Tidewater Inc., Houston, has entered into a definitive agreement to acquire Wilson Sons Ultratug Participações S.A. (WSUT), Rio de Janeiro, and its affiliate Atlantic Offshore Services S.A. at an enterprise value of approximately $500 million, including the assumption of existing debt.
WSUT is a 50-50 joint venture between Wilson Sons and Ultramar, Santiago, Chile. The acquisition will add 22 platform supply vessels to Tidewater's fleet. Following the transaction, Tidewater will own a fleet of 213 offshore supply vessels and a total global fleet of 231 vessels, including crew boats, tugboats, and maintenance vessels.
The deal expands Tidewater's presence in Brazil from six vessels to 28. Nineteen of WSUT's platform supply vessels are Brazilian-built, which receive priority to operate in Brazil under local regulations. The Brazilian-built fleet also provides REB (Brazilian Special Registry) tonnage rights, enabling Tidewater to import international-flagged vessels into Brazil.
"The agreement to acquire WSUT marks yet another important milestone in the continued evolution of Tidewater," said Quintin Kneen, Tidewater's president and CEO. "The Brazilian offshore vessel market is one of the largest and most compelling in the world and the addition of WSUT to the Tidewater fleet will enhance our presence in the country. WSUT has an excellent reputation as both a shipowner and ship operator, with a fleet that is among the most impressive worldwide today. As of today, 21 of WSUT's 22 vessels are active and working in Brazil, allowing Tidewater to commercialize this new asset base."
Kneen said Brazil stands out as perhaps the most attractive market to Tidewater. "WSUT presents a unique opportunity to enter Brazil in scale with a fleet that is almost 90% Brazilian-built," he said. "This provides Tidewater two distinct benefits: first, the attractiveness of these vessels in local commercial tendering processes and, second, the opportunity to utilize the REB capacity afforded by WSUT's fleet with Tidewater's international tonnage to pursue opportunities in Brazil and enjoy the same status as a Brazilian-built vessel."
WSUT's fleet carries approximately $441 million of existing backlog, with many contracts currently on day rates materially lower than current market rates.
Assuming the transaction closes at the end of the second quarter, Kneen said WSUT is expected to generate approximately $220 million of revenue and a gross margin of approximately 58% over the first 12 months, with approximately $14 million of annual general and administrative expenses.
Tidewater will acquire all outstanding shares of WSUT for cash consideration funded from cash on hand. WSUT's existing debt of approximately $261 million (as of Sept. 30, 2025) provided by BNDES and Banco do Brasil is anticipated to be rolled over as part of the transaction.
The transaction was unanimously approved by Tidewater's board of directors and is expected to close late in the second quarter of 2026, subject to required regulatory approvals and other customary closing conditions, including approval from the Brazilian Antitrust Authority.
Following the transaction, Tidewater will have a net leverage ratio below 1.0x, according to Kneen.
Piper Sandler & Co. is serving as financial advisor to Tidewater. Skadden, Arps, Slate, Meagher & Flom and Machado, Meyer, Sendacz e Opice Advogados are serving as legal counsel.
