Deep Sea Supply : DESSC: Deep Sea Supply and BTG Pactual establish a Joint
Venture in Brazil
*DESS sells 15 vessels to the Joint Venture
*Joint Venture acquires 6 newbuildings
Deep Sea Supply Plc ("DESS") and BTG Pactual Oil & Gás Participações S.A.
("BTG Pactual") are pleased to announce that they have agreed to enter into a
joint venture (the "Joint Venture") for the ownership and operation of
Platform Supply Vessels ("PSVs") and Anchor Handling Tug and Supply Vessels
("AHTS") in Brazil.
The Joint Venture will be owned 50/50 by BTG Pactual and DESS and will
initially own and operate a fleet of 15 vessels. The Joint Venture will also
acquire 6 large PSVs currently under construction with Sinopacific
Shipbuilding Group ("Sinopacific") and will look to acquire additional PSVs
By implementing the Joint Venture, the parties will combine DESS' knowledge
and experience within the offshore supply industry with BTG Pactual's local
presence, and further develop its position as a large player in the Brazilian
market through the Joint Venture. "We see big advantages in developing the
business in Brazil together with a strong, local partner and we consider BTG
Pactual an excellent strategic partner." says Finn Amund Norbye, CEO of DESS.
BTG Pactual will purchase a 50% ownership interest in each of Deep Sea Supply
Navegação Marítima Ltda. ("Deep Sea Navegação") and Deep Sea Supply Serviços
Marítimos Ltda ("Deep Sea Serviços") from DESS. Deep Sea Navegação and Deep
Sea Serviços have an organization of 20 Brazilian employees conducting among
others the chartering and the technical and crew management of DESS' fleet of
vessels operating in Brazil from offices in Rio and Macaé. Deep Sea Navegação
furthermore owns the 2012 built PSV "Sea Brasil" of 4,700 d.w.t. recently
delivered from STX Offshore do Brasil and has the local "EBN" license to
operate and charter vessels in the Brazilian market.
Further, DESS will transfer 9 AHTS and 5 PSVs to the Joint Venture. In
exchange, the Joint Venture will make a cash payment equal to the equity value
of the vessels and will take over the vessels' current financing.
The Joint Venture will acquire 6 large PSVs currently under construction at
Sinopacific. The PSVs, which are expected to be delivered in 2013, are of
Ulstein PX 105 design with a size of 4,700 d.w.t. and are well suited for
operation in the Brazilian market, especially with regard to pre-salt
operations. The vessels will be acquired from PSV Holding Inc., an affiliate
to Hemen Holding Ltd., the largest shareholder of DESS. PSV Holding Inc. will
be responsible for the completion of each vessel including supervision costs.
Both Joint Venture partners will pay in cash at the closing of the Joint
Venture transaction an equity portion of the financing of these vessels and
the Joint Venture will work to secure necessary bank financing for the vessels
prior to their delivery.
The transactions hereunder imply an enterprise value of the Joint Venture upon
delivery of all the vessels of approximately MUSD 852 where the existing
vessels account for approximately MUSD 578 and the remaining MUSD 274 is
related to the newbuildings. The Joint Venture partners will also make an
equity injection in the Joint Venture of MUSD 48, with 50 % from each, to meet
the Joint Venture's working capital requirements.
The vessels to be owned and operated by the Joint Venture will be managed by
Deep Sea Navegação together with certain DESS subsidiaries. The Joint Venture
shall be governed by a board consisting of two directors from each of DESS and
The closing of the Joint Venture transaction is subject to usual third party
closing conditions including relevant competition authorities and approval
from the vessels' charterers. All commercial lenders have preapproved the
transaction. Expected closing of the transaction is during Q1/2013.
Use of Proceeds
The net cash effect to DESS after the transaction (involving the sale of
vessels, acquisition of newbuildings and injection of working capital) will be
around MUSD 60. The amount will be used to facilitate further growth of DESS.
DESS will publish an Information Memorandum in accordance with the
requirements of the Oslo Stock Exchange.
Limassol, 17 January 2013.
Deep Sea Supply Plc,
BTG Pactual is an investment vehicle from Banco BTG Pactual S.A. ("BTG"). BTG
is a leading Investment Bank in Latin America, with approximately 30 years of
experience in Brazilian and international markets. Present in Chile, Peru,
Colombia, the US, the UK and China, BTG is a leading global resource manager
based in emerging markets. BTG is one of the largest global asset managers,
with over USD 74.2bn in funds under its management and/or administration, and
one of the leading Wealth Management players in Brazil, with USD 21.4bn in
assets under management.
Deep Sea Supply Plc ("DESS") is incorporated in Cyprus and is a public quoted
company listed on the Oslo Stock Exchange. DESS is a ship owner and operator
of AHTSs and PSVs, with worldwide operations, and currently has a fleet of 24
vessels. DESS' fleet will grow to 30 vessels with the 6 newbuildings
mentioned above. Over the past three years, DESS has developed its activities
in Brazil which today constitutes the single most important market for DESS.
In Brazil, DESS operates a fleet of vessels through its own local management
organizations in Rio and Macaé. The Brazilian fleet includes 1 newbuild PSV
recently delivered from a Brazilian yard. Twelve of the vessels operating in
Brazil are on long term time charter contracts with Petrobras and BP.
The 15 vessels to be owned by the Joint Venture are:
AHTS:Sea Tiger, Sea Panther, Sea Leopard, Sea Cheetah, Sea Jaguar, Sea Fox,
Sea Jackal, Sea Vixen and Sea Stoat
PSV:Sea Halibut, Sea Pike, Sea Bass, Sea Turbot, Sea Pollock and Sea Brasil
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
This announcement is distributed by Thomson Reuters on behalf of Thomson
The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
information contained therein.
Source: Deep Sea Supply via Thomson Reuters ONE
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