Boskalis has announced its intention to acquire heavy-lift and transportation specialist Dockwise for a total consideration of EUR 682 million ($883,8 million).
Boskalis has said that the combination of the two companies provides new strategic opportunities for accelerated growth of the offshore services. The addition of Dockwise’s activities to the Boskalis group will create a service provider with an extensive package of services for clients in the oil and gas sector. The new combination will be in a better position to serve clients with the optimal deployment of people and equipment under increasingly complex circumstances worldwide. Combining the vessels of Dockwise with the project management expertise and engineering know-how of Boskalis will also enable a fast track implementation of the strategic ambition to execute Transport & Installation (T&I) projects. The two companies are currently jointly tendering for a large T&I project in Australia. Furthermore, Boskalis sees potential for a broader deployment of the vessels of Dockwise within the group for the benefit of dredging, offshore and salvage projects. The acquisition will lead to a strong increase of the EBITDA and will be earnings per share accretive, says Boskalis in a press release.
Peter Berdowski, CEO Boskalis says: “Combining Boskalis and Dockwise offers advantages and new opportunities for both companies. The combination creates a world class maritime player, well positioned for the offshore energy market. This step fits in our growth strategy aimed at broadening our service offering for clients in the oil and gas sector. We are convinced that the addition of Dockwise to our group will structurally create value, as we have also demonstrated with SMIT. Furthermore, the addition will result in a strong increase of our EBITDA.”
Based on the offer price of EUR 17.20 per ordinary share in cash (cum dividend), the offer values Dockwise at EUR 682 million with an enterprise value of approximately EUR 1.2 billion.
André Goedée, CEO of Dockwise, comments on the developments: “This unsolicited approach for our Company has arrived not only during a phase of successful strategic development, but also during a period of intense tendering in the upstream arena. With the strategic acceleration in logistic management and the addition of new vessels, such as the Dockwise Vanguard and the Dockwise White Marlin, the Company is well positioned in the Oil and Gas upstream and downstream environment. From this position the Company is well suited to manage its next steps on a standalone basis.”
He added: “The medium term outlook in the Oil and Gas upstream and downstream environment clearly emphasises that there will be opportunities to establish new backlog records for Dockwise in the near future. Our position built in our individual markets, on top of our unrivalled leadership in Heavy Marine, Transport, leads to the conclusion that any offer made for the Company should fully reflect our strong market position and should clearly serve the interests of the Company as a whole, including all our shareholders, as well as our employees, clients and other stakeholders.”
According to the press release issued by Boskalis, the main shareholder of Dockwise, HAL Investments B.V., has expressed its support for the transaction and has irrevocably committed to tender its shares in Dockwise under the intended offer. Therefore, 31.7% of the outstanding ordinary shares is already committed to the intended offer.
Boskalis and Dockwise have had initial discussions with respect to the proposed transaction, in which Dockwise expressed a positive attitude towards the strategic rationale of the proposed business combination. Boskalis fully appreciates that the Dockwise Board of Directors will need to evaluate all components of the proposed transaction before taking a definitive position in respect of the intended offer. Boskalis has invited Dockwise to meet at short notice with a view to further discuss the proposed offer in order to come to a transaction that is supported and recommended by the Board of Directors of Dockwise.
Boskalis anticipates that a formal offer can be presented to Dockwise’s shareholders in the course of the first quarter 2013.
November 26, 2012