Vitol Investment Partnership Acquires MISC's Shareholding In VTTI B.V.

  • M&A Deals
  • 09.11.2015 12:00 am

VTTI Energy Partners LP (NYSE: VTTI) (the "Partnership") has been informed by VTTI B.V. that Vitol Investment Partnership Limited ("VIP"), an investment vehicle sponsored by Vitol Holding B.V. ("Vitol"), which indirectly owns 50% of VTTI B.V., has acquired MISC Berhad's ("MISC") indirect 50% shareholding in VTTI B.V for cash consideration of $830 million(the "Acquisition").  VIP has acquired the shares through VIP Terminals Finance B.V., a wholly-owned indirect subsidiary of VIP.  VTTI B.V., which indirectly owns VTTI Energy Partners GP LLC, the general partner of the Partnership, will continue to be run as an independent company under the leadership of CEO Rob Nijst.

In connection with the Acquisition, on November 9, 2015, Mr. Yang Chien Yee, Chairman of the Board of Directors (the "Board") of the general partner of the Partnership, and Captain Rajalingam Subramaniam, director, each resigned from the Board.  Mr. David Fransen and Mr. Francis Brenner replaced Mr. Yee and Captain Rajalingam as directors, effective November 9, 2015. Mr.Christopher Bake, a member of the Board since the Partnership's initial public offering in August 2014 (the "IPO"), has replaced Mr. Yee as Chairman of the Board.

Mr. Fransen has served as the Managing Director of Vitol SA Geneva since 2002 and is a member of the Vitol Group Board of Directors.  Mr. Fransen came to Vitol in 1986 from British Petroleum.  He has a wide range of experience within the Vitol Group, from gasoline trading and various management positions to the creation of Vitol's central management information system.  Mr. Fransen holds a BSC (Hons) in Mathematics and Computer Science from Royal Holloway College, London.

Mr. Brenner has served as the Investments Director for the Americas for Vitol Inc., a subsidiary of Vitol, since 2010. Between 2001 and 2010, Mr. Brenner was with Morgan Stanley, most recently as an Executive Director in the Morgan Stanley Commodities Group. Prior to joining Morgan Stanley, Mr. Brenner was involved in the design and construction of utility infrastructure at Tyco International. Mr. Brenner holds an MBA from the University of Michigan and a Bachelors degree in engineering from the University of Wisconsin-Platteville.

The Partnership, certain subsidiaries of the Partnership, VTTI B.V., Vitol and MISC have executed an amendment to the Omnibus Agreement that we entered into in connection with the Partnership's IPO.  Pursuant to the Omnibus Agreement, VTTI B.V. guaranteed the rates of certain capacity contracted by Vitol for a specified period of time after the applicable Vitol terminaling services agreement expires.  If VTTI B.V. fails to reimburse the Partnership for the aggregate monthly amount that Vitol would have paid under the expiring terminaling services agreements, Vitol and MISC, jointly and severally, must reimburse the Partnership for such losses.  In connection with the Acquisition, Vitol has agreed to extend or enter into new terminaling services agreements with terms expiring on or after the end of each agreement's respective guarantee period expiration date and at rates and capacity, in the aggregate, equal to or greater than the rates and capacity currently set forth in the existing Vitol terminaling services agreements. Following a determination by the Board that the guarantees by VTTI B.V., Vitol and MISC are no longer necessary upon the effectiveness of the new Vitol terminaling services agreements, the parties to the Omnibus Agreement have amended the Omnibus Agreement to remove all provisions related to such guarantees.

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