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Deep Sea Supply : DESSC: Deep Sea Supply and BTG Pactual establish a Joint Venture in Brazil

  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 
and AHTS.

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.

The Acquisition

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
BTG Pactual.

Completion

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)

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(i) the releases contained herein are protected by copyright and other
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(ii) they are solely responsible for the content, accuracy and originality of
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information contained therein.

Source: Deep Sea Supply via Thomson Reuters ONE
HUG#1671042
 
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