Kirby Corporation Signs Agreement To Acquire Penn Maritime

          Kirby Corporation Signs Agreement To Acquire Penn Maritime

PR Newswire

HOUSTON, Nov. 27, 2012

HOUSTON, Nov. 27, 2012 /PRNewswire/ --Kirby Corporation ("Kirby") (NYSE:KEX)
announced today that it has entered into an agreement to acquire Penn Maritime
Inc. and Maritime Investments LLC (collectively, "Penn" or "Penn Maritime"),
an operator of tank barges and tugboats participating in the coastal
transportation of primarily black oil products in the United States. The
total value of the transaction is approximately $295 million (before
post-closing adjustments and transaction fees) and will consist of cash, Kirby
common stock and the retirement of Penn's debt.

The transaction will be financed through a combination of borrowing under
Kirby's revolving credit facility, issuance of new unsecured fixed rate senior
notes, and the issuance of Kirby common stock. The closing of the transaction
is expected to occur in mid-to-late December 2012, subject to certain
conditions.

Under the terms of the agreement, the total value of the transaction is
approximately $295 million (before post-closing adjustments and transaction
fees), consisting of $180 million for all of the voting and nonvoting equity
interests in Penn Maritime Inc. and Maritime Investments LLC and approximately
$115 million for the retirement of Penn's debt. The $180 million
consideration paid to Penn equity holders will include a combination of cash
of approximately $152 million and 500,000 shares of Kirby common stock.

The new unsecured fixed rate senior notes are scheduled to close in
mid-December and provide for $500 million in fixed rate debt with $150 million
at a 7-year maturity and $350 million at a 10-year maturity. The pricing,
inclusive of the amortization of up-front fees, is 2.79% for the 7-year and
3.34% for the 10-year maturities. Kirby anticipates drawing up to $300
million for the closing of Penn prior to year end, with the balance drawn in
February 2013 to replace the $200 million of senior notes due February 27,
2013.

Penn operates a fleet of 18 heated, double-hulled tank barges, with a capacity
of 1.9 million barrels, and 16 tugboats along the East Coast and Gulf Coast of
the United States. Penn's tank barge fleet has an average age of
approximately 13 years with a product mix that consists primarily of refinery
feedstocks, asphalt and crude oil. Penn's customers include major oil
companies and refiners, nearly all of whom are current Kirby customers for
inland tank barge services.

Joe Pyne, Kirby's Chairman and Chief Executive Officer, commented, "We are
pleased to announce our agreement with Penn Maritime. Penn is a
well-respected U.S. Jones Act coastal tank barge operator with a
well-maintained fleet, and earns the majority of its revenue from term
contracts with blue chip domestic and international oil and refining
customers. Penn's fleet will extend our coastal product capabilities,
particularly transporting asphalt, which we expect to benefit from the need to
repair and upgrade aging highway infrastructure throughout the United States.
Penn also has vessels operating in the Gulf Coast crude oil trade which is
benefitting from the production and transport of shale-based crude,
particularly out of the Eagle Ford shale formation."

Mr. Pyne further commented, "We expect this transaction to close in
mid-to-late December of this year. In connection with the acquisition, we
expect to incur some one-time transaction fees that will impact our earnings
per share in the fourth quarter of 2012. For 2013, we expect Penn to be
accretive to our earnings per share, inclusive of added interest costs and
dilution from stock issuance, in the range of $0.12 to $0.18. The accretion
range is dependent upon integration, synergies, purchase price allocation and
market conditions."

Kirby has scheduled a conference call for 7:30 a.m. central time on Wednesday,
November 28, 2012, to discuss the Penn Maritime acquisition, as well as the
outlook for the fourth quarter. The conference call number is 800-446-2782
for domestic callers and 847-413-3235 for international callers. The leader's
name is Steve Holcomb. The confirmation number is 33839230. An audio
playback will be available at 10:00 a.m. central time on Wednesday, November
28, through 11:59 p.m. central time on Friday, December 28, 2012, by dialing
888-843-7419 for domestic and 630-652-3042 for international callers. Kirby's
webcast and playback of the conference call will be accessible on its website
at http://www.kirbycorp.com.

Kirby Corporation, based in Houston, Texas, is the nation's largest domestic
tank barge operator, transporting bulk liquid products throughout the
Mississippi River System, the Gulf Intracoastal Waterway, coastwise along all
three United States coasts and in Alaska and Hawaii. Kirby transports
petrochemicals, black oil products, refined petroleum products and
agricultural chemicals by tank barge. Through the diesel engine services
segment, Kirby provides after-market service for medium-speed and high-speed
diesel engines and reduction gears used in marine and power generation
applications. Kirby also distributes and services high-speed diesel engines,
transmissions, pumps, compression products and manufactures and remanufactures
oilfield service equipment, including pressure pumping units, for land-based
pressure pumping and oilfield service markets.

Statements contained in this press release with respect to the future are
forward-looking statements. These statements reflect management's reasonable
judgment with respect to future events. Forward-looking statements involve
risks and uncertainties. Actual results could differ materially from those
anticipated as a result of various factors, including cyclical or other
downturns in demand, significant pricing competition, unanticipated additions
to industry capacity, changes in the Jones Act or in U.S. maritime policy and
practice, fuel costs, interest rates, weather conditions, and timing,
magnitude and number of acquisitions made by Kirby. Forward-looking
statements are based on currently available information and Kirby assumes no
obligation to update any such statements. A list of additional risk factors
can be found in Kirby's annual report on Form 10-K for the year ended December
31, 2011, filed with the Securities and Exchange Commission.

SOURCE Kirby Corporation

Website: http://www.kirbycorp.com
Contact: Steve Holcomb, 713-435-1135
 
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