The Week in Review INSIDE. Ofer Offers Bond

VOLUME 10 ISSUE 38 September 27, 2012 INSIDE The Week in Review page 1 Deal Tables & Bond Prices page 8 Conference Schedule page 11 The Week in ...
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VOLUME 10 ISSUE 38

September 27, 2012

INSIDE

The Week in Review page 1

Deal Tables & Bond Prices page 8

Conference Schedule page 11

The Week in Review Ofer Offers Bond

$626 million of EBITDA is secured from 2013-2017. Pro forma liquidity, including the bond is $200 million of unrestricted cash.

In a transaction that closed on September 14th, Global Investments Group Finance Ltd. issued, in a private placement, $150 million of senior unsecured guaranteed bonds due in 2017. Initial terms for the bonds, which were not rated, indicated a coupon of 10.5% - 11.0% and a price of 98.0%. Ofer Holdings Group Ltd created Global as a special purpose vehicle for the purpose of issuing these bonds. The company will use the proceeds for general corporate purposes and, in particular, to support the group’s newbuilding program as well as other financing and refinancing of vessels. In the Guts of the Deal on the following page, we show the contemplated terms as the final terms were unavailable to us.

Ofer Holdings is owned on a 50-50 basis between Idan Ofer’s family interests and the Angel family. The holding company’s activities are split into Ofer Investments Group and Ofer (Ships Holding) Ltd, which includes its shipping investments, aircraft investments and the single purpose issuer. The bonds will be guaranteed by the parent, Ofer (Ships Holding) and Ofer Investments Group. In addition to diversifying Ofer’s capital sources and providing an additional liquidity buffer, the offering will support the group’s $897 million newbuilding program consisting of 17 vessels comprised of 11 container ships, 4 chemical tankers and 2 bulk carriers, which deliver between 2H 2012 and 2014. With charters secured for 76% of the fleet in terms of value for 7-12 years, financing was not much of a challenge, with 76% (again value wise) financed by leading banks at 80% LTV. The company has contributed $147 million of the $227 million of equity required to date. The company projects a 55% loan-tovalue in 2014, following the completion of the newbuilding program, which is reduced to 36% by year-end 2017.

EDITORIAL STAFF George Weltman, Editor in Chief [email protected]

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What is notable, in our view, is the fact that that this private offering directed at Norwegian, international institutional and US 144A investors is being led by RS Platou Markets and Pareto Securities for a non-Norwegian issuer. The outcome of the last similar effort by Norwegians, Universal Maritime, did not turn out as well, but then that was for equity in a tanker start-up. In these difficult times in shipping, the Ofer Holdings Group offers both commodity and liner shipping in a diversified and well-balanced business mix including investments in Israel Corporation, Technology and Private Equity and Aviation. While exposed to cyclical sectors, the holdings are well diversified and have consistently generated positive net profits, even during the recent downturn. With total assets of $2.25 billion and a net asset value of $1.1 billion, the company has strong earnings visibility with 73% of shipping’s 2013 EBITDA, 63% of 2014 and above 50% of 2017’s already locked-in with long-term time charters with top-tier charterers. In total,

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Lastly, we were struck by the relatively high interest rate, for this unsecured but guaranteed paper, and the relatively small number of ships (39 + 17 newbuildings) both unexpected given the purported size of the Ofer empire. But this is likely explained by the Israeli nexus and the private nature of the companies. Nonetheless, investors get the financially strong shareholders and the experienced management team with their superb track record.

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The Week in Review continued

Guts Of the Deal - Preliminary Issuer Amount Notes Offered Coupon Issue Price Yield Maturity Date Amortization Optional Redemption Guarantors Ranking Security Undertakings Financial Covenants Dividends Change of Control Use of Proceeds Credit Rating Lead Managers & Bookrunners Governing Law Accountants Incorporation Listing Trustee

Global Investments Group Finance Ltd $150,000,000 Senior Unsecured Guaranteed Bonds 10.50% - 11.00% 98.00% 10.71% - 11.22% 9/24/17 Repaid in full at maturity at par N/C for 3 years. [105%] in year 4 and [103%] in year 5 Ofer Holdings Group (parent) and its subsidiaries, Ofer Investments Group and Ofer Maritime Parri passu with all other senior obligations other than those manditorily preferred by law Unsecured Standard & customary for a transaction of this type Consolidated Adjusted Book Equity/Total Assets > 20%. Consolidated Adjusted Book Equity > $500M. Minimum Liquidity of $50M. Parent guaranto restricted to not more than 35% of consolidated net profit for the prior year. Put at 101% General corporate purposes, but particularly to support the group's newbuilding program and other financing and refinancing of vessels. Not Rated RS Platou Markets, Pareto Securities Norwegian Law BDO Ziv Haft British Virgin Islands The issuer does not intend to list the bonds Norsk Tillitsmann

