Industry analysis of oil & gas in the United States, focusing on mergers & acquisitions for May 2014. Includes sector overview, historic trade volume & values, YTD performance of energy sector investments, and list of major deals.

1. Sector Update | May 2014
phone 972.831.1300 | web WS-iBank.com
-
1,000
2,000
3,000
4,000
5,000
6,000
2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
Historical M&A Volume
(Completed Deals < $500 Million)
10 Year Avg. = 3,763
7.0x
7.9x
9.4x
8.4x
9.2x
8.4x
7.1x
7.4x
8.5x
7.4x
8.2x
0.0x
2.0x
4.0x
6.0x
8.0x
10.0x
2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
Transaction Valuations
(EBITDA Multiple; Completed Deals<$500 Million)
Energy & Industrial Sector Observations
 PwC: U.S. M&A Activity Reaches Highest Activity in More Than a Decade. M&A in
the oil and gas industry reached the highest 1st
quarter level of deal volume in more
than a decade due to increased activity in the upstream sector and interest in oil and
gas assets by foreign players. Although deal activity was high, the total value of deals
dipped compared to the 4th
quarter of 2013 due to companies divesting smaller non-
core assets, a trend that PwC expects to continue through 2014. For the three month
period ending March 31, 2014, there were a total of 43 oil and gas deals with values
greater than $50 million accounting for $19.8 billion, compared to 41 deals in the first
quarter of 2013. "The first three months of 2014 represented a historic 1st
quarter
across the board led by deal activity in the upstream sector, including in the Gulf of
Mexico and interest from foreign players," said Doug Meier, PwC's US energy sector
deals leader. "Divestures continue to be a major source of deal activity, but we are
seeing smaller deals taking place; larger portfolio adjustments have already been
made. Smaller deals are also happening in the oilfield services sector as a result of
companies selectively looking to fill in the white space by adding assets that can
increase productivity and reduce costs.” (PwC Press Release – April 30, 2014)
 Texas Oil Output Could Surpass All OPEC Nations Except Saudi Arabia By End of This
Year. The state’s production, driven mainly by the Eagle Ford Shale and Permian
Basin, will reach about 3.4 million barrels per day, propelling Texas past Iraq and Iran,
said Greg Leveille, manager for technology program-unconventional reservoirs at
ConocoPhillips. Among non-OPEC countries, only Russia, the United States as a
whole, China and Canada would exceed Texas’ oil production, making the state the
world’s sixth-largest producer. (Longview News Journal – April 23, 2014)
102 Decker Court
Suite 204
Irving, Texas 75062
972.831.1300
WS-iBank.com
Broader Middle Market M&A Trends

2. 2
Sector Update | May 2014
phone 972.831.1300 | web WS-iBank.com
Energy Stock Price Performance
Red – New York Stock Exchange Composite
Blue – Oilfield Services Index
Green – Exploration & Production
U.S. Rig Count
(As of April 25, 2014)
Industrial Stock Price Performance
Red – New York Stock Exchange Composite
Blue – Industrial and Infrastructure
U.S. Industrial Manufacturing (ISM)
(As of May 1, 2014)
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
70.0%
80.0%
90.0%
0
250
500
750
1,000
1,250
1,500
1,750
2,000
2,250
Jan-07Jul-07Jan-08Jul-08Jan-09Jul-09Jan-10Jul-10Jan-11Jul-11Jan-12Jul-12Jan-13Jul-13Jan-14
Oil Gas % Oil
25.0
30.0
35.0
40.0
45.0
50.0
55.0
60.0
65.0
70.0
75.0
Jan-08 Jul-08 Jan-09 Jul-09 Jan-10 Jul-10 Jan-11 Jul-11 Jan-12 Jul-12 Jan-13 Jul-13 Jan-14
PMI
Basin
Rig
Count
YoY Rig
Change
%
Change
Permian 542 71 15%
Eagle Ford 219 -11 -5%
Williston 187 2 1%
Feb-14 Mar-14 Apr-14
PMI 53.2 53.7 54.9

