ABL Group has entered into an agreement to acquire 100 percent of the shares in Brazil-based naval architecture and engineering consultancy, Proper Marine, which will be merged with ABL Group’s design and engineering arm, Longitude.
The acquisition will expand the Group’s technical centre of excellence in design and engineering for maritime and offshore energy construction and operations.
“We are delighted to welcome Proper Marine into ABL Group. This transaction will significantly increase our global expertise in design and engineering and enhance our local capacity to support the Americas. Proper Marine’s services are highly complementary to that of our own design house, Longitude, enabling us to bring design solutions to more clients and in more markets. Furthermore, this transaction reflects ABL Group’s commitment to the Brazilian market, following the in-country growth of our marine and renewable energy branches ABL and OWC. Recognising the strategic significance of the country’s maritime and energy sectors, the expansion of local design capabilities was the logical next step, and we are thrilled to do this together with Proper Marine.”
Reuben Segal, CEO of ABL Group
ABOUT PROPER MARINE
Proper Marine was founded in 2010 with a vision to bring Brazil’s engineering excellence to support naval and offshore markets globally. In addition to Brazil, Proper Marine currently works on projects in a further nine countries, including the USA, Senegal, Spain, Portugal, China and others.
“This move fully aligns with our founding mission – as part of ABL Group and together with Longitude, we have the opportunity to accelerate our goal of taking Brazilian engineering excellence to the world. By merging with Longitude, we are synergising two like-minded design houses, who are equally committed to fostering the best engineering and design talent in our sectors.”
Bernardo Xavier, Operations Director and Founder of Proper Marine
The company will expand ABL Group’s design and engineering capabilities with a team of 90+ professionals and a track-record of more than 1,600 projects.
The acquisition will strengthen ABL Group’s offering in both Brazil and the wider Americas within vessel design and conversion, asset integrity management and life extension, and marine and energy operations engineering.
In addition to this, Proper Marine brings significant expertise in floating production storage and offloading (FPSO) vessels, enhancing the Group’s overall capabilities in this segment.
STRATEGIC RATIONALE
This deal will unlock greater opportunity for Proper Marine to scale up its current operations and services on a global scale, with access to Longitude’s geographical footprint and notably in North America.
The integration will consolidate two almost equal sized teams to create an even stronger international design and engineering house. As such, it will further enhance both companies’ exposure to larger design projects and the FPSO sector.
It will also open greater opportunity for professional development of staff on both sides of the transaction.
The acquisition will further strengthen Proper Marine’s offering in vessel design, opening up Longitude’s intellectual property (IP) of 100+ vessel designs.
In addition, being part of Longitude will support Proper Marine in transitioning some of its expertise to increasingly support renewable energy and energy transition design and engineering.
“This deal will open opportunities for our team to gain greater exposure internationally, and in new areas, like in renewable energy development. It will better position us to play a key role in the development of Brazil’s great potential in wind energy, solar PV and hydrogen, whilst increasing our platform to market in North America.”
Hugo Jordão, Business Development Director of Proper Marine
“Together Proper Marine and Longitude will be able to expand our offering to bring value to more clients in the Americas, whilst unlocking new opportunities for staff development. Lastly, and importantly, the deal reflects our mutual commitment to growing in the important Brazilian market. I am certain that this will benefit current and new clients in both existing and new sectors.”
ABL Group (OSE: ABL Group ASA – ticker code “ABL”) is a leading independent global consultancy delivering energy, marine, engineering and digital solutions to drive safety and sustainability in renewables, maritime and oil & gas sectors. The group has offices in 39 countries worldwide and operates under four brands: ABL, OWC, Longitude and AGR.
ABL Group has entered into an agreement to acquire 100 percent of the shares in Brazil-based naval architecture and engineering consultancy, Proper Marine. The acquisition will expand the Group’s technical centre of excellence in design and engineering for maritime and offshore energy construction and operations.
“We are delighted to welcome Proper Marine into ABL Group. This transaction will significantly increase our global expertise in design and engineering and enhance our local capacity to support the Americas. Proper Marine’s services are highly complementary to that of our own design house, Longitude, enabling us to bring design solutions to more clients and in more markets. Furthermore, this transaction reflects ABL Group’s commitment to the Brazilian market, following the in-country growth of our marine and renewable energy branches ABL and OWC. Recognising the strategic significance of the country’s maritime and energy sectors, the expansion of local design capabilities was the logical next step, and we are thrilled to do this together with Proper Marine.”
Reuben Segal, CEO of ABL Group
Upon completion of the acquisition, Proper Marine will be merged with ABL Group’s design house, Longitude.
ABOUT PROPER MARINE
Proper Marine was founded in 2010 with a vision to bring Brazil’s engineering excellence to support naval and offshore markets globally. In addition to Brazil, Proper Marine currently works on projects in a further nine countries, including the USA, Senegal, Spain, Portugal, China and others.
