(NASDAQ) November 13, 2012 – Ultrapetrol (Bahamas) Limited (Nasdaq:ULTR), an industrial transportation company serving marine transportation needs in three markets (River Business, Offshore Supply Business and Ocean Business) and Sparrow Capital Investments, Ltd, a subsidiary of Southern Cross Latin America Private Equity Funds III and IV (“Southern Cross”), announced that they have entered into an investment agreement. Under the terms of the agreement, Southern Cross will purchase approximately $220 million of newly issued common stock at a purchase price of $2.00 per share. Immediately after the close of the transaction, Southern Cross will own approximately 78.38% of the outstanding common shares of Ultrapetrol. The agreement is subject to certain closing conditions, including but not limited to a waiver by holders of certain repurchase rights pursuant to the Company’s Convertible Senior Notes due 2017 indenture. If all such conditions are satisfied, including the waiver from such noteholders of their repurchase rights which waiver may or may not be received, then the agreement is expected to close in December 2012.
The transaction was approved by a special committee of Ultrapetrol’s Board of Directors, comprising two disinterested directors, that received a fairness opinion, in accordance with the Company’s Articles and Memorandum of Association.
Felipe Menéndez, Ultrapetrol’s President and Chief Executive Officer, said, “We are pleased to have entered into this transaction which enables us to continue with the implementation of our growth plan and strengthens our balance sheet. Southern Cross Group has strong leadership capabilities and a successful track record of partnering with companies that operate in Latin America.”
Pursuant to the provisions of new shareholders’ agreements between Southern Cross and certain existing shareholders of the Company that are controlled by members of the Menendez family, including Felipe Menéndez (President and Chief Executive Officer of Ultrapetrol) and Ricardo Menéndez (Director of Ultrapetrol), if Southern Cross achieves certain investment returns and certain other conditions are met, such existing shareholders may acquire all the economic interests in an affiliate of Southern Cross that will own up to approximately 14.6% of Southern Cross’ investment in Ultrapetrol and share in a portion of Southern Cross’ returns above a particular threshold.
Ultrapetrol is an industrial transportation company serving the marine transportation needs of its clients in the markets on which it focuses. It serves the shipping markets for containers, grain and soya bean products, forest products, minerals, crude oil, petroleum, and refined petroleum products, as well as the offshore oil platform supply market with its extensive and diverse fleet of vessels. These include river barges and pushboats, platform supply vessels, tankers and two container feeder vessels. www.ultrapetrol.net.
About Southern Cross Group
Southern Cross is a private equity firm founded in 1998 to make investments in Latin American companies that have significant potential for improved performance and growth. Since inception, Southern Cross has raised over $2.5 billion and has invested in over 30 companies in a wide range of industries, including consumer goods, retail, homebuilding, entertainment, logistics, pharmaceuticals, energy, oil & gas, public services, IT, and telecom. Southern Cross seeks to deliver superior returns by the optimization of companies’ strategic direction and operating performance. As a result of its extensive regional experience, Southern Cross is well-positioned to identify and capitalize on high quality investment opportunities in Latin America.