April 12, 2005

Cal-Dive buys $125 million of Stolt Offshore assets

Cal Dive International, Inc. has agreed to acquire the diving and shallow water pipelay assets of Stolt Offshore that presently operate in the waters of the Gulf of Mexico (GOM) and Trinidad.

Cal Dive will pay $125 million in cash. The transaction includes: seven diving support vessels; two diving and pipelay vessels (the Seaway Kestrel and the DLB 801); a portable saturation diving system; various general diving equipment and Louisiana operating bases at the Port of Iberia and Fourchon.

The deal, which requires regulatory approval, is expected to close within 45 days.

Cal Dive intends to add the acquired assets and operating personnel to its existing GOM Shelf division in order to form a wholly-owned subsidiary company.

In all, the subsidiary will operate eighteen vessels, employ around four hundred personnel and should generate revenues in excess of $200 million per year.

Cal-Dive Chairman and CEO Owen Kratz, stated: "The diving and pipelay business on the Outer Continental Shelf of the Gulf of Mexico faces several major challenges including cyclical demand, aging resources and increased customer expectations, especially in the area of Health, Safety and Environmental management. This deal places Cal Dive as a market leader and allows us to address these challenges as well as better serve the needs of a wider range of customers."

The deal comes just a few days after Cal-Dive's announcement of a "stalking horse" offer for the assets of Torch Offshore.


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