3. 3
Sector Update | May 2014
phone 972.831.1300 | web WS-iBank.com
Notable Energy & Industrial Transactions
Announce-
ment Date
Acquiror Target Target/Transaction Description
Transaction
Value ($M)
Energy & Industrial Manufacturing and Services
4/22/14 Undisclosed buyer MB Environmental
Services
Texas-based provider of waste disposal services, such as
vacuum trucks, cutting boxes and drums to the upstream
oil and gas segment
$16.0
4/16/14 Aly Energy Services United Centrifuge Provider of fluid management, solids control and surface
rental equipment operations which includes 46 centrifuges
as well as shakers and vehicles
$25.0
4/15/14 EnerMech/
Lime Rock Partners
Diversified Oil Field
Services
Louisiana-based provider of crane inspection, repair and
maintenance services including hydraulic repair, testing &
design, equipment rental and crane sales
--
4/15/14 Wood Group Cape Software Texas-based provider simulation software and services for
operator training as well as logic validation for SCADA and
DCS industrial control systems
--
4/15/14 Flotek SiteLark Texas-based provider of reservoir engineering & modeling
services including engineering services for EOR projects
and modeling for FTK’s Eclipse IOR Services
--
4/11/14 Premier Oil Services Perfect Metals USA Missouri-based recycling facility that specializes in recovery
and processing of ferrous & non-ferrous metals and
electronic waste
--
4/10/14 SCF Partners Seanic Ocean
Systems
Texas-based that designs, assembles, maintains and rents
intervention tools used in the subsea oil and gas industry
for ROV-based applications
--
4/9/14 Prospect Capital Ark-La-Tex Wireline
Services
Recapitalization for a provider of cased hole wireline and
related completion-stage services in connection with oil
and gas production.
$53.0
4/8/14 Baker Hughes Performix Texas-based provider of software technology and advisory
services pertaining to field device integration, real-time
data management, visualization and analytic software
--
4/4/14 Yellow Point Equity
Partners
Bravo Oilfield Safety
Services
Provider of emergency-response services to any oilfield or
industrial situation --
4/3/14 Undisclosed buyer McDermott Sale of the Harbor Island fabrication yard located in Corpus
Christ, TX $25.0
4/2/14 Victory Park Capital Surefire Industries
USA
Texas-based manufacturer of equipment for the hydraulic
fracturing, coiled tubing, cementing, nitrogen and fluid
pumping sectors
--

4. 4
Sector Update | May 2014
phone 972.831.1300 | web WS-iBank.com
Notable Exploration & Production and Midstream/Downstream Transactions
Announce-
ment Date
Acquiror Target Target/Transaction Description
Transaction
Value ($M)
Exploration & Production and Midstream/Downstream
4/30/14 EQT Corp. Range Resources Asset exchange agreement where EQT will receive 73,000
acres located in the Permian Basin along with 900
producing wells and Range Resources will receive 138,000
acres and $145 million
$145.0
4/9/14 Athlon Energy Undisclosed seller Acquisition of assets located in the Permian Basin that
produce 4,800 Boe/d (67% oil) with proved reserves of
31M Boe
$873.0
4/4/14 Sundance Energy Undisclosed seller Acquisition of assets located in the Eagle Ford that consist
of 4,800 net acres and 50 drilling locations $34.4
4/3/14 Crude Energy Undisclosed seller Acquisition of assets located in the Permian Basin that
consist of 3,680 acres --
4/1/14 Warwick Partners II Riverstone Holdings/
R/K Sugarkane
Acquisition of R/K Sugarcane which is a upstream company
with 6,000 net acres located in the Eagle Ford that produce
approximately 3,000 Boe/d
--
4/1/14 Surge Energy Longview Oil Acquisition of assets located in the Bakken with estimated
combined company production of 21,000 Boe/d assuming
full completion of transaction
$430.0

5. 5
Sector Update | May 2014
phone 972.831.1300 | web WS-iBank.com
Wilcox | Swartzwelder & Co.
Wilcox Swartzwelder & Co. is a boutique investment bank, specialized in delivering high quality
financial advice exclusively to owners of middle market companies and oil and gas properties in
the energy and industrial sector.
Advisory services include company sales, mergers and acquisitions, private placements of debt
and equity, oil and gas property acquisitions and divestitures, institutional capital raises, and
general corporate finance matters. Through its merchant funding activities, the Firm acts as
direct investor providing flexible capital to support small, entrepreneurial companies.
Principals have more than 40 years of combined investment banking experience, closing over 100
transactions with an aggregate value in excess of $3.9 billion. They have also acted as investors
with capital at risk, operators and board members in multiple companies, having navigated
through various business cycles and completed transactions in both up and down markets.
The Firm is fully licensed and registered. Securities are offered through PetroGrowth Energy
Advisors, LLC, a registered broker-dealer and member of FINRA/SIPC.
Notes:
The information and views contained in this report were prepared by Wilcox Swartzwelder & Co. LLC and should not be
construed as an offer to buy or sell or a solicitation to buy or sell any financial instruments or to participate in any trading
strategy. The information contained herein is believed to be reliable, but Wilcox Swartzwelder & Co. LLC makes no
representation as to its accuracy or completeness.
Indices: Dow Jones U.S. Select Oil Equipment and Services Index (DJSOES), Dow Jones U.S. Select Oil Exploration and Production
(DJSOEP), Industrial Select Sector SPDR (XLI), NYSE Composite Index (NYA)
Data Sources: Dealogic, Capital IQ, Stockcharts.com, Baker Hughes, RigData, Rig Zone, Energy Information Agency (EIA),
Association of Energy Service Companies (AESC), Institute of Supply Management (ISM), Wilcox Swartzwelder Proprietary Energy
and Industrial M&A Database
Copyright © 2014 Wilcox Swartzwelder & Co. LLC, all rights reserved.