First Reserve Corporation to Acquire CHC Helicopter Corporation For Canadian $3.7 Billion in Largest-Ever Oilfield Services Buyout
Parties:
>First Reserve is the world's leading private equity firm in the energy industry. The firm is currently investing its most recent fund which closed in 2006 at approximately US $8 billion. Throughout its 25-year history, First Reserve has developed a strong franchise of investing exclusively in the energy industry, utilizing its broad base of specialized industry knowledge. First Reserve believes that strategic diversification across a wide range of energy industry sectors has been a major contributor to the long-term, superior investment record achieved by the First Reserve Funds across economic cycles.(http://www.frcorp.com/)
>CHC is the world's largest provider of helicopter services to the global offshore oil and gas industry, with aircraft operating in more than 30 countries worldwide, and regional headquarters in Aberdeen, Scotland, Stavanger, Norway and Vancouver, Canada. (http://www.chc.ca/)
Under the terms of the transaction, an affiliate of the First Reserve fund will acquire all outstanding Class A Subordinate Voting Shares and all of the outstanding Class B Multiple Voting Shares of CHC for Canadian $32.68 per Class A Share and Class B Share for an aggregate consideration of approximately Canadian $1.5 billion.
>Expected Closed:
2Q 2008
>Termination fee:
CHC to pay 38.5 millon CAD or First Reserve to pay 61.4 million CAD
>Notes:
The transaction will require the approval of two-thirds of the votes cast by holders of outstanding Class A Shares (1 vote per share), Class B Shares (10 votes per share) and ordinary shares (1 vote for every 10 shares), voting together as a single class.