The First Time – Hoegh LNG Issues Bond

On Monday, Hoegh LNG Holdings Ltd successfully placed its NOK 750 million 5-year senior unsecured bond offering. Oversubscribed, the offering sold at the wide end of the expected range of NOK 500 million to NOK 750 million. As is typical, investors were mainly Scandinavian, with a good mix of institutional and retail purchasers. With shadow ratings for the company and the bond of mainly B+/B, the bonds were priced for sale at par with a floating rate of 3-month NIBOR + 6.00%. The company intends to swap the obligation from NOK to USD and from floating to fixed rate. The net proceeds of the offering will be used for general corporate purposes. Details of the offering are shown below in the Guts of the Deal on the following page. Hoegh terms itself “the floating LNG services provider” recognizing its long-term floating production, transportation and regasification services. While the company currently operates in all aspects of the trade, including LNG transportation, it has prioritized expansion within floating regasification and newbuilding FSRUs and, as a consequence, has decided to spin-off its FLNG business. http://www.marinemoney.com

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The company operates a fleet of six LNG carriers, of which two are managed, and two Shuttle and Regasification Vessels. With the exception of one vessel, the vessels are partially owned with interests ranging from 34% to 50%. With an average age of 11.3 years, the owned vessels are employed on long-term charters, providing visible cash flows with such counterparties as GDF Suez, Total, Statoil and International Gas Transportation Company. But for the company, the future is in the FSRU business. It currently has three new FSRUs on order, with deliveries scheduled for the second, third and fourth quarters of 2014, as well as options for three more. All three newbuildings will be employed upon delivery. Chartered to Perusahaan Gas Negara for 20 years with options, the first FSRU will connect to Indonesia’s existing main grid and supply gas to the Sumatra and Jakarta region replacing supply from depleting gas fields in Sumatra. The second FSRU is chartered to Klaipedos Nafta for ten years to provide a second import gate for natural gas to Lithuania and add to the security of supply. Both vessels have an approximate capex of $320-330 million, a majority ownership by the governments involved and generate annual EBIT-

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The Week in Review continued DA of $40 to $50 million respectively. Employed commercially, the third vessel is chartered to Colbun and AES Gener to provide natural gas to power plants in Chile for 10 years. Although this vessel is somewhat less expensive at $290-300 million, it generates EBITDA of approximately $41 million. There is much to like about this credit as DNB, one of the joint lead managers, points out: Key investment highlights: • Stable and predictable cash flow and a fully financed fleet o Long term contracts with Blue chip / government counterparties o Fixed capex rates and operating expenses on pass through or index regulated basis o Existing fleet fully financed with long term senior debt o Newbuilding program fully financed including during construction phase, with long term financing to be raised

• Strong downside protection o Fixed price turn-key contract vis-à-vis the yard (Hyundai Heavy Industries) o FLNG (FPSO) business to be spun off and capitalized separately o No balloon payment before 2019 • Highly attractive market fundamentals o LNG market shows strong sustainable long-term growth with the main driver being natural gas for power generation o Höegh LNG has a strong competitive position in a high barrier to entry market and is one of only three existing suppliers of FSRU • Experienced management team and BoD o HLNG senior management with long and proven track record in the LNG industry o Höegh family owns directly and indirectly 44.4% of issued shares

Guts Of the Deal Issuer Amount Notes Offered Coupon Issue Price Maturity Date Amortization Optional Redemption Guarantees Ranking Security Undertakings Financial Covenants

Hoegh LNG Holdings Ltd NOK 750,000,000 Senior Unsecured Bonds 3-month NIBOR + 6.00% 100.00% 3-Oct-2017 Repaid in full at maturity at par N/C for 3 years. 3 years @ 106%, after 4 years @ 103.5% None Parri passu with all other senior obligations except those manditorily preferred by law Unsecured Standard & customary for a transaction of this type Minimum Free Group Cash of $40M. Minimum Free Cash of 5% of Total Interest Bearing Debt. Minimum Book Equity of no less than the higher of $200M or 25% of Total Assets. Capex incurrence subject to minimum 30% pro forma equity ratio Dividends No dividends before 2015. After 2014, dividends not to exceed 50% of net profit from the prior year subject to a minimum Book Equity to Total Assets of 30% and Free Group Cash of $50M. Change of Control Put at 101% Use of Proceeds General corporate purposes Bondholder Consents Allows transfer of assets to MLP and spin-off of FLNG business Shadow Credit Rating-Nordea B/BShadow Credit Rating-DNB B+/B Shadow Credit Rating-Swedbank B+/B Joint Lead Managers DNB, Nordea, Swedbank Governing Law Norwegian Incorporation Bermuda Listing An application will be made for listing on the Oslo Bors Trustee Norsk Tillitsmann

