Eidesvik Offshore og CGG selger fem seismikkskip til Shearwater (GC Rieber Shipping)

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EIOF - Update regarding seismic joint venture Global Seismic Shipping AS

Eidesvik Offshore ASA ("Eidesvik", or the "Company"), CGG Marine Resources Norge AS ("CGGN") and CGG have agreed on a term sheet for a transaction whereby CGG is contemplating to acquire Eidesvik's 50% ownership share in Global Seismic Shipping AS ("GSS"). CGG has in turn entered into a memorandum of understanding with Shearwater GeoServices Holding AS ("Shearwater") for transactions in which a sale of all shares in GSS from CGGN to Shearwater is a part.*

As consideration for Eidesvik's shares in GSS, CGGN and Eidesvik have agreed that Eidesvik shall receive from CGGN an undisclosed number of shares in Shearwater ("Consideration Shares"). CGG and Eidesvik have agreed on a put option for Eidesvik at US$ 30 million for these Consideration Shares for a period of up to 36 months after closing of the transaction. Closing is expected before year end 2019. The term sheet has customary closing conditions, including, but not limited to, consent from banks, approval from relevant board of directors, and closing of the transactions agreed between Shearwater and CGG.

In a statement, Jan Fredrik Meling, CEO of Eidesvik Offshore ASA, said "The agreement will, when completed, mark the end of a 22 year partnership with CGG, and also the beginning of Eidesvik's role as a shareholder in Shearwater. We have been impressed with what Shearwater has been able to build over a very short period of time, and we look forward to taking part in Shearwater's future path as a shareholder in the company.
 
GC Rieber Shipping: Shearwater signs binding term-sheet with CGG for high-end seismic vessels and creation of global leader in streamer technology

GC Rieber Shipping: Shearwater signs binding term-sheet with CGG for high-end seismic vessels and creation of global leader in streamer technology

GC Rieber Shipping ASA's 20% owned geoservices company Shearwater GeoServices Holding AS ("Shearwater") today signed a binding term-sheet with CGG S.A. (CGG) for a strategic partnership for marine seismic acquisition services and creation of a new streamer technology company.

The term-sheet covers the purchase of five high-end streamer vessels jointly owned by CGG marine Resources Norge AS and Eidesvik Offshore ASA by Shearwater, with mutual commitments of securing CGG access to strategic vessel capacity for future multiclient projects while securing Shearwater a commitment of cashflow and activity for multiple years. Additionally, the term-sheet covers the creation of a technology partnership, under the Sercel brand name and CGG's majority ownership, for the development, manufacturing, commercialisation and support of marine streamer seismic acquisition systems.

"We are very pleased to see Shearwater execute on its strategy as an industryleading, full service marine geophysical company with a solid financial and strategic platform", said Einar Ytredal, the CEO of GC Rieber Shipping. "The transaction will provide additional scale and critical mass to support Shearwater's global operations and continued investment in technology development to deliver the highest possible data quality to its customers."

The term-sheet includes agreements for a five-year utilization commitment for an annual minimum of two vessel-years over the period. The agreement for vessel capacity will ensure CGG access to strategic capacity for its future multiclient projects through Shearwater's global fleet of 16 high-end 3D vessels. Following this transaction Shearwater will have a fleet of 23 vessels, including three OBS MPVs and two dedicated source vessels.

At the same time, it will provide Shearwater with a guaranteed cash flow and activity level, resulting in a greatly improved visibility and more robust business models for both companies. The vessel acquisition will be a pure asset transfer, which will include the five high-end two additional legacy vessels. Shearwater will assume the net liabilities associated with the vessels at time of completion. Shearwater will also take over five complete streamer sets owned by CGG.

It is the intention of both companies to execute final transaction agreements before the end of June with closing planned before year-end. The final transaction agreements are subject to approval by lenders of Global Seismic Shipping AS (GSS), the ship-owning company jointly held by CGG and Eidesvik Offshore ASA, and a final agreement between CGG and Eidesvik Offshore ASA.

The completion of the transaction is subject to approvals by the competent authorities and other customary conditions in relevant countries, including work council consultation.
 
GC Rieber Shipping: Shearwater GeoServices completes strategic vessel

GC Rieber Shipping: Shearwater GeoServices completes strategic vessel transaction and long-term marine acquisition service agreement with CGG

Reference is made to the stock exchange notice on 4 June 2019, where it was announced that Shearwater GeoServices Holding AS (Shearwater) had signed a binding term sheet with CGG S.A. (CGG).

Today, Shearwater completed the strategic vessel transaction with CGG, including the takeover of five high-end seismic vessels. Furthermore, the five-year capacity agreement for marine seismic acquisition services between Shearwater and CGG became effective.

The transaction includes the five streamer vessels, and two legacy vessels, previously owned by CGG Marine Resources Norge AS and Eidesvik Offshore ASA, five complete streamer sets previously owned by CGG and a long-term capacity agreement granting Shearwater a guaranteed cash flow and activity level for a period of five years.

The capacity agreement includes a minimum commitment of two vessel-years annually over the agreed five-year period. This yields an attractive cash flow and activity level for Shearwater and ensures CGG access to strategic capacity for its future multiclient projects through Shearwater's global fleet of high -end 3D vessels.

Following the transaction, GC Rieber Shipping owns approximately 19% of the shares in Shearwater.

"Completing the transaction further increases Shearwater's scale and capabilities in line with the company's strategy" Einar Ytredal, CEO of GC Rieber Shipping, commented. "The capacity agreement represents significant long -term backlog for Shearwater and strengthens the company's financial and operational visibility."

This transaction is a pure asset transfer and Shearwater has at closing assumed the net liabilities associated with the vessels taken over. Following the transaction, Shearwater has a fleet of 23 vessels, including three OBS MPVs and two dedicated source vessels.

Preparations for the joint creation of a new streamer technology company continues with expected completion in the first half of 2020. The completion of this transaction is subject to approvals by the competent authorities and other customary conditios.
 
EIOF - Completion of sale of seismic joint venture Global Seismic Shipping AS

Reference is made to Eidesvik Offshore ASA's ("Eidesvik") stock exchange announcement and the separate announcements made by CGG SA ("CGG") and Shearwater GeoServices Holding AS ("Shearwater"), all dated June 4, 2019, regarding the sale of Global Seismic Shipping AS ("GSS"), the joint venture company owned 50/50 by Eidesvik and CGG Marine Resources Norge AS.

The sale of GSS to Shearwater was completed earlier today. As consideration for Eidesvik's shares in GSS, Eidesvik has received shares in Shearwater (the "Consideration Shares"). As previously announced, CGG and Eidesvik have agreed on a put option for Eidesvik at US$ 30 million for the Consideration Shares exercisable in a period of up to 36 months after closing of the transaction.
 
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