Teekay Offshore completes Norwegian bond issuance

Source: Teekay Offshore Partners L.P.

Teekay Offshore Partners L.P. (Teekay Offshore or the Partnership) (NYSE: TOO) announces that it has issued NOK 600 million in senior unsecured bonds that mature in January 2017 in the Norwegian bond market. The aggregate principal amount of the bonds is equivalent to approximately 100 million U.S. dollars (USD) and all interest and principal payments will be swapped into USD. The proceeds of the bonds, which will be available to the Partnership upon settlement in late January 2012, are expected to be used for general partnership purposes. Teekay Offshore will apply for listing of the bonds on the Oslo Stock Exchange.

DNB Markets and Nordea Markets acted as arrangers of the bond issue.

This press release is neither an offer to sell nor a solicitation of an offer to buy any of the bonds or any other security of Teekay Offshore. The bonds have not been and will not be registered under the Securities Act or any state securities laws. Unless so registered, the bonds may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

The statements in this press release that are not historical facts may be forward-looking statements. These forward- looking statements, which include statements involving the contemplated bond offering, involve risks and uncertainties that could cause the outcome to be materially different. These risks and uncertainties include, but are not limited to, the possibility that the bond issuance may not be completed in the aggregate principal amount contemplated, or at all, and those discussed in Teekay Offshore's public filings with the U.S. Securities and Exchange Commission. Teekay Offshore undertakes no obligation to revise or update any forward looking statements, unless required to do so under the securities laws.



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