Oxbow enters into agreement to purchase 50.1 percent of Ovet Holdings
Europoort/Rotterdam, 30 April 2014
INCREASE IN HES’S STAKE IN ATIC SERVICES COMES A SIGNIFICANT STEP CLOSER
Yesterday evening, 29 April 2014, H.E.S. Beheer N.V. (HES Beheer) and ArcelorMittal signed the Sale and Purchase Agreement for the sale of ArcelorMittal’s 78% stake in logistics service provider ATIC Services S.A. (ATIC) to HES Beheer.
HES Beheer is currently holding 22% in ATIC and this transaction would give HES Beheer 100% ownership of ATIC.
The transaction is subject to usual conditions governing such transactions.
A share purchase agreement has also been signed for the sale by HES Beheer to Oxbow Coal B.V. (Oxbow) of a 50.1% interest in OVET Holding B.V. (OVET Holding). This transaction is also subject to the usual conditions governing such transactions.
The proposed increase of HES’s interest in ATIC will be funded partly with bank loans provided to HES Beheer by a consortium of banks comprising BNP Paribas, Rabobank Rotterdam and the Norwegian DNB Bank.
The shareholders’ approval of the proposed acquisition of ATIC and the related funding arrangements and the proposed sale of the above 50.1% in OVET Holding to Oxbow will be requested at an Extraordinary General Meeting of Shareholders of HES Beheer. The Netherlands Authority for Consumers & Markets will be notified of the proposed increase of HES Beheer’s interest in ATIC. Completion of the transactions is expected in June 2014.
It was announced on 3 April that HES Beheer had reached agreement in principle with ArcelorMittal and Manufrance B.V. (the latter a subsidiary of ATIC) on the acquisition of the 78% interest in ATIC held by ArcelorMittal and Manufrance. It was also announced that HES Beheer was engaged in exclusive negotiations with Oxbow on a transaction whereby Oxbow, conditional inter alia upon the ATIC transaction going ahead, would acquire a 50.1% interest in OVET Holding. Negotiations have continued in recent weeks between all the parties involved.
The proposed increase of HES Beheer’s interest in ATIC is consistent with its policy. ATIC is a logistics service provider with a presence in several countries (mainly in Europe) specialising chiefly in dry bulk storage and transhipment and inland shipping. ATIC has indirect interests in three well performing Dutch companies in which HES Beheer also has a stake, namely OVET Holding, OBA and EMO/EKOM. After completion of the proposed transactions, HES Beheer’s beneficial interests in these companies will increase as follows:
- OVET Holding: from 47.7% to 49.9%
- OBA: from 73.8% to 74.9%
- EMO/EKOM: from 36.6% to 57.0%
The transaction will also broaden HES Beheer’s international coverage.
The acquisition of all the ATIC shares held by ArcelorMittal and Manufrance will give HES Beheer 100% (indirect) ownership of OVET Holding. OVET Holding owns 100% of OVET B.V., 50% of OBA Group (the other 50% of OBA Group being held by HES), 75% of OVET Shipping and 67.5% of OVET Screening. To comply with competition law, completion of the ATIC transaction is conditional upon the sale to Oxbow of 50.1% of the shares in OVET Holding. The proceeds of this proposed sale will be used by HES Beheer to partly fund the planned acquisition of 78% of ATIC. HES Beheer will fund the rest of the purchase price with bank loans.
H.E.S. Beheer N.V.
For further information contact:
Corporate Communications & Community Relations
Oxbow Carbon LLC
1601 Forum Place, Suite 1400
West Palm Beach, FL 33401