

And now, again, this is super interesting in the context of macroeconomics and in the context of potential tit-for-tat tariffs between the US and Canada. The US company Sunoco acquiring a Canadian company

Again, this is really interesting and it will be very instructive to see whether this deal goes through from a Canadian regulatory perspective. And in fact, Sunoco in their press release said, look, we are committed to Canada. We're going to retain the Calgary HQ. We're going to continue the investment in...

a Canadian low-carbon fuel refinery and preserve Canadian jobs. So, again, we're going to have a look. And just to kind of put a share price lens on it as well, this deal was announced. $44 a share, $44 Canadian dollars a share. Again, as recently as June last year, the company was trading at over $48 a share. So, again, is it one of those, all right,

The share price is down. It now becomes a really, really attractive asset, assuming that the volatility and the tit-for-tat between Canada and the US dampens over the coming years. So again, it's so interesting to see how the headlines coming out of the White House are trickling down into deals on the ground. Just to get a sense of...

the likelihood of this progressing at this point. Sonoco's recent track record, is there anything that we can tell from their activities, from like a management structure or strategy that they have in terms of recent acquisitions?

Yeah, so last year they acquired Newstar Energy for $7.3 billion in an all-stock deal. I think, and the board has unanimously approved or recommended the deal for Parkland shareholders. There's lots of stuff that we don't have time to go into, and definitely if you're interested, take a look at the ins and outs of the activist investor in Parkland today.

taking a 20 share and basically battling against the board um and and and lots of intrigue and interesting stuff going on there but it seems to be a a sensible transaction it's it's deemed to be what's called accretive to distributable cash flow from day one which basically just means it's

it's beneficial to the combined entity because they're buying something cheaper than the associated cash flows that it generates. And our favorite word, synergies, there is projected to be $250 million of annual synergies by year three. A good bit of modeling from the analysts. So yeah, so I reckon it will go through. Mark Carney, let's see. Yeah, we'll find out. At the top of the show, I did mention something called a fairness opinion.

So break the news. What do we have here? Yeah, I just thought I'd end with a little bit of a teach-in. And I was reading the press release that came out on Parkland's website. And it's interesting. We don't talk that much about deal mechanics. But I'm just going to read a few little snippets from this press release just to kind of give you an understanding of what tends to happen when a target...

has received an offer and the board needs to figure out whether it's going to recommend that offer.

So let me go through this. On March the 5th 2025 Parkland announced that its board of directors had initiated a review of strategic alternatives aimed at identifying opportunities to maximize value for all shareholders. A special committee of independent directors, the special committee was appointed to oversee and lead this comprehensive review. When we say independent directors it

We're talking about directors that are on the board, but aren't the CEO, aren't part of the executive team. Following this announcement, discussions with Sunoco intensified, leading to the transaction. Based on unanimous recommendations from Parkland's special committee and following consultation with its financial and legal advisors, the board of directors has unanimously approved the transaction. So it's the special committee carved out of the wider board

that is now, with the advice and opinions of legal and financial advisors, is now recommending the deal. And I'm just going to finish with this piece. Goldman Sachs Canada and Bank of America Securities have each provided opinions to the Parkland Board of Directors and BMO Capital Markets has provided an opinion to the Parkland Special Committee to the effect that, and then there goes on to be a lot of legalese, but basically saying,

independent financial advisors have provided an opinion that this acquisition, this price per share, this deal structure is fair and should be recommended to the shareholders. This is what's called a fairness opinion. So I'll give you the kind of headline. A fairness opinion is a professional evaluation. Banks get paid a lot of money to do these fairness opinions, typically from a financial advisor,

stating whether the terms of a transaction the price the structure the financing are fair to a company's shareholders from a financial perspective so it's that third party independent financial advisor going through and basically saying yeah this is this this is fair

And therefore it gives shareholders this nice little kind of comfort blanket that a bunch of these banks have taken a look at it. Yeah. Is it fair? I mean, the banks are incentivized to come up with certain types of conclusion as much as they'll say that that's not the case.

Yeah, absolutely. And there is definitely a little bit of double dipping here. Fairness opinions are usually written by banks that are not working on the actual deal. So that gives a little bit of a barrier. But yeah, I mean, again, the incentive for the whole industry is to do deals. And they'll probably be looking at anything that would be

uh materially unfair as opposed to uh you know as opposed to trying to block the deal at every turn so to your point i just looked at the press release from sonoco and goldman sachs canada bank of america's securities were advisors to parkland bmo capital markets the canadian firm they act as financial advisor to parkland's special committee so actually yeah you're right bmo canada-led

were running that, whereas it's the Canadian arms of the US entities of Goldman's and Bank of America who are actually advisors for Parkland.

Yeah, exactly. And to have that distribution of different investment banks providing those opinions to different areas of the board, again, does give a little bit of checks and balances, right? But again, it's not the most kind of transparent system. But fairness opinions, super important. Every public transaction needs them in order to recommend a deal to shareholders.

Cool. All right. Well, that wraps it up. So yeah, we did a pretty similar episode to this just a few weeks ago and it was very well received. So if there are any questions at all about any of the deals, any of the terminology, anything mentioned, or if you just have an opinion...

agreeing or contrasting with what we've said today, just drop us a comment. And if you aren't already subscribed to the channel, super easy to do. And we really appreciate it. It'll help us get this show out to as many people as possible. But Stephen, as ever, thank you very much for your insights. And thanks, everyone, for listening. Thank you, Ant.

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