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KNOT Offshore Partners LP Receives Buyout Offer from Knutsen NYK Offshore Tankers AS

MWN-AI** Summary

KNOT Offshore Partners LP (NYSE: KNOP) has received an unsolicited buyout proposal from Knutsen NYK Offshore Tankers AS (KNOT), which seeks to acquire all publicly held common units of the Partnership. This offer, dated October 31, 2025, proposes a cash exchange of $10 per common unit through a merger with a wholly-owned subsidiary of KNOT. The KNOP Board of Directors has formed a Conflicts Committee, consisting of non-affiliated directors, to evaluate this proposal with the assistance of financial advisors.

The potential transaction is contingent upon various approvals: the Conflicts Committee and the KNOP Board must both endorse a definitive agreement, which also requires the backing of a majority vote from the holders of the Partnership's outstanding common units, Class B units, and preferred units as a single class. Moreover, the deal will be subject to customary conditions for closing. While the proposal signals significant interest in KNOT Offshore Partners, there's no guarantee that the negotiations will result in a finalized agreement.

KNOT Offshore Partners LP specializes in owning and operating shuttle tankers, primarily under long-term charters in key offshore oil production areas, notably Brazil and the North Sea. It operates as a publicly traded master limited partnership but is structured as a corporation for tax purposes, issuing a Form 1099 rather than a Form K-1 to its unitholders.

In the announcement, the Partnership noted that forward-looking statements concerning the proposed transaction carry inherent risks and uncertainties, which may hinder the consummation of the deal or the anticipated benefits. KNOT Offshore Partners has committed to updating unitholders as the process advances and new information is available.

MWN-AI** Analysis

The recent announcement that KNOT Offshore Partners LP (NYSE: KNOP) has received a buyout offer from Knutsen NYK Offshore Tankers AS is an intriguing development in the maritime sector, particularly for investors in KNOP. The offer of $10 in cash per common unit presents a potential exit opportunity for current unitholders, as it suggests a premium valuation on the stock, contingent upon various approvals and conditions.

Investors should consider a few key factors that may influence the outcome of this transaction. First, the decision will have to pass through the Conflicts Committee of the KNOP Board, which consists of independent directors. Their evaluation is crucial, as it will determine if this proposal is in the best interest of unitholders. If their assessment is positive, they will need to secure majority approval from the holders of outstanding units, which adds an additional layer of complexity.

Additionally, while the offer price seems attractive compared to recent trading levels, unitholders should be wary of the inherent risks involved. The absence of assurances on transaction consummation means that shareholders might not see an actual takeover, especially considering potential market volatility and regulatory scrutiny.

For those already holding KNOT Offshore Partners LP units, it may be prudent to hold in anticipation of the deal, while new investors might approach cautiously, given the uncertain outcome of the approval process. As this situation unfolds, keeping an eye on updates from the KNOP Board and market reactions will be vital. A well-informed decision will hinge on understanding both the short-term volatility associated with mergers and acquisitions and the long-term valuation of KNOP as a business operating within the niche offshore tanker sector.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Business Wire

KNOT Offshore Partners LP (NYSE: KNOP) (“KNOP” or the “Partnership”) announced today that the Board of Directors of the Partnership (the “KNOP Board”) received an unsolicited non-binding proposal, dated October 31, 2025, from Knutsen NYK Offshore Tankers AS (“KNOT”) pursuant to which KNOT would acquire through a wholly-owned subsidiary all publicly held common units of the Partnership in exchange for $10 in cash per common unit. KNOT has proposed that a transaction would be effectuated through a merger between the Partnership and a subsidiary of KNOT.

The Conflicts Committee of the KNOP Board, comprised of only non-KNOT-affiliated directors, will retain advisors and will evaluate the offer.

The proposed transaction is subject to a number of contingencies, including the approval by the KNOP Conflicts Committee, the KNOP Board and the KNOT board of directors of any definitive agreement and, if a definitive agreement is reached, the approval by the holders of a majority of the Partnership’s outstanding common units, Class B units and preferred units (on an “as if converted” basis) voting together as a single class. The transaction would also be subject to customary closing conditions. There can be no assurance that definitive documentation will be executed or that any transaction will materialize.

About KNOT Offshore Partners LP

KNOT Offshore Partners LP owns, operates and acquires shuttle tankers primarily under long-term charters in the offshore oil production regions of Brazil and the North Sea.

KNOT Offshore Partners LP is structured as a publicly traded master limited partnership but is classified as a corporation for U.S. federal income tax purposes, and thus issues a Form 1099 to its unitholders, rather than a Form K-1. KNOT Offshore Partners LP’s common units trade on the New York Stock Exchange under the symbol “KNOP.”

Forward-Looking Statements

This press release includes statements that may constitute forward-looking statements concerning future events. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain the words “believe”, “anticipate”, “expect”, “estimate”, “project”, “will be”, “will continue”, “will likely result”, “plan”, “intend” or words or phrases of similar meanings. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. These risks and uncertainties include the risks that the proposed transaction may not be consummated or the benefits contemplated therefrom may not be realized. Factors that can affect future results are discussed in the Annual Report on Form 20-F and subsequent Reports on Form 6-K filed by the Partnership with the SEC. The Partnership undertakes no obligation to update or revise any forward-looking statement to reflect new information or events.

View source version on businesswire.com: https://www.businesswire.com/news/home/20251103511052/en/

KNOT Offshore Partners LP
Derek Lowe
Chief Executive Officer and Chief Financial Officer
Tel: +44 1224 618 420
Email: ir@knotoffshorepartners.com

FAQ**

How will the unsolicited proposal for KNOT Offshore Partners LP representing Limited Partner Interests KNOP impact the current strategic direction of the Partnership, particularly regarding its long-term charter agreements?

The unsolicited proposal for KNOT Offshore Partners LP could potentially disrupt the current strategic direction by prompting a reevaluation of long-term charter agreements, either enhancing negotiation leverage or leading to increased scrutiny of existing commitments.

What factors influenced the decision of Knutsen NYK Offshore Tankers AS to propose acquiring KNOT Offshore Partners LP representing Limited Partner Interests KNOP, and how does this align with KNOT's overall business strategy?

Knutsen NYK Offshore Tankers AS proposed acquiring KNOT Offshore Partners LP to consolidate operations, enhance operational efficiencies, and support its growth strategy by optimizing asset utilization and strengthening its competitive positioning in the offshore oil and gas market.

Can you elaborate on the specific contingencies that must be satisfied before the proposed acquisition of KNOT Offshore Partners LP representing Limited Partner Interests KNOP can be finalized, particularly regarding shareholder approval?

The proposed acquisition of KNOT Offshore Partners LP representing Limited Partner Interests KNOP requires satisfaction of various contingencies, including obtaining necessary regulatory approvals and securing shareholder approval as mandated by contractual agreements.

What role will the Conflicts Committee of the KNOP Board play in assessing the unsolicited proposal, and how will they ensure that the interests of KNOT Offshore Partners LP representing Limited Partner Interests KNOP are adequately protected in the evaluation process?

The Conflicts Committee of the KNOP Board will evaluate the unsolicited proposal by conducting a thorough review to ensure fairness and transparency, while also engaging independent advisors to safeguard the interests of KNOT Offshore Partners LP and its Limited Partner Interests.

**MWN-AI FAQ is based on asking OpenAI questions about KNOT Offshore Partners LP representing Limited Partner Interests (NYSE: KNOP).

KNOT Offshore Partners LP representing Limited Partner Interests

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