
Oceaneering International Inc. has entered into a definitive agreement to acquire AGR Field Operations from AGR Group ASA for $240 million including acquired debt.
AGR FO is Norway’s largest asset integrity management service provider for pipelines, offshore production platforms, and onshore facilities.
The deal is expected to close this quarter, subject to approval by the Norwegian Competition Authority. Oceaneering intends to fund the deal through cash ($166 million as of 3Q11) and availability under its credit facility ($300 million as of 3Q11).
The deal is expected to add $200 million in revenue, $25 million of EBITDA, $20 million of EBIT and $10 million in net income in 2012, according to a November 23 note to investors from Global Hunter Securities, which implies a 9.6x EBITDA multiple.
Global Hunter Securities analysts are increasing 2012 EBITDA and EPS estimates to $588 million and $2.60, up from $262 million and $2.50, respectively. “ Assuming it can continue to grow revenues near 11% year over year and maintain 13% EBITDA margins, we are increasing our 2013 EBITDA and EPS estimates to $686 million and $3.12, up from $660 million and $3.00, respectively.”
The deal, say the analysts, “roughly doubles Oceaneering’s inspection business with AGR FO’s position in Norway, and its unique subsea technology complements OII’s ROV fleet. We also wonder if AGR FO’s relationship with Statoil will benefit OII’s other businesses and overall exposure in the N. Sea (i.e. business synergies). With that said, Inspection is among the lowest margin segments in the company (12.4% margins in 3Q11), and EBIT margins for AGR appear to be a bit lower at ~10%. The multiple (9.6x 2012E EBITDA) is high and guided accretion is modest (~4%), which likely sets the deal up for investor scrutiny.”





