CONTRIBUTION, PURCHASE AND SALE AGREEMENTContribution, Purchase and Sale Agreement • December 1st, 2016 • Hoegh LNG Partners LP • Water transportation • New York
This CONTRIBUTION, PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of December 1, 2016 is made by and among Höegh LNG Holdings Ltd., a Bermuda exempted company (“Höegh LNG”), Höegh LNG Ltd., a Bermuda exempted company (“Höegh LNG Ltd.”), Höegh LNG Partners LP, a Marshall Islands limited partnership (the “Partnership”), and Höegh LNG Partners Operating LLC, a Marshall Islands limited liability company (the “Operating Company”). The above-named entities are sometimes referred to in this Agreement each as a “Party” and collectively as the “Parties.”
HÖEGH LNG PARTNERS LP UNAUDITED PRO FORMA CONDENSED CONSOLIDATED AND COMBINED CARVE-OUT FINANCIAL STATEMENTSHoegh LNG Partners LP • December 1st, 2016 • Water transportation
On December 1, 2016, the Partnership and its operating company entered into a Contribution, Purchase and Sale Agreement (the “Purchase Agreement”) with Höegh LNG Holdings Ltd. and one of its subsidiaries (“Höegh LNG”), pursuant to which the Partnership intends to (i) acquire (the “Acquisition”) 51% of the shares of Höegh LNG Colombia Holding Ltd. (“Grace Holding”), the sole owner of Höegh LNG FSRU IV Ltd. (“Höegh FSRU IV”) and Höegh LNG Colombia S.A.S. (“Höegh Colombia SAS”), the entities that own and operate the Höegh Grace, and (ii) contribute the acquired shares to its operating company. The purchase price for the Acquisition will be $188.7 million, less $96.9 million, the pro rata amount of indebtedness related to the Höegh Grace that is expected to be outstanding under the Grace Facility (as defined) as of the closing date of the Acquisition (the “Purchase Price”), subject to certain post-closing adjustments for working capital. In addition, pursuant to the Purchase Agreement, the
