EIG will acquire Ocyan for US$390 million

2023-12-28 16:28:38

EIG, a leading institutional investor in the global energy and infrastructure sectors, announced today that it has entered into definitive agreements with Novonor SA (“Novonor”) and the National Development Bank (“BNDES”) to acquire Ocyan Participações SA (“ Ocyan” or the “Company”), a Brazilian provider of solutions for the offshore oil and gas industry, for a total value of US$390 million, considering US$283 million for Novonor’s 100% shareholding and the remaining amount for settlement of the outstanding balance of non-voting securities related to the Company.

The monetary result of the transaction related to Novonor’s shareholding will be directly paid to BNDESPAR, according to the trust agreement previously executed by the parties in order to settle part of Novonor’s debt.

Ocyan has a 23-year track record of providing high-quality maintenance solutions to the offshore oil and gas sector, including the operation of subsea construction and decommissioning projects. As the only Brazilian operator in the Floating Production Storage and Offloading (“FPSO”) industry, Ocyan currently operates four offshore units through a 50/50 joint venture with Altera Infrastructure, having long-term contracts term with Libra Consortium, Karoon Energy and 3R Petroleum. The Company, with more than 3,000 exclusive employees, recently founded the New Energies division, focused on the digitalization of contracts in the gas and oil sector and engineering, procurement and construction (“EPC”) for energy projects renewable.

EIG has invested more than US$2 billion in Brazil since 1998. The acquisition of Ocyan reflects EIG’s comprehensive, long-term Brazilian strategy, focused on infrastructure that supports high-quality deepwater crude oil production, decommissioning activities responsibility and investments in low carbon and renewable energy projects. Upon completion of the transaction, Ocyan will benefit from EIG’s deep technical expertise in FPSOs and potential synergies with Prumo Logística, an EIG portfolio company, and its subsidiary, Porto do Açu.

“I have known and respected Ocyan for decades,” said R. Blair Thomas, president and CEO of EIG. “The company’s resilience and the strength of its business helped it overcome significant economic turmoil, while maintaining a healthy balance sheet, placing Ocyan in a position for long-term growth. Brazil is home to more than 25% of the global FPSO fleets, and we believe that future market dynamics regarding oil and gas infrastructure in Brazil are very favorable, highlighting our dual commitment to supporting growth and development in this important region, by step in which it creates value for our investors. We are also excited to support Ocyan’s ventures in the renewable energy space to help drive the energy transition.”

Flavio Valle, EIG CEO and head of Brazil, said: “FPSO is an attractive asset class for equity and debt opportunities, and we are pleased to deepen our presence in the industry. We have admired Ocyan for many years and have been impressed by its ability to develop ambitious projects in challenging economic environments. With our global presence and local resources, which are now enhanced by significant capital commitments from local clients, we believe EIG is uniquely positioned to deliver this complex transaction and lead Ocyan into a new phase of growth.”

Héctor Nuñez, CEO of Novonor, said: “This is another important milestone for Novonor Group in meeting its commitments to stakeholders as it aims to reestablish the company’s focus on diversified operations in the engineering sector, established almost 80 years ago. We are very proud of Ocyan and its team, who are recognized for their operational and technical excellence, and we are certain that their successful trajectory will continue.”

Roberto Prisco Paraiso Ramos, CEO of Ocyan, stated: “Ocyan has built and operated more than US$4 billion worth of drilling rigs, pipeline laying support vessels and FPSOs, independently or in joint ventures, always taking advantage of very solid support of its shareholders and Novonor. This acquisition does not impact current contracts and operations with our customers and suppliers. This is another important chapter in our history and will, without a doubt, create new opportunities for Ocyan.”

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Completion of the transaction is subject to certain customary closing conditions and is expected to occur in the first quarter of 2024.

Lakeshore Partners (“Lakeshore”) served as exclusive financial advisor to EIG, with Lakeshore’s newly founded affiliate, Lake Capital, providing asset management services. Mattos Filho and White & Case acted as legal advisors for the transaction and Stocche Forbes, as fund consultant. EY acted as exclusive financial advisor to BNDES and Lacaz Martins, as legal advisor to the transaction. VMB Jurídica acted as legal advisor for the transaction to Novonor.

About EIG

EIG is a leading institutional investor in the energy and infrastructure sectors with $23 billion under management as of September 30, 2023. EIG specializes in private investments in energy and energy-related infrastructure on a global basis. During its 41-year history, EIG has committed more than US$45.9 billion to the energy sector through 400 projects or companies in 42 countries across six continents. EIG’s clients include many of the leading pension plans, insurance companies, endowments, foundations and sovereign wealth funds in the US, Asia and Europe. EIG is headquartered in Washington, DC and has offices in Houston, London, Sydney, Rio de Janeiro, Hong Kong and Seoul. For more information, visit the EIG website at www.eigpartners.com.

About Novonor

Novonor is a global group of Brazilian origin. Its purpose is to contribute to the construction of a sustainable future, serving society through the transformative capacity of its innovative and engineering solutions in important sectors, such as petrochemicals, real estate, gas and oil, industrial, naval, mobility and port logistics. Throughout its almost 80 years of history, the company has made important contributions to the development of Brazil and more than 30 countries in which it operates. Its recognized delivery capacity and quality and its commitment to working within the highest technical, productivity, governance and efficiency standards guide its operations. For more information, visit the Novonor website at www.novonor.com.

About BNDES

The National Development Bank (“BNDES”) is the main financing agent for development in Brazil. Since its founding in 1952, BNDES has played a fundamental role in stimulating the expansion of industry and infrastructure in the country. Throughout the Bank’s history, its operations have evolved in accordance with Brazilian socioeconomic challenges and now include support for exports, technological innovation, socio-environmental development and the modernization of public administration. For more information, visit the BNDES website at www.bndes.gov.br.

The original language text of this announcement is the official authorized version. Translations are provided as a facility only and must refer to the text in the original language, which is the only version of the text that has legal effect.

Contact:

Media

EIG

FGS Global

Kelly Kimberly / Brandon Messina

+1 212-687-8080

[email protected]

Source: BUSINESS WIRE

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