Teekay Offshore Public Offering

Teekay Offshore Partners L.P. (NYSE: TOO) announced that it plans to offer 5,600,000 common units, representing limited partner interests, in a public offering. Teekay Offshore expects to grant the underwriters a 30-day option to purchase an additional 840,000 common units to cover over-allotments, if any. The Partnership expects to use the net proceeds from the public offering for general partnership purposes, including funding the acquisitions of vessels that Teekay Corporation has offered or may offer to it. Pending the application of funds for these purposes, the partnership expects to repay a portion of its outstanding debt under its revolving credit facilities.

Teekay Offshore Partners L.P. is a publicly-traded master limited partnership formed by Teekay Corporation (NYSE: TK), and is an international provider of marine transportation and storage services to the offshore oil industry. Teekay Offshore currently owns a 51% interest in and controls Teekay Offshore Operating L.P., which has a fleet of 33 shuttle tankers (six of which are chartered-in), four floating storage and offtake (FSO) units and 11 conventional crude oil Aframax tankers. The Partnership also has direct ownership interests in two shuttle tankers, two FSO units and two floating production, storage and offloading (FPSO) units.

Teekay Offshore's common units trade on the New York Stock Exchange under the symbol "TOO".
The joint book-running managers for this offering are BofA Merrill Lynch, Citi, and UBS Investment Bank. The co-managers are Raymond James and Wells Fargo Securities.