The Calouste Gulbenkian Foundation (the “Foundation”) announces that it has signed today a sale and purchase agreement to divest the entire issued share capital of Partex Holding B.V. (“Partex”) to a subsidiary of PTT Exploration and Production Public Company Limited (“PTTEP”) from Thailand. PTTEP will pay the Foundation up to US$622 million, subject to customary adjustments. The transaction is subject to regulatory approvals, with closing expected to occur towards the end of 2019.
The agreement was signed by the President of the Foundation, Isabel Mota, and the President and CEO of PTTEP, Phongsthorn Thavisin.
The Foundation is pleased to announce the sale to PTTEP, a company that values Partex’s unique history, high quality portfolio, and the strength of its management and employees. PTTEP intends to use Partex as a platform for growth, leveraging the company’s established relationships in its countries of operation. PTTEP is committing to retain Partex’s strong management, technical and support teams under terms agreed as part of the transaction. PTTEP will also retain the Partex brand.
PTTEP is listed on the main market of the Stock Exchange of Thailand and is also a member of Dow Jones Sustainability Indices. Incorporated in Thailand in 1985, PTTEP’s operations currently cover 46 projects in 12 countries worldwide.
In 2018, the Foundation’s Board of Trustees decided to dispose of its investment in Partex, the Foundation’s energy holding. Isabel Mota, President of the Foundation’s Board of Trustees commented: “This transaction marks a reshaping of the Foundation’s asset base which is invested primarily with the aim of earning atractive long term investment returns. This reconfiguration of the Foundation’s financial portfolio and investments will reinforce its diversification, social and environmental impact and alignment with the philanthropic nature of the Foundation activities. I would like to thank PTTEP for its positive engagement and we look forward to supporting a smooth transition of the Partex business over the coming months. I would also like to thank the staff of Partex for their hard work and dedication to the company and we look forward to its successful transition to PTTEP. I believe the transaction presents a great opportunity for Partex to expand under the stewardship of a large and credible shareholder.”
António Costa Silva, CEO of Partex commented: “Partex has more than 80 proud years of history operating in the oil and gas industry, including more than 60 years under the ownership of the Calouste Gulbenkian Foundation and we thank our shareholder for its support over this time. I would like also to express my gratitude to all the employees of Partex for their dedication to the company, their support and their contribution to the enormous prestige that the company enjoys in all jurisdictions where it is present. We are proud of the past, but now we are looking to the future. I am excited to be leading Partex into the next phase of its development under such an esteemed and highly regarded new shareholder in PTTEP.”
Jefferies International Limited is acting as financial advisor to the Foundation. Linklaters and Morais Leitão, Galvão Teles, Soares da Silva & Associados are acting as legal advisors to the Foundation.