“This move fully aligns with our founding mission – as part of ABL Group and together with Longitude, we have the opportunity to accelerate our goal of taking Brazilian engineering excellence to the world. By merging with Longitude, we are synergising two like-minded design houses, we are equally committed to fostering the best engineering and design talent in our sectors.”
Bernardo Xavier, Operations Director and Founder of Proper Marine
The company will expand ABL Group’s design and engineering capabilities with a team of 90+ professionals and a track-record of more than 1,600 projects. In 2023, Proper Marine delivered net revenue of USD 3.9 million (BRL 19.6 million, converted to USD at 2023 average BRL/USD of 0.2004) and adjusted EBITDA of USD 0.8 million (BRL 4.2 million).
The acquisition will strengthen ABL Group’s offering in both Brazil and the wider Americas within vessel design and conversion, asset integrity management and life extension, and marine and energy operations engineering. In addition to this, Proper Marine brings significant expertise in floating production storage and offloading (FPSO) vessels, enhancing the Group’s overall capabilities in this segment.
STRATEGIC RATIONALE
This deal will unlock greater opportunity for Proper Marine to scale up its current operations and services on a global scale, with access to Longitude’s geographical footprint and notably in North America.
The integration will consolidate two almost equal sized teams to create an even stronger international design and engineering house. As such, it will further enhance both companies’ exposure to larger design projects and the FPSO sector.
It will also open greater opportunity for professional development of staff on both sides of the transaction.
The acquisition will further strengthen Proper Marine’s offering in vessel design, opening up Longitude’s intellectual property (IP) of 100+ vessel designs.
In addition, being part of Longitude will support Proper Marine in transitioning some of its expertise to increasingly support renewable energy and energy transition design and engineering.
TRANSACTION DETAILS
Proper Marine is valued at an enterprise value of USD 4.0 million in the transaction. The purchase price will be settled with a combination of cash and up to 2,302,494 shares in ABL Group. Settlement of the consideration shares will take place through annual instalments over 5 years from the current date, subject inter alia to the sellers’ continued employment in ABL Group. Completion of the transaction is expected in January 2025.
ABL Group ASA (“ABL Group” or the “Company”) (OSE: ABL) initiated a share buyback program 19 November 2024 to repurchase up to 250,000 of the Company’s common shares in open market transactions on the OSE until the date the maximum number of shares have been repurchased. The repurchase will be conducted in the period from 19 November 2024 to 20 December 2024 or until the maximum number of shares have been repurchased.
For the period from and including 25 November through 29 November 2024, ABL Group purchased a total of 55,850 shares at an average price of NOK 9.58 per share. The transactions effected through the agreement with Arctic comprise all the transactions effected by or on behalf of ABL Group during the period.
Transaction overview:
Date
Aggregated daily volume (# of shares)
Weighted average price (NOK)
Total daily transaction value (NOK)
25.11.2024
16 250
9.38
152 120
26.11.2024
5 100
9.40
47 946
27.11.2024
15 400
9.53
146 740
28.11.2024
6 050
9.64
58 295
29.11.2024
13 050
9.96
130 041
Total earlier announced buy-back under the program
39 600
9.34
369 697
Program total
95 450
9.48
904 838
The issuer’s holding of own shares: 141,663
Following the completion of the above transactions, ABL Group owned a total of 141,663 of its own shares, corresponding to 0.11% of ABL Group’s share capital.
Appendix:
An overview of all transactions made under the Company’s buyback program and its agreement with Arctic Securities that have been carried out during the above-mentioned time period is attached to this report and available at www.newsweb.no.
ABL Group ASA (“ABL Group” or the “Company”) (OSE: ABL) initiated a share buyback program 19 November 2024 to repurchase up to 250,000 of the Company’s common shares in open market transactions on the OSE until the date the maximum number of shares have been repurchased. The repurchase will be conducted in the period from 19 November 2024 to 20 December 2024 or until the maximum number of shares have been repurchased.
For the period from and including 19 November through 22 November 2024, ABL Group purchased a total of 39,600 shares at an average price of NOK 9.34 per share. The transactions effected through the agreement with Arctic comprise all the transactions effected by or on behalf of ABL Group during the period.
Transaction overview:
Date
Aggregated daily volume (# of shares)
Weighted average price (NOK)
Total daily transaction value (NOK)
19.11.2024
11 800
9.38
110 672
20.11.2024
11 700
9.34
109 250
21.11.2024
15 500
9.30
144 147
22.11.2024
600
9.38
5 628
Total earlier announced buy-back under the program
0
0
0
Program total
39 600
9.34
369 697
The issuer’s holding of own shares: 85,813
Following the completion of the above transactions, ABL Group owned a total of 85,813 of its own shares, corresponding to 0.07% of ABL Group’s share capital.
Appendix:
An overview of all transactions made under the Company’s buyback program and its agreement with Arctic Securities that have been carried out during the above-mentioned time period is attached to this report and available at www.newsweb.no.
