Dockwise and Boskalis Reach Merger Agreement

Heavy lift transport firm Dockwise reports quite a bit of positive news today.

Their Board of Directors reached an agreement today with executives from Boskalis regarding the merger of their two respective companies.  Boskalis accepted the recommendation by Dockwise for the mandatory cash offer by Boskalis of EUR 18.50 / NOK 137.65 per share cum dividend for all of the issued and outstanding common shares in the capital of Dockwise.

Dockwise was clear in stating that they believe this merger to be in the best interests of their company.  Considering there is very little overlap between the businesses, they also note that the merger of the two businesses will open up a more diverse range of career opportunities for employees of both companies.

The merger has also been extremely good for shareholders.  Since Boskalis’ announced their intentions on 26 November 2012, shares of Oslo-traded DOCK have shot up from NOK 74.5 to NOK 137.

André Goedée, CEO of Dockwise on the Offer and the Combination:

“From the outset, the Dockwise board has identified strategic merit in a combination with Boskalis, building on Dockwise’s strategy. The understanding confirmed between the CEO’s ensures the best and most efficient plan for the combination, we are pleased to recommend the offer. The Dockwise team looks forward to becoming part of the Boskalis group and with minimal operational overlap between our companies, we foresee a swift integration. I am confident that the combined expertise, uniquely available within Dockwise and Boskalis, will be successful in offering a broad integrated range of premium services to our current and future clients.”

Peter Berdowski, CEO of Boskalis was also quite pleased with the outcome:

“We welcome the unanimous support from the Board of Dockwise for the combination of our two companies. It is clear that all involved strongly believe in the business rationale of the combination. Together we will create a leading global provider of maritime services, well-positioned for the Offshore Energy market. We have already started to share ideas on our common way forward and look forward to welcoming our new Dockwise colleagues into Boskalis, building the winning team and creating new horizons.” 

Dockwise also reported FY 2012 earnings today:

Strategic Highlights

On 1 November 2012, the Type 2 Heavy lift transport vessel M/V Finesse was delivered to Dockwise and the White Marlin Type 1 new build contract (conversion from Fathom) was confirmed. This newbuild contract was in lieu of converting the Black Marlin into a Type 1 vessel as previously announced.

Financial Highlights FY 2012

·         Revenues of USD 539 million (2011: USD 399 million);
·         Adjusted EBITDA of USD 181 million (2011: USD 135 million);
·         Operating margin of 32% (2011: 34%);
·         Adjusted net profit of USD 40 million (2011: USD 2 million);
·         Cash flow generated from operating activities of USD 152 million (2011: USD 173 million);
·         74% vessel utilization (2011: 68%);
·         CAPEX of USD 232 million (2011: 154 million).

In addition, the world’s only Type 0 heavy lift vessel, the Dockwise Vanguard, was delivered on 31 January 2013 and has successfully loaded its first cargo, the Jack / St Malo semi-submersible floating production facility at Samsung Heavy Industries.

Mr Goedée commented on the company’s year end results:

“Dockwise is proud of its performance in 2012. We have delivered good growth for the year and chalked up some impressive operational milestones. In Fairstar, we completed a difficult acquisition and have conducted a successful harmonious integration.

As we prepare to merge with Boskalis, I would highlight our major achievements in the five years since IPO. From a commodity sea haulage business, we have built the oil & gas services provider our clients need. We have maintained leadership in our core heavy marine transport business while successfully developing two further commercial pillars: transport & installation and logistics management.

From an original fleet of 11, we have grown Dockwise to 25 vessels, converting and building ships to reflect the evolution of the energy industry offshore as ever larger structures require moving and installing in ever more remote places. We have led and consolidated our own industry, and year on year set records for the largest and most difficult tasks.

We continue to see an outstanding commercial opportunity to develop the services we pioneered for decades to come. With the support of a larger group, we will now accelerate our business in scope and scale to satisfy global client demand.”