Teekay Offshore Partners Announces Completion of Its Acquisition by Brookfield, Changes to Board of Directors and Plan to Rebrand as Altera Infrastructure
HAMILTON, Bermuda, Jan. 23, 2020 (GLOBE NEWSWIRE) -- Teekay Offshore Partners L.P. (Teekay Offshore or the Partnership) announced that, effective January 22, 2020, Brookfield
Business Partners L.P., together with certain of its affiliates and institutional partners (collectively, the Brookfield Consortium), has completed its acquisition by merger (the
Merger) of all of the outstanding publicly held and listed common units representing limited partner interests of the Partnership (common units) held by parties other than the
Brookfield Consortium (unaffiliated unitholders) pursuant to the agreement and plan of merger (the Merger Agreement) among the Partnership, Teekay Offshore GP L.L.C. (TOO
GP), the general partner of the Partnership, and certain members of the Brookfield Consortium.
The Partnership also announced today certain changes to the Board of Directors and that following the closing of the Merger and the completion of the Partnership’s separation from Teekay Corporation, the Partnership plans to change its name to Altera Infrastructure L.P. and to rebrand its consolidated group of companies under the new umbrella of Altera Infrastructure.
Completion of Acquisition by Merger
Under the terms of the Merger Agreement, common units held by unaffiliated unitholders were converted into the right to receive $1.55 in cash per common unit (the cash consideration), other than common units held by unaffiliated unitholders who elected to receive the equity consideration (as defined below). As an alternative to receiving the cash consideration, each unaffiliated unitholder had the option to elect to forego the cash consideration and instead receive one newly designated unlisted Class A Common Unit of the Partnership per common unit (the equity consideration). The Class A Common Units are economically equivalent to the common units held by the Brookfield Consortium following the Merger, but have limited voting rights and limited transferability.
As a result of the Merger, the Brookfield Consortium owns 100% of the Class B Common Units, representing approximately 98.7% of the outstanding common units of the Partnership. 100% of the Class A Common Units, representing approximately 1.3% of the outstanding common units of the Partnership as of the closing of the Merger, are held by the unaffiliated unitholders who elected to receive the equity consideration in respect of their common units.