Wednesday 31 October 2018

Magseis ASA and Fairfield Geotechnologies entered into an agreement whereby Magseis will acquire the Seismic Technologies business from Fairfield comprising data acquisition, nodal and system sale & rental activities including all shares in Fairfield's wholly owned UK subsidiary WGP Group. The consideration in the Transaction comprises a combination of cash, Magseis shares, warrants and an earn-out payment, with the agreed purchase price based on an enterprise value of approximately USD 233 million. Further details regarding the consideration is described below.

The Transaction combines two highly complementary businesses to create a leading provider of marine seismic solutions, including Ocean Bottom Seismic (“OBS”):

- Unmatched global presence through complementary geographical footprints

- Combined client base comprising the world’s largest E&P companies

- Most efficient technologies for all OBS segments and offerings

- Demonstrated track-record and profitability

- Solid combined backlog of more than USD 350m

- Positioned for accelerated growth in the expanding marine seismic industry

Fairfield Seismic Technologies is a leading provider of marine ocean bottom nodal (“OBN”) seismic systems. The Business has performed 45 OBN surveys globally since 2005 and owns an extensive portfolio of intellectual property for both OBS, land and permanent reservoir monitoring solutions. Headquartered in Houston, the Business has approximately 230 full-time employees and 250 contracted personnel.

The Business generated YTD 2018 revenues as of 30 September 2018 of USD 172 million, and backlog as of 1 January 2019 is USD 180 million (including the multi-client award from TGS and Schlumberger announced on 12 October 2018).