OSX CN and LLX Açu Enter Transaction Agreement

OSX Brasil S.A. (OSX), a Brazilian publicly held corporation which provides equipment and services to the offshore oil and natural gas industry, with integrated operations in shipbuilding, operation and maintenance services (O&M) hereby informs its shareholders and the market that:

Due to the current business restructuring of OSX and its subsidiary OSX Construção Naval S.A. (OSX CN) and with the purpose of preserving the installation project of the Açu Shipbuilding Unit (UCN Acu) in the Açu Superport Industrial Complex, OSX CN and LLX Açu Operações Portuárias S.A. (LLX Açu, a subsidiary of LLX Logística S.A.) celebrated an instrument (Transaction Agreement), by which the parties agreed, among other things, to:

• reduce the surface rights over the area provided by LLX Açu to OSX CN, with the return of the corresponding reduced area to LLX Açu;
• proportionally reduce the monthly payment to be made by OSX CN to LLX Açu related to the right to use the assigned area; and
• relieve OSX CN from CAPEX obligations, notably the obligation to apportion costs and investments related to the civil works at the access canal and the breakwater at TX2 terminal.

The obligations entered into by the parties in the Transaction Agreement are subject to certain precedent conditions, among them the approval from the Caixa Econômica Federal, Fundo da Marinha Mercante (the Brazilian Marine Maerchant Fund) and Banco Nacional de Desenvolvimento Econômico e Social (the Brazilian National Economic and Social Development Bank), according to the current long-term funding agreements.

The Transaction Agreement definitions will allow OSX to establish the correct sizing of UCN Açu aiming at the development of new partnerships and the implementation of its business plan, which was updated and released to the market in May 2013.

OSX will maintain its shareholders and the market properly informed about this transaction.

[mappress]

Press Release, November 11, 2013