25 November 2024
For further information, please contact:
Investors and financial media
Stuart Jackson, CFO, ABL Group ASA Telephone: +971 4 3793612
ABL Group (OSE: ABL Group ASA – ticker code “ABL”) is a leading independent global consultancy delivering energy, marine, engineering and digital solutions to drive safety and sustainability in renewables, maritime and oil & gas sectors. The group has offices in 39 countries worldwide and operates under four brands: ABL, OWC, Longitude and AGR.
ABL Germany, based in Hamburg, will provide MWS services to support the offshore transportation and installation (T&I) campaign relating to the foundations, inter-array cables and wind turbine generators (WTGs). Its scope of work includes the provision of expert technical review and approval of documents, operations and vessels relating to the warranted assets.
“We are pleased to support Iberdrola in their construction of Germany’s all-important Windanker offshore wind farm. This follows on from ABL’s previous collaboration with Iberdrola in Germany on the Baltic Eagle project – reflecting our successful working relationship and the value we are able to bring to Germany’s growing offshore wind market. We are delighted to have the opportunity to continue applying our technical know-how and track-record in offshore wind to drive the continued expansion of Germany’s renewable energy generations.”
The Windanker project is a major offshore wind farm in Germany located in the Baltic Sea, located about 25 kilometres offshore. It consists of 21 15MW WTGs, with a combined capacity of 315MW. The installation activities are scheduled for 2025 and 2026, with project commissioning expected by the end of 2026.
In the German offshore wind market alone, ABL and its sister company OWC has a project involvement track-record of over 20 offshore wind farms and a combined capacity of over 9GW to date.
ABL is part of Oslo-listed ABL Group ASA.
*ABL Group defines a sizeable contract as between USD 1 million and USD 3 million.
ABL Group ASA (or the “Company”, ticker: “ABL”) has decided to initiate a share buyback program of up to 250,000 of its own shares, representing approximately 0.19% of the outstanding share capital in the Company.
The Company currently owns a total of 46,213 of its own shares, representing approximately 0.04% of the outstanding share capital in the Company.
The buyback program will be conducted in accordance with the authorization granted to the Board of Directors at the Annual General Meeting on 29 May 2024.
Under the share buyback program, shares may be acquired for a total maximum amount of NOK 5,000,000 and for a maximum of 250,000 shares.
The number of shares acquired per day shall not exceed 31,214 shares, corresponding to 25% of the average daily trading volume during October 2024.
The repurchase will be conducted in the period from 19 November 2024 to 20 December 2024 or until the maximum number of shares have been repurchased.
The purpose of the share buyback program is to fulfil obligations in connection with employee incentive programs and board remuneration. Any shares purchased will be held in treasury until used for the above purposes.
The buyback program will be managed by Arctic Securities AS, which will make its trading decisions in relation to the acquisition of shares independently of, and uninfluenced by, the Company.
The transactions will be conducted in accordance with the Market Abuse Regulation (EU) No 596/2014, Commission Delegated Regulation (EU) 2016/1052 and Euronext Oslo Børs’ Guidelines for buyback programs and stabilization dated February 2021.
The mining solutions provider utilises digital and automated technologies to create safer, more productive and sustainable mining operations on behalf of its customers. In addition, the company aims to apply this digital approach to its own operations. The client’s manufacturing site in Canada has therefore selected ABL’s asset integrity management unit to develop a bill of materials (BoM) and spare parts pilot project to streamline its inventory management processes through SAP, its computerised maintenance management system (CMMS).
This contract marks the expansion of ABL’s consultancy service to support mining industries. Currently, ABL primarily provides its services to the renewable energy, oil and gas, and maritime industries, however its solutions in AIM and energy transition can be applied to bring value to a wider pool of industries including manufacturing, healthcare, food and drink, among others.
This pilot project focuses on enhancing asset integrity management and inventory management practices, underlining the industry-agnostic capabilities of this service line.
ABL’s Calgary office will spearhead the project in collaboration with the client’s local team in Canada.
“Our local presence in Calgary has been pivotal in fostering a collaborative relationship with our client as we can leverage on-site support to enhance project outcomes. Diversifying our portfolio by expanding to the mining sector is exciting for us as our technology and AIM services can be applied to any industry. We look forward to delivering high-quality results and nurturing a strong working relationship with our client,”
says Afia McClenaghan, managing director of ABL’s asset integrity management team in Canada.
Our Canadian Asset Integrity Management team are based in Calgary and can support your business by offering invaluable advice and helping to implement a range of fully optimised asset management strategies including:
The shares in ABL Group ASA will be traded ex dividend NOK 0.40 as of today, 4 November 2024.
This information is subject to disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act and requirements under the EU Market Abuse Regulation.
This information is subject to disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act and requirements under the EU Market Abuse Regulation.
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