Odfjell Technology has agreed to acquire a 70% ownership stake in Kaseum Holdings and Razor Oiltools, two companies focused on lightweight intervention and plug and abandonment (P&A) services.
The acquisition is aimed at strengthening Odfjell Technology’s position in technology-led, higher-margin services, amid increasing activity in P&A and intervention driven by ageing oil and gas fields and a shift toward wireline-deployed, lightweight solutions.
Kaseum develops patented, non-explosive wireline intervention tools supported by a modular technology platform and recurring consumable revenues. Razor provides intervention and P&A services and has access to selected Kaseum technologies. Odfjell Technology said the combined platform complements its existing offerings and supports its strategy to expand capital-efficient service lines.
Under the terms of the transaction, Odfjell Technology will acquire 70% of the shares in each company at completion, securing operational control and full financial consolidation from day one, valuing the combined businesses at $52 million (£38.5 million).
The remaining 30% will be acquired through a structure that includes a call option for Odfjell Technology and a corresponding seller put option, providing a path to full ownership within three years.
Cash consideration payable at closing will amount to approximately $36.5 million (£27 million), reflecting the initial 70% stake. The remaining 30% will be valued using a pre-agreed earnings-based formula, applying fixed multiples to results at the time of exercise and adjusted for net cash and working capital.
The acquisition will be funded through existing facilities and a bond tap, with no changes to Odfjell Technology’s bond terms or covenant framework.
Odfjell Technology said the transaction will be immediately EBITDA accretive at group level and improve its earnings mix through increased exposure to intervention activities. No synergies have been assumed in the transaction rationale, though collaboration opportunities have been identified.
Following completion, Kaseum and Razor will continue to operate as separate legal entities within the Odfjell Technology group. Founders and key management will remain in place, and there are no plans to materially change the companies’ operating models or market approaches, the company said.