ABL Group ASA: Acquisition of Brazilian engineering and design company

05 Dec 2024 07:00 CET

5 December 2024 – 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,” says 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, who are equally committed to
fostering the best engineering and design talent in our sectors,” says 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.

(ENDS)

For further information, please contact:

Investors and financial media:
Stuart Jackson, Chief Financial Officer, ABL Group ASA
Email: stuart.jackson@abl-group.com

Other media enquiries:
Endre Johansen, Corporate Communications AS
Telephone: +47 41 61 06 05
Email: endre.johansen@corpcom.no

About ABL Group
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 and gas
sectors. The group has offices in 43 countries worldwide and operates under four
brands: ABL, AGR, OWC and Longitude.

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