Aker Carbon Capture Announces Agreement to form Joint Venture with SLB
The new company will combine technology portfolios, expertise and operations platforms to bring carbon capture solutions to market, faster and more economically.
Bringing together complementary technology portfolios, leading process design expertise and an established project delivery platform, the partnership will leverage ACC's commercial carbon capture product offering and SLB's new technology developments and industrialization capability. It will create a vehicle for accelerating the introduction of early-stage technologies into the global market on a commercial, proven platform. Following the transaction, SLB will own 80% of the combined business and ACC will own 20%.
"The decision to combine ACC and SLB's carbon capture business is underpinned by a strategic vision that reflects our commitment to accelerate the industrial adoption of carbon capture," said
The transaction is subject to regulatory approvals and is expected to close by end of the second quarter, 2024.
Transaction details
At closing, SLB will pay
The performance-based payments will be subject to the achievement of certain milestones, order intake and margin targets. The payments will be due when certain targets are met in the period 2025 to 2027, weighted towards the end of the period upon finalization of the financial statements for 2027. The performance-based payments will carry a market-based interest rate from the date of closing until the date of payment.
ACCH will pay
The cooperation between ACC and SLB as shareholders of the combined business, will be governed by a shareholders' agreement. This will, inter alia, provide for board representation and certain other governance and minority protection rights for ACC, for SLB to finance the realization of the business plan by shareholder loans and for the possibility for ACC to sell its 20% stake in the combined business in the future.
After a lock-up period of three years, ACC will be entitled to sell its stake in ACCH to SLB during a period of six months (put option). The put option price will be based on the fair market value of the combined business with a floor equal to the purchase price agreed for ACCH as set out above (on a per share basis, and not including any performance-based payments) corresponding to approximately
Advisors
SEB is acting as financial advisor, BAHR as deal counsel and Wikborg Rein as governance counsel to ACC.
CONTACT:
Media contact:
Investor contacts:
tel: +1 (713) 375-3535, email: investor-relations@slb.com
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