Teekay Offshore Partners Announces Public Offering
of Series A Preferred Units

Hamilton, Bermuda - 22 April 2013

Teekay Offshore Partners L.P. (Teekay Offshore or the Partnership) (NYSE:TOO) announced today that it plans to offer Series A Cumulative Redeemable Preferred Units (Series A Preferred Units), representing limited partner interests, in a public offering. Teekay Offshore expects to grant the underwriters a 30-day option to purchase additional Series A Preferred Units to solely cover over-allotments, if any. The Partnership expects to use the net proceeds from the public offering for general partnership purposes, including the funding of newbuilding installments, capital conversion projects and the acquisitions of vessels that Teekay Corporation may offer to the Partnership. Pending the application of funds for these purposes, the Partnership expects to repay a portion of its outstanding debt under two of its revolving credit facilities.

Teekay Offshore is a publicly-traded master limited partnership formed by Teekay Corporation (NYSE:TK), and is an international provider of marine transportation, oil production and storage services to the offshore oil industry focusing on the fast-growing, deep water offshore oil regions of the North Sea and Brazil. Teekay Offshore currently owns a fleet of 37 shuttle tankers (including four newbuildings), three floating production, storage and offloading units, five floating storage and offtake units and six conventional crude oil Aframax tankers.

Teekay Offshore Partners L.P. press release