Zaliv Acquires Majority Share in Bergen’s Shipbuilding Division

Bergen Group ASA has today entered into a Share Purchase Agreement for the group’s Shipbuilding Division with JSV Zaliv Shipyard, Ukraine (Zaliv), one of the leading hull construction shipyards in Central and Eastern Europe.

For a purchase price of USD 18.2 million, Zaliv will acquire 51% of the shares in a newly incorporated company which will own all of Bergen Group’s shipbuilding assets, other than existing projects, which will remain with Bergen Group.

Zaliv was established in 1938. It is situated on the shore of the Kerch Strait, between the Black Sea and the Sea of Azov in Ukraine. It has a strong track record, especially with regards to building high quality hulls for the oil and gas industry in past 6 years. Zaliv has its own design bureau – Zaliv Ship Designer. In 2012, it constructed 6 highly outfitted hulls, repaired 35 vessels and exported its products to customers in the Netherlands, Norway and other countries.

The new Company will strengthen its international market position based on an improved financial platform, stronger product portfolio, complementary knowledge and increased capacity throughout the entire production process.

“Bergen Group is excited to bring the Group’s shipbuilding activities to a new level. The new constellation brings in a strategic partner that will considerably strengthen both the control of the value chain from basic design, detailed engineering and hull construction to final delivery of the vessels.The new Company will have a strong position for international competitiveness and future growth”, CEO Asle Solheim in Bergen Group ASA comments.

“The complementary fit between the two entities makes us very confident that the new Company will play an important role as a leading international shipbuilder for advanced vessels in the future“, CEO Asle Solheim in Bergen Group ASA points out.

Mykola Kuzmenko, Chairman of the Supervisory Board of Zaliv, states in a comment: “We are delighted to be joining forces with Bergen Group which provides Zaliv with an exciting opportunity to expand its market reach. Together, the new company will become a significant and competitive player within various segments of the shipbuilding market.”

Completion of the transaction is contingent upon i.a. different consensus from third parties, anti-trust approvals and other customary closing conditions. Completion is expected to take place before year end 2013. On completion of the transaction the two shareholders will contribute in aggregate NOK 50 million in working capital to the new Company ensuring a sound capital base for further expansion. Furthermore a hull construction financing facility of up to USD 40 million, available as from today, has been provided by for the company.

Fearnley Securities has acted as financial advisor for Bergen Group in the transaction.

The Zaliv Shipyard is one of the leading shipyards in Central and Eastern Europe. The fully integrated and modern shipyard specializes in commercial shipbuilding, building of vessels for the oil and gas industry, manufacturing of offshore structures and products of ship machine building.

[mappress]
Press release, July 19, 2013