Saipem and Subsea7 have signed a binding merger agreement to create a new global leader in the energy services sector named Saipem7.
The combined entity is projected to achieve revenues around €21 billion, EBITDA exceeding €2 billion, and hold a substantial order backlog of approximately €43 billion.
The merger, which follows a memorandum of understanding signed in February 2025, is expected to generate more than €800 million in free cash flow annually and deliver annual cost and capital expenditure synergies of about €300 million starting from the third year after completion.
A shareholders’ agreement has been signed by key stakeholders Eni, CDP Equity, and Siem Industries, providing firm support for the merger.
Leadership appointments include Alessandro Puliti as Chief Executive Officer, designated by Eni and CDP Equity, and Kristian Siem of Siem Industries as chairman of the board.
Upon completion, Siem Industries will hold an 11.8 per cent stake, while Eni and CDP Equity will own 10.6 per cent and 6.4 per cent, respectively.
Subsea7 shareholders will receive 6.688 new Saipem shares for each share they hold, resulting in an equal shareholding split between Saipem and Subsea7 shareholders.
The merger will take place via an EU cross-border statutory merger, with Saipem absorbing Subsea7 and retaining its Italian incorporation.
The new company will be headquartered in Milan and listed on both the Milan and Oslo stock exchanges.
Saipem7 will operate through four business units: Offshore Engineering & Construction (which will operate autonomously under the Subsea7 name, branded as “Subsea7, a Saipem7 Company”), Onshore Engineering & Construction, Sustainable Infrastructures, and Drilling Offshore.
This structure will integrate Subsea7’s expert services and Saipem’s offshore wind and asset-based services capabilities.
The combined company will have a diverse fleet of over 60 construction vessels and a workforce of approximately 44,000 employees operating in more than 60 countries.
Financial advisory roles in the transaction have been undertaken by Goldman Sachs Bank Europe and Deutsche Bank for Saipem, and Kirk Lovegrove & Company and Deloitte for Subsea7.
Legal counsel includes Clifford Chance and Advokatfirmaet Thommessen for Saipem, with Freshfields, Elvinger Hoss Prussen, and Advokatfirmaet Wiersholm advising Subsea7.
The merger remains subject to customary regulatory approvals and is expected to be completed in the second half of 2026.
This strategic combination aims to leverage complementary strengths, expand market reach, and deliver enhanced shareholder value through operational synergies and increased free cash flow distribution, with Saipem7 planning to distribute at least 40 per cent of its free cash flow to shareholders annually after covering lease liabilities.