Teekay Offshore Partners has entered into an agreement and plan of merger with Brookfield Business Partners, and certain of its affiliates and institutional partners.
According to the deal, the Brookfield Consortium will acquire all of the outstanding publicly held common units representing limited partner interests of the partnership not already held by the Brookfield Consortium in exchange for USD 1.55 in cash per common unit.
The cash consideration represents an increase of USD 0.34, or 28.1 percent, per common unit when compared to the closing price per common unit on May 16, 2019, immediately prior to Brookfield’s initial offer and a premium of USD 0.39 to the USD 1.16 closing price per common unit on September 30, 2019.
As an alternative to receiving the cash consideration, each unaffiliated unitholder will have the option to elect to receive one newly designated unlisted Class A Common Unit of the partnership per common unit.
The company’s conflicts committee, after consultation with its independent legal and financial advisors, unanimously approved the merger agreement and determined that the transaction contemplated thereby “was advisable and in the best interests of the partnership and the unaffiliated unitholders.”
The merger is expected to close in the fourth quarter of 2019 and is subject to satisfaction of certain customary conditions. Upon the closing of the merger, the common units will cease to be publicly traded.