Milan, Luxembourg, 23 February 2025 – Saipem and Subsea7 announce that today they have reached an agreement in principle on the key terms of a possible merger of the two companies[1] (the “Proposed Combination”) through the execution of a memorandum of understanding (the “MoU”). The Proposed Combination is expected to create a global leader in energy services.
- The combination of Saipem and Subsea7 (the “Combined Company”) will be renamed Saipem7, and will have a combined backlog of €43 billion, Revenue of approx. €20 billion and EBITDA in excess of €2 billion
- A global organisation of over 45,000 people, including more than 9,000 engineers and project managers
- Highly complementary geographical footprints, competencies and capabilities, vessel fleets and technologies that will benefit the Combined Company’s global client base
- Saipem and Subsea7 shareholders will own 50% each of the share capital of the Combined Company
- Subsea7 shareholders will receive 6.688 Saipem shares for each Subsea7 share held. Subsea7 will distribute an extraordinary dividend for an amount equal to €450 million immediately prior to completion
- Transaction expected to deliver material value creation for the shareholders of both Saipem and Subsea7. Annual synergies of approximately €300 million are expected to be achieved in the third year after completion, with one-off costs to achieve such synergies of approximately €270 million
- The Combined Company will be listed on both the Milan and Oslo stock exchange
- Siem Industries, reference shareholder of Subsea7, as well as Eni and CDP Equity, reference shareholders of Saipem, have expressed their strong support and intend to vote in favour of the transaction
- Completion anticipated to occur in the second half of 2026
The management of both Saipem and Subsea7 share the conviction that there is compelling logic in creating a global leader in energy services, particularly considering the growing size of clients’ projects. Saipem and Subsea7 are highly complementary in terms of market offerings and geographies. The combination would enhance value for shareholders, and all stakeholders, both in the current market and in the long term.
Organisational Structure of the Combined Company
- The Combined Company will be structured in four businesses: Offshore Engineering & Construction, Onshore Engineering & Construction, Sustainable Infrastructures and Offshore Drilling
- The Offshore Engineering & Construction business will be incorporated in an operationally autonomous company, named Subsea7 and branded as “Subsea7 – a Saipem7 Company”, and it is currently envisaged that it will be led by Mr John Evans. It will comprise all of Subsea7’s business and the Asset Based Services business of Saipem, representing approximately 83% of the combined group’s EBITDA of the last 12 months as of 30 September 2024. The company will be headquartered in London
- In line with Saipem’s previous strategy, the Onshore Engineering & Construction will be run with a focus on reducing overall risk and maximising profitability. The Sustainable Infrastructures business will aim to consolidate its presence in the Italian market with potential expansion overseas. The Offshore Drilling division will seek to continue to maximise its EBITDA and cash flow
