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Ship Operator Toisa Files for Bankruptcy January 30, 2017 by Reuters PrivacyBadger has replaced this AddThis button. File photo: Toisa Shipping File photo: Toisa Shipping ReutersBy Tom Hals WILMINGTON, Del., Jan 30 (Reuters) – Shipping company Toisa Ltd filed for U.S. Chapter 11 bankruptcy as falling demand for the Bermuda-chartered company’s oil-and-gas supply vessels left it running short of cash, according to court documents. Toisa, owned by Greek shipping magnate Gregory Callimanopulos, has a global fleet of 26 offshore oil service vessels, 13 tankers and seven bulk ships, according to documents filed with the U.S. Bankruptcy Court in Manhattan. The ship operator said it had more than $1 billion in debt in court documents. Oil prices have fallen by about half since 2014, and offshore energy producers have responded by cutting back on capital spending which has undermined demand for supply vessels. Toisa said it has been in talks with lenders this month in London, but sought bankruptcy after several lenders took action on their loans, including seeking to seize the company’s ships, according to court documents. The energy downturn has hit many offshore oil service firms, including Houston-based Hercules Offshore Inc which in June said it planned to liquidate its drilling business. Tidewater Inc, a New Orleans-based operator of supply vessels, has been in negotiations for several months with its lenders to amend it debt agreements. (Reporting by Tom Hals in Wilmington, Delaware; Editing by Chizu Nomiyama) (c) Copyright Thomson Reuters 2017
Statoil Scoops Up Nine AHTS and Four PSVs for Work Offshore Norway January 27, 2017 by gCaptain PrivacyBadger has replaced this AddThis button. One of the vessels is the AHTS KL Sandefjord. Photo: Vard One of the vessels is the AHTS KL Sandefjord. Photo: Vard Statoil Petroleum AS has chartered thirteen vessels, including 9 AHTS and 4 PSVs, for work offshore Norway as the company boosts its exploration activities for the first time since 2013. According to data compiled by Norwegian shipbroker Westshore.no, Statoil Petroleum AS secured charters for the vessels on Thursday for work offshore Norway. Earlier this month Statoil announced it would increasing exploration for the first time in years due to falling costs. The company plans about 30 exploration wells as an operator or partner in 2017, up from 23 last year, including as many as 18 wells which will be drilled off Norway. Statoil said its plans include five to seven wells in the Barents Sea, where it hasn’t explored since 2014. Despite Statoil plans, the offshore oil services industry likely faces another tough year in 2017. According to Westshore, there are currently 47 AHTSs and 100 PSVs still in lay-up in Norway and the UK. PSV utlization is currently at 83%, while AHTS utilization is just 35%, Westshore figures show.
Reply from AnnA Technically, Transaction “B” is comprised of the following: Receipt of: · New cash - $10.5 million · Vessels and equipment - $6.1 million (fair market value as appraised) in exchange for discounted convertible notes with a fair market value (as appraised) of $16.6 million (nominal value of $31.6 million). No cash outlay on the convertible notes (10, 12 and 15 year terms) with the exception of interest on the Series A Notes. The Transaction “A” is comprised of the following: Receipt of: · Vessels - $8 million (fair market value as appraised) in exchange for $8 million of forgiveness of the principal amount of the Everest Loan Note. The contingent consideration element is only payable out of future net cash flows over the next 18-month period, if earned.