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The Week in Review continued Of course, we can leave it to the credit analysts to find some weaknesses. DNB’s Martin Borter and Knut Ronningen and Nordea’s Lars Kirkeby view the credit similarly, although the latter rates the credit one notch lower. Both banks raised concerns about the small fleet, the significant fleet expansion with its required funding and the leveraged financial risk profile, with the latter somewhat mitigated by the contract coverage. No matter, investors loved the credit likely viewing the financing risk as de minimus as these transactions are ideal candidates for project financing given the credit/government risk standing behind them. Joint lead managers of the offering were DNB Markets, Nordea Markets and SEB Merchant Banking.

On the Horizon…

There is no rest for the weary as the line of companies looking to issue bonds snakes its way through the streets of Oslo. Most recently Rem Offshore ASA and Oceanteam Shipping ASA have announced that they too are exploring opportunities in the Norwegian bond market. For intermediaries, Rem has retained DNB Markets and RS Platou Markets, while Oceanteam engaged Pareto Securities and SpareBank 1 Markets. Oceanteam was far more explicit in its announcement indicating it was seeking a bond loan of up to $95 million. Net proceeds will be used to refinance the existing bond loan of NOK 497 million, including the call premium, to strengthen liquidity and pursue investment opportunities. The successful refinancing of the existing bond loan, however, would trigger the potential exercise of up to 14.9 million warrants type 1 at a subscription price of NOK1/warrant. The Halbesma family which is the controlling shareholder through various entities, hold 4.5 million of these warrants and after full exercise will end up owning 32% of the outstanding shares. Stay tuned.

Box Lessors have it Easy

Within the past week, both The Cronos Group and Textainer Group Holdings (“TGH”) each accessed capital, the former in the bond market and the latter in the bank market. By all appearances, it was easy and cheap. In what has become the stock in trade of this sector, Cronos priced a $300 million ABS deal at a yield of 3.85%, representing a spread of 300 bps to the five year swap rate around 10-20 bps lower than deals done this summer. In his report on the transaction Wells Fargo’s Michael Webber notes that “…Wells Fargo Structured Products Research highlights a general decline in yields following the QE3 announcement, potentially a positive for funding costs across the Box Lessor group. To that http://www.marinemoney.com

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point, we note that several prior issuances (with yields closer to the 5% range) become callable over the next 6-12 months (including issuances from TAL, TGH and BOX), which could drive refinancing (and lower interest costs), if yields remain near current levels (with incremental transaction costs also playing a role in the decision)…” Replacing a five year $205 million revolving credit facility, TGH entered into a new upsized $600 million revolver led by BofA Merrill Lynch and Wells Fargo which included Royal Bank of Canada, Union Bank, HSBC, KeyBank, J.P. Morgan, Citibank, DBS Bank, Sovereign Bank, First Hawaiian Bank, Branch Bank & Trust and Umpqua Bank as participants. Initially, the interest rate, which is charged at LIBOR plus a spread based upon leverage, is set at LIBOR + 150 bps. Loan proceeds will be used to purchase containers and for general corporate purposes. Lastly, the facility has an accordion feature which allows for a $100 million increase the company may elect to utilize.

Outsourcing

Recently, OSG and Seanergy have gone outside for professional assistance with their negotiations with their banks and to develop the requisite financial plan. OSG has retained Chilmark, whereas Seanergy chose Houlihan Lokey and Axia Ventures Group as financial advisors. OSG’s lenders have countered by hiring Lazard, as financial advisor, and White & Case for its legal acumen. With these hires, we may have uncovered the new maritime growth sector. While we have every confidence in management and the banks to work out a solution, there is the hope that the outsiders could bring in new ideas, in addition to providing the necessary protection for the respective boards. Then, too, there is the added incentive of watching the meter run to expedite a resolution.

TEN’s Shelf

Last Friday, Tsakos Energy Navigation Limited filed a shelf registration to sell up to $300 million in securities, including debt securities, warrants, rights, depositary shares, purchase contracts, units, common and preferred shares in one or more offerings. In addition, the company registered for sale up to 21.5 million common shares on behalf of selling shareholders, who may sell them in a secondary offering. Net proceeds from the sale of these securities will be used for general corporate purposes, which may include, but is not limited to: the acquisition of vessels, additions to working capital and the repayment of debt. In the case of the secondary offering, all proceeds go to the sellers. Does this move by an astute Greek owner, mark the bottom or is it simply an expectation of even more blood in the water? Beware of Greeks bearing gifts.

