Teekay Tankers and Teekay Corporation Announce the Creation of a New Tanker Company

Teekay Tankers and Teekay Corporation Announce the Creation of a New Tanker 
Company 
HAMILTON, BERMUDA -- (Marketwired) -- 01/21/14 --   Teekay Tankers
Ltd. (Teekay Tankers) (NYSE: TNK) and Teekay Corporation (Teekay)
(NYSE: TK) today jointly announced the creation of Tanker Investments
Ltd. (TIL), which will seek to opportunistically acquire, operate and
sell modern secondhand tankers to benefit from an expected recovery
in the current cyclical low of the tanker market. TIL has completed a
$250 million private equity offering in which Teekay Tankers and
Teekay have co-invested $25 million each for a combined 20 percent
ownership interest in the new company. The balance of the privately
placed TIL shares, which will trade on the Norwegian over-the-counter
market, have been purchased by a group of institutional investors
primarily based in the United States, Norway and United Kingdom.  
Transaction Summary 


 
 
--  A portion of the net proceeds from the private equity offering will be
    used to acquire four 2009 and 2010-built Aframax crude oil tankers for
    an aggregate purchase price of approximately $116 million. 
--  TIL will also acquire four 2009-built Suezmax crude oil tankers from
    Teekay for an aggregate purchase price of approximately $163 million,
    which TIL will pay for by assuming an equal amount of indebtedness
    already secured by those vessels. 
--  TIL intends to use the remaining net proceeds from the private equity
    offering to acquire additional tankers in the near future and for
    general corporate purposes. 
--  In addition to the private equity offering and related transactions, the
    Teekay and Teekay Tankers' Boards of Directors have agreed in principle
    to the sale to Teekay Tankers of Teekay's conventional tanker commercial
    and technical management operations (Teekay Operations), including
    direct ownership in three commercially managed tanker pools, which
    currently generates fees from commercially managing a fleet of 82
    vessels and technically managing a fleet of 49 vessels. 
--  The TIL fleet will be managed by Teekay Operations. Upon completion of
    the sale of Teekay Operations, the corresponding fees associated with
    the management of TIL's vessels will be earned by Teekay Tankers. 
--  Teekay and Teekay Tankers together will receive warrants to acquire up
    to an additional 1.5 million shares of TIL's common stock, linked to
    TIL's future share price performance. 

