Tidewater Inc. (NYSE: TDW) has entered into a definitive agreement to acquire all outstanding shares of Wilson Sons Ultratug Participações S.A. and its affiliate Atlantic Offshore Services S.A. (collectively, WSUT) at an enterprise value of approximately $500 million, including the assumption of existing debt.
WSUT operates a fleet of 22 platform supply vessels (PSVs). On a pro forma basis, Tidewater Inc. says it will own 213 offshore support vessels (OSVs), taking its total global fleet to 231 vessels when including crew boats, tug boats and maintenance vessels.
The transaction is positioned as a step change in Brazil. Tidewater Inc. expects its Brazil fleet to expand from six vessels to 28, adding operating scale aimed at supporting continued growth in the Brazilian offshore energy market. The company also points to fleet composition: 19 of WSUT’s 22 PSVs are Brazilian-built, a status that receives priority to operate in Brazil.
In addition, Tidewater Inc. states that the Brazilian-built vessels would provide Brazilian Special Registry (REB) tonnage rights, enabling the import of international-flagged vessels into Brazil under the REB. WSUT also contributes approximately $441 million of existing backlog. Tidewater Inc. notes that several contracts are on day rates materially below current market levels, creating upside as contracts roll over.
Quintin Kneen, President and CEO of Tidewater Inc., said that as of the announcement date, 21 of WSUT’s 22 vessels are active and working in Brazil. Assuming the transaction closes at the end of the second quarter, Tidewater Inc. expects the WSUT business to generate approximately $220 million of revenue and a gross margin of approximately 58% over the first 12 months, and expects to incur approximately $14 million of annual G&A expense.
Under the terms, Tidewater Inc. will fund the cash consideration from cash on hand. WSUT’s existing debt of approximately $261 million (as of 30 September 2025) provided by BNDES and Banco do Brasil is anticipated to be rolled over, with Tidewater Inc. intending to novate the low-cost, long-duration amortizing facilities.
The transaction was unanimously approved by Tidewater Inc.’s Board of Directors and is expected to close late in the second quarter of 2026, subject to regulatory approvals and customary closing conditions, including approval from the Brazilian antitrust authority CADE. Pro forma for an estimated 30 June 2026 closing, Tidewater Inc. expects a net leverage ratio below 1.0x.
Piper Sandler & Co. is serving as financial advisor. Skadden, Arps, Slate, Meagher & Flom LLP and Machado, Meyer, Sendacz e Opice Advogados are serving as legal counsel to Tidewater Inc..