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Deal Tables & Bond Prices Equity Deal Table Issuer

H = New

Underwriters / Advisors

- = Updated Amount

Structure / Pricing / Comments

Status

(US$ M) Textainer Group Holdings Limited

BofA Merrill Lynch, Wells Fargo, Credit Suisse

-

Company and majority shareholder sold 6.125M, including the greenshoe, and 2.5M shares respectively at $31.50/share. Sale will reduce Trencor's shareholding from 60% to 48.9%. Proceeds of the primary offering, $192.3M, will be used for capex and gen'l corporate purposes.

Done

Excel Maritime Carriers Ltd.

Deutsche Bank, Knight

$35

Company through its agent is offering $35M of Class A shares in an "at-the-market" offering.Proceeds will be used for general corporate purposes, to enhance liquidity or assist to meet compliance with loan covenants. As of 8/24, had sold 5.8M shares raising net proceeds of $4M.

In Progress

Teekay Offshore Partners L.P.

Citi, BofA Merrill Lynch, RBC, Barclays, Credit Suisse, Deutsche Bank, Raymond James, ABN AMRO, ING, Natixis

$205

In an upsized offering, Company sold 7.4M units at $27.65/unit, a 3.9% discount from prior close. Proceeds intended to partially finance the acquisition of the Voyageur Spirit FPSO which delivers in November 2012, but in the interim will repay revolvers.

Done

Fred Olsen

ABG Sundal Collier

$39

Done

Ezra Holdings

OCBC

$73

Hyde Park Acquisition Corp. II

Deutsche Bank. EarlyBirdCapital

$75

Sale of up by Bonheur and Ganger Rolf of 0.5m shares each in Fred Olsen Energy at NOK235/share; reduces cumulative stake from 53.4% to 51.9% Spin-off by Ezra of TRIYARDS; 1/3 of share capital to be distributed to Ezra shareholders in specie at a rate of 1 TRIYARDS share for every 10 Ezra shares SPAC, sponsered by the principles of Rand Acquisition Corp. Targeted acquisition will not be limited to a particular industry or geographic region, although the intention is to focus on companies in the US which would include infrastructure, logistics and distribution and manufacturing.

Universal Maritime Inc.

DNB, Fearnley Fonds, RS Platou

-

IPO to raise NOK 1.02-1.2 bn at a price of NOK 45 -60/share. Sponsor to receive shares for pre-money equity and to acquire 2M shares. Proceeds together with bank loan will refinance vessel debt, pay fees and expenses with the balance for gen'l corporate purposes. Deal too steeply discounted.

Cancelled

Golar LNG Partners L.P.

Citi, BofAML, Morgan Stanley, Wells Fargo, Goldman Sachs, UBS, RBC, BNP Paribas, DNB

$196

Company issued 5.5M units at $30.95/unit raising $170.2M. Proceeds, together with proceeds from the private placement to GLNG ($30M), GP interest and loan from GLNG ($175M) will finance the acqusition of the FSRU Nusantara Regas Satu. Greenshoe exercised increasing proceeds to $195.8M. Company raised ~$45M through the sale of 1.7 million common uints to funds managed by Salient Capital, ClearBridge and Harvest Fund. Proceeds will partially fund the acquisition of 4 n/b shuttle tankers delivering in mid-2013. Company sold 4.3M shares at $7/share, a discount of 13.7%, raising gross proceeds of $30M. Proceeds will be used to redeem approximately 693K of the 1.33M shares of 9.75% Series B Cumulative Redeemable Perpetual Preferred. Mr. Bodouroglou purchased 2.6% of the shares.

Done

Teekay Offshore Partners L.P.

Box Ships Inc.

Barclays, Credit Suisse, Deutsche Bank

Box Ships Inc.

Dahlman Rose

Euroseas Ltd.

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In Progress

In Progress

Done

Done

$40

Mr. Bodouroglou purchased $40M of 9.75% Series B Preferred Shares with a warrant to purchase 1 share as bridge financing for the $62.3M acquisition and charterback of OOCL Hong Kong OOCL China. Private placement of 700K units was pulled.

Cancelled

$15

Company issued 13.9M shares (44.4% of pre-offering shares) at $1.10 raising $15.2M in a rights offering. Proceeds of the offering will be used to renew and expand its fleet and for gen'l corporate purposes.

Done

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Deal Tables & Bond Prices continued

M&A and Joint Venture Deal Table Acquirer, New Partners, or Parent Seller

H = New

Advisors

Amount Target / New Company (US$ M)

H

Comments

Status

Company to acquire the 50% of the Orion Pool it does not own from Partner, Frontline for its nominal book value. Acquired Safmarine's 51% share of Ocean Africa Container Lines, which operates in South Africa, between Durban and Luanda.

