Shearman & Sterling represented Topaz Marine S.A., a wholly owned subsidiary of Topaz Energy and Marine Limited, on its inaugural high yield notes offering of US$350 million 8.625% Senior Notes due 2018. The net proceeds from the issue and sale of the notes will be primarily used to repay certain facilities, to fund capital expenditure and to increase cash on balance sheet. The notes are guaranteed on a senior unsecured basis by Nico Middle East Limited, a wholly owned subsidiary of Topaz and the parent of the Issuer, and certain of its subsidiaries. The offering, which was conducted pursuant to Rule 144A and Regulation S under the US Securities Act, closed on November 4, 2013.

Topaz, headquartered in Dubai, is a leading offshore support vessel group operating a fleet of over 90 modern offshore support vessels primarily in the Caspian Sea and the Middle East regions with selective contracts in global markets that include Nigeria, the North Sea and the Mexican sector of the Gulf of Mexico. Its fleet caters to a wide range of offshore services required by the oil and gas industry, including supply, logistics, maintenance and repair work on rig and platform installations primarily during the development and production phases of oil and gas production. Topaz is a wholly owned subsidiary of Renaissance Services SAOG, a publicly traded company on the Muscat Securities Market, Oman.

The Shearman & Sterling team of lawyers in the firm’s London and Washington, DC offices included capital market partner Apostolos Gkoutzinis, associates Marwa M. Elborai, Yaw Asare, Rainer Adlhart and trainee solicitor Stella Yeung. Partner Kristen Garry and associate Mary Jo Lang advised on the tax aspects of the transaction, and counsel Mehran Massih advised on the environmental aspects of the transaction. Associates Joji Ozawa, Kara Major, Jason Banks, Randy Nahlé, Caitlin Ludwigsen and Samuel Ogunlaja also provided assistance.