Oceanteam to sell Southern Ocean vessel. Plans merger with PASSER

Oceanteam has entered into a memorandum of agreement for the sale of the CSV Southern Ocean, announcing also a potential merger with PASSER Group to target high-growth offshore renewable energy market.

Photo of the construction support vessel (CSV) Southern Ocean (Courtesy of Oceanteam)
Construction support vessel (CSV) Southern Ocean (Courtesy of Oceanteam)

The vessel sale is made subject to customary conditions and is expected to be completed in April 2021, according to Oceanteam. After debt service, the sale of the vessel is expected to generate a positive cashflow for the joint venture with Bourbon Offshore, which owns the vessel.

In line with Oceanteam’s intention to bring focus on growing renewable energy and energy transition markets, the company has entered into a term sheet with its majority shareholders, Farvatn Private Equity, and Melesio Invest, regarding the intention to pursue a combination with PASSER Group, whereby all the shares in PASSER are transferred to Oceanteam against consideration shares in the company.

In order to strengthen the combined group going forward, Oceanteam said it intends to carry out a private placement of new shares raising gross proceeds of up to NOK 125 million (€12.3 million), of which NOK 80 million (€7.9 million) will be underwritten.

The subscription price in the private lacement is expected to be NOK 3.00 per share, according to Oceanteam.

The intention of the parties is to reach a final agreement for the transaction during the second quarter of 2021, and complete the transaction and the private placement no later than during the third quarter of 2021.

The combined company

Rapid electrification will transform the energy mix by 2050 and drive significant investments in offshore connectivity infrastructure, according to Oceanteam.

The combination of Oceanteam and PASSER will create a provider of mission-critical solutions for handling of large offshore cables with a strong value proposition to clients and an attractive platform for further growth.

The combined company will have a comprehensive offering covering all phases of the offshore cable lifecycle, a fully integrated value chain, strong and recurring client base with an offshore renewable focus and attractive organic and strategic growth prospects, according to Oceanteam.

The overall strategy of the combined company will be to continue the transition from fossil to renewable with a strategic focus on the high-growth offshore renewable market.

Further, the combined company expects to drive industry consolidation in combination with accelerated international growth with focus on Europe, Asia and the US.

On behalf of the entire board of Oceanteam, the chairman Keesjan Cordia, together with  the chairman of PASSER, Tore Hopen, have expressed their strong commitment and enthusiasm to the transaction that will position the combined company well into the offshore renewable and clean energy megatrend.

Oceanteam is being advised by ABG Sundal Collier for financial, and Advokatfirmaet Thommessen for legal matters in this transaction.