Done

Nordic American Tankers Limited

-

Orion Tanker Pool

Grindrod Ltd.

-

Ocean Africa Container Lines

Intermarine, LLC

-

Scan-Trans Holding A/S

All stock merger of the two companies which will retain the Intermarine name. Combined fleet will consist of 55 vessels ranging in size from 4-17,000 DWT with lifting capacities of up to 800 mt. Combined revenues will exceed $500M.

Done

J. Lauritzen A/S

-

HitecVision JV

Done

Avance Gas Holding Inc.

-

Transpetrol Shipping Ltd

Formation of JV between Lauritzen Offshore & HitecVision starting with one acccomodation support vessel presently contracted to Petrobras. AVGH acquired 2 2009 built VLGCs, the Prospect and Progress from Transpetrol in exchange for cash and a 1/3 ownership stake in AVGH. It will be an equal partner with Stolt-Nielsen Gas and Sungas Holdings.

Bond Deal Table

H

- = Updated

H = New Amount

Arrangers / Advisors

Hoegh LNG Holdings Ltd.

DNB, Nordea, Swedbank

131

5

Global Investments Group Finance Limited

RS Platou, Pareto

150

5

Ocean Rig UDW Inc.

Deutsche Bank, Morgan Stanley, DNB, ABN AMRO, Commerzbank, Nordea, SEB, Swedbank First Securities

$800

Stolt-Nielsen Limited

DNB, Nordea, Swedbank First Securities

$66

3

Stolt-Nielsen Limited

DNB, Nordea, Swedbank First Securities

$99

6

Stolt-Nielsen Limited

DNB, Nordea, Swedbank First Securities

$83

7

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Done

- = Updated

Borrower

(US$ M)

Done

Interest Maturity

Purpose / Remarks

Status

Rate

6.50%

5

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Company issued NOK 750M of 5-year senior unsecured bonds. Rated B+/B, the bonds were priced at NIBOR+6.0%. Company intends to swap the bonds from NOK to USD and floating rate to fixed rate. Proceeds of the offering will be used for gen'l corporate purposes. Offering of 5-year senior unsecured notes by subsidiary of Ofer Holdings Group. Priced at 98%, the coupon is expected between 10.5-11.0%. Obligation guaranteed by parent and two subsidiaries. Proceeds will be used for gen'l corporate purposes but focused on n/b program.

Done

Reg S / 144A bond offering by subsidiary Drill Rigs Holdings Inc. to refinance existing indebtedness and finance offshore drilling rigs. Deal was upsized from $750M and priced below initial guidance. Rated B2/B, the 5-year notes are guaranteed by the parent and secured by the 2 rigs and parent guarantee. In a dual tranche offering, company issued NOK400M of 3-year senior unsecured bonds priced at NIBOR+3.75%. Shadow ratings were BB+/BB-. Proceeds of the offering will be used for general corporate purposes. Sold NOK 300M in a tap issue on 8/24/12. In this 2nd offering, the company issued NOK 600M of 6-yr bonds. Rated BB+/BB-, the bonds were priced at NIBOR+4.75% and sold at par. Proceeds will be used for general corporate purposes as well. Sold additional NOK 200M in tap issue at 100.5% on 8/24/12

Done

Done

Done

Done

Part of NOK 1Bn offer including tapping old issues. . Priced at NIBOR+5.%, new 7-year floating rate bond, rated BB-, was oversubscribed. Proceeds to be used for general corporate purposes

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Bank Debt Deal Table

H = New

- = Updated

Borrower

Arrangers / Buyers

Amount Pricing / Purpose / Remarks (US$ M)

Stolt-Nielsen Finance Ltd

ANZ, Citi, Credit Agricole, Danske Bank, DNB, HSH Nordbank, KfW IPEX-Bank, Nordea, Swedbank

$600

New $600M senior secured reducing revolving credit facility matures in 1/18. Secured by ships in the fleet the new oversubscribed facility replaces the 2 existing facilities maturing in 7/12 and 1/13. Guaranteed by S-N Limited, S-N Investments and S-N Holdings

Tsakos Energy Navigation Limited

KfW IPEX-Bank

$74

Pre and Post- construction facilities of up to $73.6M to partially finance the acquisition of a 157K DWT shuttle tanker under construction at Sungdong at a total cost of $92M.

Avance Gas Holding Inc.

DNB, Nordea, Standard Chartered

$258

Refinancing of $175M facility from 2011 with a $95M top-up to finance acquisition of 2 VLGCs

Avance Gas Holding Inc.

DNB, Nordea

$64

Partial financing for the acquisition of two secondhand VLGCs

T.Klaveness Shipping AS

DNB, Danske Bank

$43

Post-delivery vessel financing

Flensburger Schiffbaugesellschaft

KfW IPEX-Bank, AXA Versicherung, Zurich Insurance, Hermes

$64

Guarantee facility.