Reply from me; Yes the transaction does bring in $10.5m of new capital however It is at a cost of $32m and forgoing a loan of $8m so almost $40m If it was it was brining in $40m of cash at a cost of $10m then I would agree but it is not the case
The required process of completing and filing the admission document is rigorous and involves not just the Company and its Directors but also the review and consent of the Company’s nominated adviser (finnCap), the Company’s auditors (RSM) and the Company’s solicitors (Norton Rose). Subsequent to this process, the transaction also must be presented to the shareholders for approval. The terms of the convertible notes to be issued to the Sellers (upon approval of the shareholders) allowed the fair market value of the notes to be heavily discounted (as compared to their nominal value). The Company and its Directors had these convertible notes (and their fair market value) appraised by a third-party accounting firm. This transaction will bring in $10.5 million of new capital cash to the Company for use in future acquisitions. The convertible notes do not require any cash outlay for interest or principal payments (with the exception of the Series A Notes for interest) upon conversion or redemption
Hi Anna, Can you ask the independent directors why after having consulted with finnCap, that the terms of Transaction Agreements, amendments to the Everest Loan Note and issuance to Everest and Alan Quasha of Convertible Loan Notes are fair and reasonable insofar as Shareholders are concerned??
a name change change- wow that will make us multi bag
I got the same reply word for word; must be many disgruntled PIs but someone is hoovering the shares up... Think il put this on the barge pole list; invested heavily in management trust but that has been breached!
'As noted in the Company’s admission document (released on 16 January 2017), the Company determined to change its fundamental business away from traditional oil and gas exploration and production to a company that provides services to the offshore oil and gas sector. The subsea services sector of the oil and gas industry uniquely allows a company to utilise their asset base in “high times” and “low times” of oil prices. During periods of sustained and/or recovered oil prices, the subsea service industry can service an active offshore oil and gas market (drilling, workovers, platform, pipeline and production facility expansion and maintenance). Even in prolonged period of low oil prices, the offshore oil and gas industry still requires subsea services to inspect, repair, maintain or decommission offshore wells, platforms and pipelines. As mentioned in our admission document, there are over 3,800 production platforms and 33,000 miles of offshore pipelines in addition to substantial amounts of non-producing oil and gas reservoirs in the Gulf of Mexico alone. For these initial transactions, we chose to conserve our existing cash in addition to raising new cash of $10.5 million ($10 million of which is from a non-related investment firm) to purchase these initial vessels in exchange for the issuance of deeply-discounted convertible notes. We want to have a strong cash balance for future “fire power” for these next strategic acquisitions and/or mergers. We consider the transactions included in the admission document to serve only as our entry point into the global subsea service market. We believe the Gulf of Mexico provided the easiest point of entry into this market, and these transactions will provide the platform for near-term growth and further acquisition. We plan to be active in acquiring strategic businesses (not just within the Gulf of Mexico), subsea technology as well as further assets in order to build a competitive advantage when the offshore oil and gas industry fully recovers.'
Red in tooth and claw
Anyone interested in voting against the RT... do we have 9,200,000 between us???? Disgrace of a deal, have emailed the London Stock Exchange Aim Team asking them what they are doing to protect PI's against related transactions which are not in the interests of minority shareholders. Been shafted of epic proportions
Ok so that still leaves GED with c$30m in cash, what does it intend to do with it? I also don't understand why they are buying these old vessels when they don't know when they will be or if they will ever be utilised. Appears to be a transaction of convenience where the majority shareholders have been given a waiver of $12m and have now been given a cash cow in the form of CLNs. GED is baring all the risk whilst ordinary shareholders like me are suffering; Please explain to me how this will generate any value as the admission document is full of cautionary statements; I'm pretty confident if this was a new IPO it would not attract any investment as the only beneficiaries are the majority shareholders... Please can you explain the rationale for such a RT and how confident you are share holder value will increase; please also explain the rationale for issuing deeply discounted CLNs with no conditions and why the cash wasn't used to finance such deals? There are many oil minnows on AIM who with a fraction of cash have managed to secure deeply discounted assets and they have had a transformational impact on the share price why has GED failed in this respect. Please can you reply to this email and all other questions I have asked because from my interpretation of the admissions document this has to go down as one of the worst deals in history; serious questions need asking and answering. I eagerly look forward to the detailed email promised to me earlier
So it would appear we don't have to service the CLNs periodically but how confident are we that the directors will issues shares at maturity or pay outstanding amounts
I would refer you to the Pro Forma Statement of Net Assets of the Enlarged Group (as at 30 June 2016) on page 42 within the Admissions Document. This schedule will give some clarity to the actual and pro-forma cash balance of the Company. The only convertible notes to be issued for new cash are the Series A Notes for $10.5 million. The total nominal value of the convertible notes is $31.6 million but they are deeply discounted due to their terms (long maturity terms, non-payment of interest, etc.) as indicated on page 43 of the Admissions Document.
