Teekay Offshore Announces Anticipated Closing Date for the Acquisition of its Publicly Held Common Units By Brookfield and In...
January 10 2020 - 1:09PM
Teekay Offshore Partners L.P. (Teekay Offshore or the Partnership)
(NYSE: TOO) today announced that it has notified the New York Stock
Exchange (NYSE) of the anticipated closing date of the
previously-announced transactions contemplated by that certain
Agreement and Plan of Merger, dated September 30, 2019 (the Merger
Agreement), by and among the Partnership, Teekay Offshore GP L.L.C.
(Partnership GP) and certain affiliates and institutional partners
of Brookfield Business Partners L.P. (collectively, the Brookfield
Consortium). The Partnership anticipates that the merger will close
on January 22, 2020 after the closing of markets.
In connection with the merger, holders of common
units representing limited partner interests in the Partnership not
already held by the Brookfield Consortium have until 12:00 a.m. New
York Time on January 14, 2020 to elect to receive one newly
designated unlisted Class A Common Unit of the Partnership per
common unit as an alternative to receiving $1.55 in cash per common
unit.
Upon the closing of the merger on the terms and
conditions set forth in the Merger Agreement, the Partnership will
be a wholly owned subsidiary of Partnership GP and certain
affiliates of the Brookfield Consortium. Following completion of
the merger, the common units of the Partnership will cease to be
listed on the NYSE and will be deregistered under the Securities
Exchange Act of 1934, as amended.
Forward Looking Statements
This press release includes statements that may
constitute forward-looking statements made pursuant to the safe
harbor provision of the Private Securities Litigation Reform Act of
1995. Although the Partnership believes that the expectations
reflected in such forward-looking statements are based on
reasonable assumptions, such statements are subject to risks and
uncertainties that could cause actual results to differ materially
from those projected. Further, the Partnership’s and the Brookfield
Consortium’s ability to consummate the proposed merger may be
influenced by many factors that are difficult to predict, involve
uncertainties that may materially affect actual results and that
are often beyond the control of the Partnership. These factors
include, but are not limited to, failure of closing conditions, and
delays in the consummation of the proposed transaction, as
circumstances warrant. Important factors that could cause actual
results to differ materially from the Partnership’s expectations
and may adversely affect the Partnership’s business and results of
operations are disclosed in Item 3 of the Partnership’s Annual
Report on Form 20-F for the year ended December 31, 2018, filed
with the SEC on February 28, 2019, as updated and supplemented by
subsequent filings with the SEC. The forward-looking statements
speak only as of the date made, and, other than as may be required
by law, the Partnership undertakes no obligation to update or
revise any forward looking statements, whether as a result of new
information, future events or otherwise.
About Teekay Offshore Partners L.P.
Teekay Offshore Partners L.P. is a leading
international midstream services provider to the offshore oil
production industry, primarily focused on the ownership and
operation of critical infrastructure assets in offshore oil regions
of the North Sea, Brazil and the East Coast of Canada. Teekay
Offshore has consolidated assets of approximately $5.2 billion,
comprised of 58 offshore assets, including floating production,
storage and offloading units, shuttle tankers (including seven new
buildings), floating storage and offtake units, long-distance
towing and offshore installation vessels, and a unit for
maintenance and safety. The majority of Teekay Offshore’s fleet is
employed on medium-term, stable contracts.
Teekay Offshore’s common units and preferred
units trade on the New York Stock Exchange under the symbols “TOO”,
“TOO PR A”, “TOO PR B” and “TOO PR E”, respectively.
For Investor Relations enquires
contact:
Jan Rune Steinsland, Chief Financial OfficerTel:
+47 97052533Website: www.teekayoffshore.com
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