Hoegh LNG Holdings Ltd.

GIEK, K-Sure as ECAs

$250

Dolphin International AS

Danske, Nordea, Handelsbanken, Swedbank, ING, DNB, SEB, Deutsche Bank, HSH Nordbank, KfW IPEX-Bank, Scotiabank, ABN AMRO, GIEK/Eksportfinans

Corporate facility to finance FSRU on 10-yr TC to AB Klaipedos Nafta; subject to guarantees from GIEK and K-Sure and to final documentation Prepay exisiting bank loans, financing of Bolette Dolphin and for gen'l corporate purposes. Guaranteed by Fred Olsen Energy.

Lease Deal Table

H = New

$1,500

- = Updated

Lessee

Lessor(s)/Advisor(s)

Ocean Yield AS

Hoegh Autoliners

Stril Subsea DIS

Simon Mokster Shipping, NRP Finans, SpareBank

TDS Containerships V DIS

NRP Finans AS

$48

DIS acquired, as an asset play, two 1,740 teu geared containerships built in 2008 and 2009 from a bank, which granted a loan of 85% with soft repayment terms, eliminating the need for uncalled capital. The ship will be employed in the short-term charter market.

Diana Containerships Inc.

APL (Bermuda) Ltd

$60

Atlantic Gas IS

Pareto Project Finance

$40

Seaspan Corporation

MSC Mediterranean Shipping Co.

Company purchased 2 Panamax containerships built in 1995 and 1996 for $30M each and chartered them back for 2 years at a rate of $24,750/day with two 1-year options. Norwegian partnership, led by Anthony Veder Group, with a 25% interest, purchased for $38.4M the MGC Rene built in 2002 from Geogas, who agreed to bareboat it back for 2 years w/ 6 month option. Called capital $10.7M, uncalled capital $5M, bank loan of $24.7 (64%) and sellers credit of $4.3M. Seaspan bareboat chartered two of the four Maersk 4,800 TEU vessels for five years with a $5M purchase obligation. Rate for 1st two years is $10K/day increasing to $14.5K for the remaining period. Company incurred a loss of $8.9M and is finalizing the deal on the last two under the same terms.

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Amount (US$ M)

Structure / Pricing / Comments

-

Co. to build two 6,500 PCTCs for delivery in 2014 at DSME Romania for delivery in 2014. The vessels will be bbc to Hoegh Autoliners for 12-years with purchase options beginning in year 5. 70% bank financing obtained. DIS to acquire 2 MSVs, Stril Explorer and n/b Stril T/B/N, from Simon Mokster. Funded by paid-in capital of NOK 236M and a bank loan of NOK 486.5M. Uncalled capital of NOK 136M will secure the transaction. Mokster to invest 50% of equity. Vessels to be employed on medium to long-term time charters.

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Deal Tables & Bond Prices continued Jefferies – High-Yield Shipping Bonds Offer Price

YTW

STW

Maturity

Ratings

Call Date

Call Price

SHIPPING American Commercial Lines (ACLI)

Private

B2 / B

12.5% Secured due '17

112.500

4.09%

394

Jul-17

B2/BB-

07/15/13

106.250

10.625%/11.375% Sr PIK Tgl Nts due '16

96.500

12.83%

1,243

Feb-16

Caa1/B-

02/15/13

105.000

10/22/12

105.125

10/29/12

103.750

American Petroleum Tankers (AMPETR)

Private

10.25% Sr Sec due '15

106.000

Berlian Laju Tanker (BLTAIJ)

– / B-0.91%

(101)

May-15

Suspended

7.5% Sr Nts due '14

27.000

CMA CGM (CMACG)

B1/B+ -/-

115.95%

11,572

May-14

Private

–/D B3 / B-

8.5% Sr Nts due '17

70.000

18.56%

1,799

Apr-17

Caa2/CCC-

04/15/14

104.250

8.875% Sr Nts due '19

70.000

16.55%

1,574

Apr-19

Caa2/CCC-

04/15/15

104.438

any time

MW+37.5

02/01/15

103.688

10/22/14

100.000

Genco (GNK)

NYSE: GNK, Market Cap: $153 mm

5% Sr Nts due '15

43.000

Golden State Petro (GOLDEN)

Private

8.04% Sr Sec due '19

87.250

Great Lakes Dredge & Dock (GLDD)

40.17%

–/– 3,984

Aug-15

–/– 10.87%

995

Feb-19

NASDAQ: GLDD, Market Cap: $456 mm

7.375% Sr Sub Nts due '19

105.000

Dryships (DRYS)

6.04%

82.000

Excel Maritime (EXM)

