Less fortunate was NewLead Holdings Ltd with its mixed fleet of tankers and dry bulkers. While a sound strategy, its levered balance sheet and lack of liquidity could not withstand the abysmal tanker market. With limited options, the company and the bank syndicate led by the Bank of Scotland agreed to sell its four LR1 product tankers with the banks agreeing to accept the net sales proceeds in full satisfaction of all amounts owed under the loan agreement. The sale of two of the vessels occurred on December 22nd with the sale of the other two expected to take place this month. As a result, NewLead’s indebtedness will be reduced by $147.9 million to $437.5 million, which will encumber a remaining fleet of 14 dry bulk vessels, including one handysize under construction and two handymax product tankers. This was a huge step in a process that continues.
Just before the holiday break, Genco Shipping & Trading Limited announced it had separately amended its $1.4 billion revolver, its $253 million senior secured term loan facility and its $100 million term loan facility led respectively by DnB NOR, Deutsche Bank and Credit Agricole. The parties have agreed to waive both the maximum leverage and interest coverage ratio covenants through the quarter ending March 31, 2013. During that interim period, a new covenant which limits interest bearing consolidated debt to 62.5% of the aggregate of interest bearing debt plus consolidated net worth will be tested. In this instance the quid pro quo was the prepayment of the loans to the tune of $62.5 million of which $52.5 million was allocated to the $1.4 billion facility, $7 million to the $253 million facility and $3 million allocated to the $100 million facility. The banks also took their pound of flesh charging an upfront fee of 25 bps on the amount of the outstanding loans and applying the proceeds in inverse maturity. In addition, the $1.4 billion revolver is subject to a 200 bps facility fee payable quarterly on average daily outstanding loans, which reduces to 100 bps upon completion of an equity offering of a minimum of $50 million. Albeit expensive, this is yet another example of a company, having the wherewithal, taking the lead and managing the process to achieve a level of certainty despite the difficult markets.
While not a joyous conclusion to the year, the announcement of the successful completion of the restructuring of Frontline does at the very least bring a sigh of relief to all the parties involved. While we have covered the details of the transaction in prior issues, we would highlight the following key elements.
The newly formed “risk” tanker company, Frontline 2012 acquired five VLCC newbuilding contracts, six modern VLCCs, including one time charter and four modern Suezmax tankers from Frontline for $1.121 billion based upon fair market values. In addition, the new company assumed $666 million in debt associated with the vessels and newbuilding contracts as well as $325.5 million in remaining newbuilding commitments. Based upon a year-end book value of $1.428 billion, Frontline will incur a book loss of $307 million.
On Wednesday, TBS International plc announced agreements with its bank lenders on terms to reduce its leverage. TBS and its main bank syndicates led by Bank of America and DVB Group Merchant Bank have agreed to exchange the current outstanding senior debt for new senior debt and equity. The terms provide for the full repayment of the amounts owed to the syndicates over a significantly extended maturity period, while keeping current management in place. TBS’ other lenders Credit Suisse and AIG have agreed on similar terms. The transaction led by The Royal Bank of Scotland was concluded with the bank agreeing to accept redelivery of the six collateral vessels in exchange for a full release of all amounts owed to that syndicate. Unfortunately, the terms of these agreements do not provide for any residual value in the common and preferred equity. We suppose you can call this a negotiated pre-packaged bankruptcy without the courts and the expense.
On Monday, Sevan Marine ASA announced that its offering and listing of up to 21,037,428 shares was fully subscribed. At an offering price of NOK 6.70/share gross proceeds raised were NOK 149,950,768 or approximately $25 million. Proceeds of the offering will be used for near term liquidity and general corporate purposes.
Part of the restructuring of the company, these shares were directed to former shareholders of Sevan and the unsecured bondholders who received unsecured bondholder shares in the unsecured debt conversion. This offering also provides for the listing of the directed placement of 21,047,276 new shares towards an affiliate of Teekay Corporation for NOK 141 million and the 5,261,595 new shares already issued pursuant to a conversion of the 14% Sevan Callable Senior Unsecured Bond Issue 2010/2014.
Earlier in the year, SinOceanic Shipping ASA (“SINO”) announced the acquisition of three 13,100 TEU container vessels, the MSC Vega, MSC Altair and MSC Regalus together with 15-year time charters to MSC. The vessels are scheduled to be delivered from Hyundai in January, February and April 2012 respectively. The three vessels were purchased en bloc for $464.8 million, with $58 million in pre-delivery and deposit installments financed through shareholder loans from SINO’s sponsor and largest shareholder, Oceanus International Investment AS, a company owned by HNA Group Co. Limited, who is the ultimate beneficiary of a 33.33% shareholding in SINO.
Earlier this month, Navios struck again. Utilizing its financial prowess, the Navios team again accessed the bank market for the funding of two newbuilding LR1 product tankers, under construction at Sungdong Shipbuilding, with delivery in Q4 2012 and Q1 2013. The new term facility for up to $51 million, to be drawn in two advances, was provided by DVB Bank to Navios Maritime Acquisition Corporation.
In an upsized offering, Frontline 2012 Ltd concluded a private placement to a small group of large institutional investors of 100 million new shares priced at $2.85/share raising gross proceeds of $285 million in excess of the original $250 million contemplated initially. Of the shares sold, Frontline Ltd was allocated 8.71 million shares representing approximately 8.8% of Frontline 2012. Frontline’s main shareholder Hemen Holdings, controlled by John Fredriksen, was allocated 50 million shares or half the offering.
Last week, Kirby Corporation announced that it had acquired the coastwise tank barge fleet of Seaboats Inc. consisting of three 80,000 barrel tank barges and tug units for $42.3 million in cash. With an average age of five years, the barges, which are sisters to the four Kirby currently operates, and the tugs currently operate along the East Coast. Kirby financed the purchase by drawing down on its $250 million credit facility.
Currently circulating in the market is an interesting Norwegian silent partnership from R.S. Platou Finans involving the acquisition of an AHT under an 8.5 year bareboat hire/purchase structure and the subsequent chartering out of the vessel to Petrobras. Platou has established PB Offshore I DIS (“PB1”) with Vestland Marine S.P. z.o.o. as the disponent owner and technical manager of the project with a 10% ownership interest.
PBI has agreed to bareboat charter-in the Anglian Princess, a 16,500 bhp AHT built in 2002 in China. Owned by the JP Knight Group Ltd, the vessel has just been redelivered from a ten year contract with the UK Coastguard. With a charter-free value of $21 million, the vessel will be chartered-in “as is” by the partnership, which will undertake, together with the technical manager Vestland, the modification work necessary to comply with the Petrobras’ tender requirements. Once completed, the vessel will be delivered to Petrobras under a four option four year time charter. Petrobras intends to use the vessel for tanker offloading support