The TIL private equity offering is expected to close on Friday, January
24, 2014 and TIL's acquisition of the initial eight tankers is
expected to be completed in the first half of 2014. TIL intends to
undertake a public listing of its common stock on the Oslo Stock
Exchange in the first quarter of 2014. 
"Our investment in TIL provides a new avenue for Teekay Tankers'
shareholders to benefit from a tanker market recovery," commented
Bruce Chan, Teekay Tankers' Chief Executive Officer. "This
transaction complements our existing strategy of owning and
in-chartering conventional tankers. In addition, our planned
acquisition of Teekay Operations represents the final step in Teekay
Tankers' evolution into a full-service conventional tanker platform,
which we believe will allow us to better serve our customers and
generate greater value for Teekay Tankers."  
Peter Evensen, Teekay Corporation's President and Chief Executive
Officer commented, "With the sale of our last four owned conventional
tankers to TIL, Teekay Corporation is one step closer to achieving
its strategy of becoming an asset-light company primarily focused on
increasing the value of its daughter entities."  
DNB Markets acted as exclusive financial advisor to Teekay Tankers
and Teekay on the formation of TIL. DNB Markets and Pareto Securities
acted as joint bookrunners on the private equity offering for TIL. 
About Teekay Tankers Ltd. 
Teekay Tankers currently owns a fleet of 27 double-hull vessels,
including 11 Aframax tankers, 10 Suezmax tankers, three Long Range 2
(LR2) product tankers, three Medium-Range (MR) product tankers and
has one time-chartered in Aframax tanker, which vessels an affiliate
of Teekay Corporation (NYSE: TK) manages through a mix of short- or
medium-term fixed-rate time-charter contracts and spot tanker market
trading. The Company also owns a Very Large Crude Carrier (VLCC)
through a 50 percent-owned joint venture. Teekay Tankers was formed
in December 2007 by Teekay Corporation as part of its strategy to
expand its conventional oil tanker business.  
Teekay Tankers' common stock trades on the New York Stock Exchange
under the symbol "TNK". 
About Teekay Corporation 
Teekay Corporation is an operational leader and project developer in
the marine midstream space. Through its general partnership interests
in two master limited partnerships, Teekay LNG Partners L.P. (NYSE:
TGP) and Teekay Offshore Partners L.P. (NYSE: TOO), its controlling
ownership of Teekay Tankers Ltd. (NYSE: TNK), and its fleet of
directly-owned vessels, Teekay is responsible for managing and
operating consolidated assets of over $11 billion, comprised of
approximately 170 liquefied gas, offshore, and conventional tanker
assets. With offices in 15 countries and approximately 6,400 seagoing
and shore-based employees, Teekay provides a comprehensive set of
marine services to the world's leading oil and gas companies, and its
reputation for safety, quality and innovation has earned it a
position with its customers as The Marine Midstream Company. 
Teekay's common stock is listed on the New York Stock Exchange where
it trades under the symbol "TK".  
About Tanker Investments Ltd. 
Tanker Investments Ltd. is a conventional tanker company that has
entered into agreements to acquire four 2009-built Suezmax crude oil
tankers and four 2009 and 2010-built Aframax crude oil tankers that
are expected to be acquired during the first half of 2014. TIL was
formed in January 2014 by Teekay Tankers Ltd. and Teekay Corporation
to opportunistically acquire, operate and sell modern secondhand
tankers to benefit from cyclical fluctuations in the tanker market.  
TIL's common stock will trade on the Norwegian over-the-counter
market. 
FORWARD LOOKING STATEMENTS  
This release contains forward-looking statements (as defined in
Section 21E of the Securities Exchange Act of 1934, as amended) which
reflect management's current views with respect to certain future
events and performance, including statements regarding: closing of
the TIL private equity offering; the expected recovery in the tanker
market; the timing and certainty of completing TIL's pending
acquisition of four 2009 and 2010-built Aframax crude oil tankers and
four 2009-built Suezmax crude oil tankers; execution by TIL of its
strategy of acquiring these and additional vessels, operating them
and benefiting from a recovery in the tanker market by selling them
at a profit; the listing of TIL's common stock on the Norwegian
over-the-counter market and the Oslo Stock Exchange; the acquisition
by Teekay Tankers of Teekay's conventional tanker commercial and
technical management operations; and Teekay Tankers' ability to
generate greater value from its conventional tanker business. The
following factors are among those that could cause actual results to
differ materially from the forward-looking statements, which involve
risks and uncertainties, and that should be considered in evaluating
any such statement: failure by investors in the TIL private equity
offering to fulfill their commitments; conditions in the tanker
market; failure by the owner of four Aframax crude oil tankers to
fulfill its obligations to sell the vessels to TIL; failure by Teekay
to obtain the necessary third party consent for TIL's purchase of the
four Suezmax crude oil tankers; the inability of TIL to source,
secure and complete future secondhand tanker vessel acquisitions at
attractive prices, if at all; the inability of TIL to sell the tanker
assets when the tanker market recovers, if at all; failure by Teekay
or Teekay Tankers to complete Teekay's sale of its conventional
tanker commercial and technical management operations to Teekay
Tankers; requirements of the Norwegian over-the-counter market and
the Oslo Stock Exchange for the listing of TIL's common stock;
changes in production of or demand for oil, either generally or in
particular regions; greater or less than anticipated levels of tanker
newbuilding orders or greater or less than anticipated rates of
tanker scrapping; changes in trading patterns significantly affecting
overall vessel tonnage requirements; and other factors discussed in
Teekay Tankers' and Teekay's filings from time to time with the SEC,
including its Reports on Form 20-F for the fiscal year ended December
31, 2012. Teekay Tankers and Teekay expressly disclaims any
obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained herein to
reflect any change in their expectations with respect thereto or any
change in events, conditions or circumstances on which any such
statement is based. 
Contacts:
Teekay Corporation
Ryan Hamilton
Investor Relations enquiries
+1 (604) 844-6654
www.teekay.com
 
 
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