SEACOR Marine forms new JV in Brazil to acquire UP Offshore
SEACOR Marine Holdings Inc. announced the acquisition of UP Offshore (Bahamas) Ltd. (“UP Offshore”) by a new joint venture company that is 49% owned by a subsidiary of SEACOR Marine and 51% owned by a subsidiary of Proyectos Globales de Energía y Servicios CME, S.A. de C.V. (“CME”). UP Offshore is a leading provider of offshore support vessel services to the energy industry in Brazil, the largest regional market in Latin America. Of UP Offshore’s 14 vessel fleet, 12 vessels are located in Brazil and registered under the Brazilian flag. Nine are platform supply vessels, four are ROV support vessels and one is an offshore terminal vessel.
The equity of UP Offshore was acquired for nominal consideration and its debt was refinanced with approximately $95 million of new indebtedness composed of:
$70 million in the form of a new six-year debt facility provided by UP Offshore’s existing lenders. The new facility is non-recourse to SEACOR Marine and CME or any of their respective subsidiaries;
A $15 million loan to UP Offshore from Mantenimiento Express Marítimo, S.A.P.I. de C.V. (“MEXMAR”), an existing joint venture in Mexico between affiliates of SEACOR Marine and CME. This loan will be used to fund capital expenditures on two vessels in the UP Offshore fleet that have been awarded firm contracts of employment in Brazil. Except under certain limited circumstances, this loan is senior to the new bank facility in right of payment; and
A $10 million loan from the new joint venture company of SEACOR Marine and CME to fund working capital requirements of UP Offshore. This loan is subordinate to the new bank debt facility and will be funded with an approximate $5.0 million capital contribution from subsidiaries of each of SEACOR Marine and CME.
DNB Markets, Inc. acted as advisor to MEXMAR in this transaction. Clarksons Platou Securities AS acted as advisor to UP Offshore.
SEACOR Marine provides global marine and support transportation services to offshore oil and natural gas and windfarm facilities worldwide. SEACOR Marine and its joint ventures operate a diverse fleet of offshore support and specialty vessels that deliver cargo and personnel to offshore installations; handle anchors and mooring equipment required to tether rigs to the seabed; tow rigs and assist in placing them on location and moving them between regions; provide construction, well workover and decommissioning support; and carry and launch equipment used underwater in drilling and well installation, maintenance and repair. Additionally, SEACOR Marine’s vessels provide accommodations for technicians and specialists, safety support and emergency response services.