Endúr : Endúr ASA merges with Oceano AS and becomes a leading marine service provider

The Board of Directors of Endúr ASA ('Endúr') has entered into a letter of intent with the shareholders of Oceano AS ('Oceano') on a merger of Endúr and Oceano. The transaction is intended to be completed as a merger, with Endúr as the acquiring entity, with settlement Endúr shares at a 50/50 exchange ratio.

Oceano is a newly established group comprising the companies ØPD AS ('ØPD') and Installit AS ('Installit') including subsidiaries. Oceano is a leading player within its focus areas, and provides complete infrastructure solutions in marine environments, focusing on the engineering and installation of subsea pipelines / cabels for aquaculture, water & sewage and energy. The group also offers engineering solutions and delivers polyethylene structures for use in marine environments.

A key part of Endur's strategy is profitable growth through consolidation and acquisitions. The agreement with Oceano is the first step. The markets for marine services are growing, and there are great opportunities for Endúr to take a leading position in a fragmented sector.

In 2019, Oceano with just over 130 employees, generated revenues close to NOK 300 million and an adjusted EBITDA of NOK 16 million. Øivind Horpestad, founder and former general manager of the NRC Group is today chair of the board in Oceano and is intended for the position as Chairman of the Board of Endúr ASA. Together with key Installit-employees, the investors Arne Blystad (Songa Investments), Ketil Skorstad (Tigerstaden Marine) and Kristian Lundkvist (Middelborg Invest) are major owners in Oceano.

Endúr is planning a share issue to provide the merged company with a good capital base for further consolidation, in addition to ensuring sound financing related to today's working capital needs. Major shareholders in Endúr and Oceano have signalled willingness to participate in the share issue, including contributing as guarantors. The company will provide further details regarding the share issue as soon as necessary clarifications are available.

The letter of intent has been board approved in both companies and has support from more than 2/3 of the shareholders in each of the companies. A mutual due diligence has been initiated, which must be carried out before final agreements and decisions. The transaction is expected to be completed in Q3 2020.

'Oceano provides Endúr with solid expertise and strong operations in marine services. Together with the group's already well-established businesses, Endúr becomes a leading marine contractor and service provider ', says Hans Petter Eikeland, CEO of Endúr ASA.

'The transaction strengthens an already profitable core business in Endúr while at the same time providing us with a significant increase in activity and complementary expertise. Oceano is already well established in the market place. With this acquisition, we gain a clear direction for Endúr by focusing on marine infrastructure where existing markets such as aquaculture and renewable energy are becoming increasingly important to us. The acquisition is expected to generate significant synergies and open up new markets and future growth opportunities', Eikeland points out.

Chair of the board Øivind Horpestad in Oceano is also expecting a great potential in the upcoming transaction.

'Oceano has a strategic goal being a consolidator within its existing business areas. By allowing Oceano to become a part of Endúr, we form a strong foundation with opportunities for further growth also towards new geographical areas», says Horpestad.

Contacts:

Hans Petter Eikeland, CEO of Endúr ASA, tel: [phone]

Øivind Horpestad, Chairman of the Board of Oceano AS, tel: [phone]

Ivar-Andreas Monefeldt, CEO of Oceano AS, tlf [phone]

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