15.03%

550

Feb-19

25.000

Hapag-Lloyd (HPL)

85.76%

B3/B –/–

1,476

Dec-14

NYSE: EXM, Market Cap: $66 mm

1.875% Sr Nts due '27

B2/B B2 / B

NYSE: EXM, Market Cap: $966 mm

5% Sr Nts due '14

–/–

–/– WR / NR

8,550

Oct-27

Private

–/– – / BB-

9% Sr Nts due '15

106.000

6.78%

668

Oct-15

B3/B

10/15/13

104.500

9.75% Sr Nts due '17

99.500

9.88%

922

Oct-17

B3/B

10/15/14

104.875

01/15/13

108.156

11/01/13

104.313

Marquette Transportation (MARTRA)

Private

10.875% Secured due '17

106.000

Navios Maritime Acquistion (NNA)

-/8.73%

834

Jan-17

NYSE: NNA, Market Cap: $110 mm

8.625% Sr Sec due '17

96.000

Navios Maritime Holdings (NM)

9.64%

B3/B–/–

897

Nov-17

NYSE: NM, Market Cap: $375 mm

B3/B –/–

8.875% Sr Sec Nts due '17

105.000

7.04%

668

Nov-17

Ba3/BB-

11/01/13

104.438

8.125% Sr Nts due '19

89.000

10.53%

961

Feb-19

B3/B+

02/15/15

104.063

Navios South American Logistics (NAVSAL)

Private

9.25% Sr Nts due '19

95.500

04/15/14

106.938

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–/– 10.21%

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Deal Tables & Bond Prices continued Jefferies – High-Yield Shipping Bonds continued Offer Price

YTW

STW

Maturity

Ratings

Call Date

Call Price

11/15/13

105.875

SHIPPING CONTINUED Norwegian Cruise Line (STRC)

Private

11.75% Sr Sec due '16

114.000

Overseas Shipholding Group (OSG)

-/4.03%

384

Nov-16

NYSE: OSG, Market Cap: $212 mm

B2/BB B3 / B-

8.75% Sr Nts due '13

92.500

16.01%

1,583

Dec-13

Caa2/CCC+

any time

MW

8.125% Sr Nts due '18

66.500

17.96%

1,722

Mar-18

Caa2/CCC+

NC

MW+50

7.5% Sr Nts due '24

58.000

15.45%

1,373

Feb-24

Caa2/CCC+

NC

NC

Royal Caribbean Lines (RCL)

NYSE: RCL, Market Cap: $6,498 mm

Ba1 / BB

7% Sr Nts due '13

103.750

1.63%

148

Jun-13

Ba1/BB

NC

NC

6.875% Sr Nts due '13

106.500

1.24%

106

Dec-13

Ba1/BB

NC

NC

5.625% Sr Nts due '14

103.500

2.88%

286

Jan-14

Ba1/BB

NC

NC

11.875% Sr Nts due '15

123.500

3.02%

270

Jul-15

Ba1/BB

NC

NC

7.25% Sr Nts due '16

112.500

3.61%

316

Jun-16

Ba1/BB

NC

NC

7.25% Sr Nts due '18

111.500

4.83%

409

Mar-18

Ba1/BB

NC

NC

7.5% Sr Nts due '27

106.000

6.85%

492

Oct-27

Ba1/BB

NC

NC

10/29/12

100.000

Ship Finance International Ltd. (SFL)

NYSE: SFL, Market Cap: $1,240 mm

8.5% Sr Nts due '13

100.500

Stena AB (STENA)

2.01%

B1 / BB 190

Dec-13

Private

B3/B+ Ba2 / BB+

7% Sr Nts due '16

100.250

5.36%

526

Dec-16

B2/BB

10/29/12

101.167

6.125% Sr Nts due '17

102.000

5.60%

525

Feb-17

B2/BB

any time

MW+50

5.875% Sr Nts due '19

95.000

6.86%

609

Feb-19

B2/BB

any time

MW+50

7.875% Sr Nts due '20

102.000

7.52%

653

Mar-20

B2/BB

any time

MW+50

any time

MW+50

10/29/12

101.500

Teekay (TK)

NYSE: TK, Market Cap: $2,224 mm

8.5% Sr Nts due '20

106.000

Ultrapetrol Limited (ULTR)

7.42%

B1 / BB631

Jan-20

NASDAQ: ULTR, Market Cap: $42 mm

9% Sr Sec due '14

86.000

US Shipping (USPZ)