Hi Anna, Just want to confirm GED is issuing $31.5m worth of CLNs with only CLN A exercisable in cash, the others at the option of GED? GED already has $21m in cash do in total it will have $51m in cash Of this under transaction B GED will buy 8 vessels for $10.5m USD, it will have remaining $40.5m Are my figures correct? What does it intend to do with $40.5m?
Seems like one of the dumbest financial deals iv come across; how is this possibly in the interest of shareholders
6. The acquisition of the Rider Barge and Transaction B Assets to be acquired as part of Transaction B have a fair value of $5.6 million as determined by third party valuations. The consideration comprises the issue of loan notes with a fair value of $16.1 million of which cash proceeds of $10.5 million will be received, with $3 million on completion, and the balance in March and April 2017. The loan notes will be issued in tranches on completion and in March and April 2017 and hence have been split between notes issued and notes to be issued. The key terms of the Convertible Loan Notes issued as part of Transaction B are summarised in Section 4 of Part I and the value attributed to them is summarised below: Convertible A Loan Notes Nominal value Convertible B Loan Notes Nominal value Convertible C Loan Notes Nominal value Fair value adjustment Convertible Loan Notes fair value Convertible Loan Notes to be issued Convertible Loan Notes issued Convertible Loan Notes fair value $’000 10,500 6,100 15,000 31,600 (15,460) 16,140
Does anyone know why they are raising $31.5m? Or do I have my figures incorrect
The Directors are firm in their view that the Company will not take on uneconomic work in order to have its vessels in service. Accordingly, it is likely that the vessels will remain inactive for a considerable period until the oil price recovers and exploration and production operations return in the shallow water areas of the Gulf of Mexico. The Company will continue to incur maintenance and docking costs which may not be covered by its earnings while the vessels remain inactive. The Company’s strong cash balance will enable it to adopt such an approach for the foreseeable future. Upon a recovery in the market, Global will determine in what order it will put its vessels into service (if at all). Ha ha ha!!!
Do we have 9m shares amongst us to vote this down?!!!!
at photos of CAL Diver 1, it looks as if there should be a few jobs going for a squad of panel beaters!!
Correct me if I'm incorrect, but are we paying c $2m a year interest for the CLNs? How is this a good deal? Il put this question to Anna
Should have followed my initial impression and sold out, was getting an offer of 24p at the time; Didn't like the fact that the vessels are old, from my understanding the industry does not like vessels older than 5 years. Also didn't like that fact that no dividend is paid nor any mention of the cash and the fact that some vessels will be scrapped and the whole fleet will not be used until further notice. GED issues HKN $10 but only $8m paid back. Will ask Anna to respond fully and post and then depending on answers will as her to arrange a call
Mr. Ahmed, Thank you for your patience. We have been in a close period for many months leading up to the announcement today. I am returning calls and emails today following our announcement and will be sending through a more detailed response to your questions below. Subsequently, I am available to set up a call to further discuss your questions. Kind regards, Anna Anna Williams Director of Strategy and Business Development 180 State Street, Suite 200 Southlake, TX 76092 817.424.2424, ext 110
Hi Anna, I see the news regarding the takeover has been released today, it doesn't entirely fill me with Much confidence. Firstly from a quick read there was no mention of the extra $2m loan provided to HKN and why CLNs are being issued to buy the vessels when GED have $21m in cash. The cash burn of c$2.1 m appears high and no mention of the cash position what GED intend to do with it. Further a little disappointed that there an o projections on earnings and why the vessels will not be utilised, also disappointed at the age of the vessels. Not convinced how this creates shareholder value especially considering many people bought at multiples of the current share price. I eagerly await your reply