Combination of Subsea 7 Renewables and OHT July 2021
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Forward-looking statements
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Transaction overview
- Seaway 7 ASA will combine:
- Subsea 7's Renewables business unit(1)
- OHT ASA
- Step one: Euronext Growth market
- OHT's Oslo listing retained
- Subsea 7 will own 72% and OHT shareholders will own 28%
- Retain financial, operational and strategic benefits of the wider Subsea 7 group
- Completion: October 2021(2)
- Step two: a view to transfer to the main board of Oslo Børs
- Subsea 7 to retain a majority stake
Seaway 7 ASA
(1) Excluding floating wind
(2) Subject to consultations, and corporate and regulatory approvals
Seaway 7 ASA - governance and management
- Board of Directors will comprise four directors nominated by Subsea 7 and one by OHT
- Chairman: Rune Magnus Lundetræ, currently Chairman of OHT, to be nominated as Chairman of Seaway 7 ASA for a minimum duration of two years
- CEO: Stuart Fitzgerald currently EVP Strategy and Alliances of Subsea 7, to be CEO of Seaway 7 ASA
- Torgeir Ramstad, currently CEO of OHT, and Steph McNeill, currently Subsea 7 EVP Renewables, will have executive roles in Seaway 7 ASA
- Further executive management appointments to be announced in due course
Seaway 7 ASA - financial structure
- OHT reported net debt of \$6 million at 31 March 2021
- OHT has commitments under its new build vessel program of approximately \$400 million
- Subsea 7 will contribute its Renewables business unit free of net debt/cash
- Subsea 7 will provide financial support for Seaway 7 ASA's working capital requirements
- It is anticipated that future capital expenditure will be met through operating cash flows and, if required, new debt facilities that may be supported by Subsea 7
Compelling strategic rationale
- Creating a listed, pure-play Renewables company
- Market-leading combination of assets, capabilities and track record
- Strength and breadth of services covering
- Standalone T&I, integrated and EPCI contract models
- Wind turbines, foundations, inner array cables, offshore substations
- Heavy transportation
- Utilising high-end, efficient assets to optimise installation
- Providing clients with vessel flexibility to reduce execution risk
- Scale to effectively reach growth markets in new geographies
- Future growth supported by attractive new build options
- Well positioned to capture an increased share of a high-growth market
Increasing share of a high-growth market
Subsea 7 Renewables overview
- Transport and installation (T&I), integrated T&I or EPCI
- Wind turbine foundations, offshore substations and inner array cables
- Assets:
- Two heavy lift vessels
- Two cable lay vessels
- One installation support vessel
- Offices: France, Germany, Netherlands, Poland, Scotland, Taiwan, US
- People: 500 onshore, 400 offshore
- Renewables backlog: \$1.8bn at 31 March 2021
- Key contracts: Seagreen, Hornsea II, HKZ, Kaskasi, Formosa 2, Chang Fang Xidao, Yunlin
OHT overview
- Five heavy transportation assets
- Two new build assets under construction:
- Alfa Lift foundation installation
- Vind 1 turbine installation
- Yard options for additional vessels
- Offices: Norway, Denmark, UK, US, Dubai, Singapore and China
- People: 65 onshore
- Renewables backlog \$150m
- Key contract: Dogger Bank foundation transport and installation
OHT - Alfa Lift
- Delivery H1 2022
- Custom-built offshore wind foundation installation vessel
- 'Smart Deck' capable of installing up to 14 monopiles or 12 jackets per voyage
- Monopile installation in DP mode
- 3000t crane and 10,000m2 free deck space
- Total build cost: \$300 million
- Outstanding: \$175 million
OHT - Vind 1
- Delivery 2023
- Self-propelled GustoMSC NG-14000XL-G jack-up
- 2,500t crane and 4,600m2 free deck
- Capable of installing future generations of offshore wind turbines and foundations
- Total build cost: \$255 million
- Outstanding: \$210 million
Seaway 7 ASA – resource base
- Experienced engineering and project management teams with a history of delivering large, complex developments
- Strong and balanced, modern fleet
- Fully integrated wind farm construction capabilities including installation of:
- Turbines
- Foundations
- Substations
- Inner array cables
Cable lay and support vessels
Heavy lift vessels
Jack-up
Heavy transportation vessels
Seaway 7 ASA – global reach
Seaway 7 ASA – offshore wind prospects
OHT's perspectives on the transaction
- Subsea 7´s Renewables business unit is an ideal partner for OHT
- OHT and Subsea 7 bring complementary strengths and market coverage to the combined unit
- Foundations: OHT and Subsea 7
- Cables: Subsea 7
- Substations: Subsea 7
- Turbines: OHT
- Heavy Transportation: OHT
- The only area of overlap is within foundations T&I where it is our view that the market, from 2024-25, will be particularly under-supplied and where Seaway 7 ASA will be a market-leader
- Whereas multi-contracting with T&I services seems to be a preferred contracting model by many clients, several projects will also be placed either as integrated T&I or EPCI in which OHT so far has been reliant on partnerships
The Subsea 7 Strategy
Subsea Field of the Future: Systems and Delivery
- Early engagement and partnerships
- Systems innovation and enabling products
- Integrated SPS and SURF
- Digital delivery of projects and services
Energy Transition: Proactive Participation
- Renewables offshore wind
- Oil and gas lower carbon developments
- Emerging energy new markets and opportunities
- Operations sustainable and efficient
Timeline
- 8 July 2021 announcement
- Q3 2021 relevant filings and employee consultations
- End Q3 2021 transaction completed, subject to relevant consultations, filings and shareholder approvals
- 1 October 2021 launch of Seaway 7 ASA