17.03%

B2/BBB3 / B-

1,676

Nov-14

Private

Caa1/B-/-

L(2.%FLR)+720 1L TL-Exit due '13

99.000

10.44%

1,005

Aug-13

–/–

L(2.%FLR)+50 2L TL-Exit due '13

36.000

145.17%

14,195

Aug-13

–/–

Windsor Petroleum Transport

Private

7.84% Secured due '21

64.500

15.61%

1,430

Jan-21

Caa1/CCC+

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Deal Tables & Bond Prices continued Jefferies – High-Yield Shipping Bonds continued Offer Price

YTW

STW

Maturity

Ratings

Call Date

Call Price

03/15/17

103.188

SUPPLY VESSELS Gulfmark Offshore (GMRK)

NASDAQ: GMRK, Market Cap: $881 mm

6.375% Sr Nts due '22

102.500

Hornbeck Offshore Services (HOS)

5.95%

Ba3 / BB-

481

Mar-22

NYSE: HOS, Market Cap: $1,300 mm

B1/BBBa3 / B+

8% Sr Nts due '17

109.000

2.36%

219

Sep-17

Ba3/BB-

09/01/13

104.000

5.875% Sr Nts due '20

102.500

5.34%

460

Apr-20

Ba3/BB-

04/01/16

102.938

Seacor Holdings (CKH)

NYSE: CKH, Market Cap: $1,744 mm

Ba1 / BB+

5.875% Sr Nts due '12

101.500

-166.80%

(16,691)

Oct-12

Ba1/BB

any time

MW+12.5

7.375% Sr Nts due '19

109.500

5.71%

466

Oct-19

Ba1/BB

any time

MW+50

This Weeks Winners (Resale Values) Dry

Wet

Type (dwt)

Value

Week Change Year Change

Supra (60k)

25.5

1.39%

-21.93%

Handy (30k)

21.1

1.30%

-19.98%

Cape (180k)

40.2

0.53%

-24.54%

Panamax (80k)

26.0

0.00%

-28.09%

Type (dwt)

Value

MR (50k)

30.8

Container

Week Change Year Change 0.39%

-18.95%

Type (teu)

Value

Handy (1,400)

22.1

Week change Year Change 1.00%

-22.77%

This Weeks Losers Dry Type (dwt)

Value

Wet

Week Change Year Change

Container

Type (dwt)

Value

LR1 (75k)

34.5

Week Change Year Change -0.23%

-17.03%

P-Panamax (7,000) 55.5

Type (teu)

Value Week Change Year Change -0.72%

-30.75%

VLCC (310k)

78.1

-0.59%

-14.89%

Panamax (4,250)

38.8

-0.79%

-30.91%

Suezmax (160k) 54.6

-1.67%

-10.03%

Feedermax (750)

15.2

-0.91%

-22.85%

Aframax (110k)

-4.11%

-19.78%

Sub Pmax (2,500)

24.6

-1.13%

-31.74%

38.5

All values and statisitics are for standard specification resale vessels from top quality yards. Effects of depreciation have been removed for "like by like" comparison over the time period. www.vesselsvalue.com

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Forum Schedule 2012-2013 MARINE MONEY FORUMS AND CONFERENCES As the premier provider of ship finance news, data and analysis, Marine Money hosts the world’s most important ship finance forums and conferences. Whether we are in New York, Tokyo, Greece, Singapore, Oslo or anywhere else where the formation of capital for shipping is taking place, Marine Money conferences provide the most educational and best networking opportunities available in the industry. Oslo London

Hamburg

Monaco

New York

Istanbul Busan

Athens

Houston

Shanghai Dubai

Hong Kong

Singapore

Rio de Janeiro

October 17, 2012

14th Ann. Greek Ship Finance Forum

Athens

November 1, 2012

6th Ann. Korea Ship Finance Forum

Busan

November 15, 2012

13th Ann. Ship Finance Forum - New York

New York City

November 27, 2012

China Ship Finance and Strategy Forum

Tianjin

January 17, 2013

Singapore Offshore Finance Forum

Singapore

January 24, 2013

4th Ann. London Ship Finance Forum

London

February 21, 2013

12th Ann. German Ship Finance Forum

Hamburg

February 2013 TBA

6th Ann. Hong Kong Ship Finance Forum

Hong Kong

March 2013 TBA

9th Ann. Gulf Ship Finance Forum

Dubai

May 8, 2013

3rd. Ann. Houston Offshore Finance Forum

Houston, Tx

May 2012 TBA

10th Ann. Istanbul Ship Finance Forum

Istanbul

June 6, 2013

15th Ann. Norway Ship & Offshore Finance Forum

Oslo

June 18-20, 2013

26th Ann. Marine Money Week

New York City

September 2013 TBA

6th Ann. Super Yacht Finance Forum

Monaco

September 2013 TBA

Brazil Offshore Finance Forum

Rio de Janeiro

September 2013 TBA

12th Ann. Marine Money Week Asia

Singapore

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