Noble Group sells entire BTT stake for $28 million

Transaction scheduled for completion this month.

In a release, Noble Group Limited announced that the company’s wholly-owned subsidiary, Noble Netherlands B.V. (“NNBV”) has entered into a share sale and purchase agreement to dispose of 1,025,000 shares (BTT Shares) in the capital of Botlek Tank Terminal B.V. (BTT), a company incorporated in the Netherlands.

The BTT Shares represent a shareholding interest of 50% in BTT, a terminal operator for classified and non-classified oils in the Rotterdam Botlek area.

The transaction is currently expected to be completed in April 2013, subject to the fulfillment of conditions precedent, one of which is the receipt of a tax ruling from the Dutch tax authorities. Upon completion, NNBV will cease to hold any shares of BTT.

The aggregate consideration to be received by NNBV will be € 21.7 million (~$28 million), a consideration which will be satisfied in cash and is agreed on a willing-buyer, willing-seller basis, taking into account the performance to date and future potential of the terminal, and the shareholder loans (including accrued interest) of BTT due to NNBV.

On the basis of the financial statements of the Company for the financial year ended 31 December 2012, the book value and the net tangible asset value of BTT Shares is €9.35 million (excluding shareholder loans of BTT attributable to the BTT Shares, being €9.95 million).