GPRT.L Regulatory News (GPRT)

5 Apr 2006 07:01

Goldenport Holdings Inc05 April 2006 NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO THEUNITED STATES, CANADA, AUSTRALIA OR JAPAN This is an advertisement and not a prospectus. Investors should not subscribefor the shares referred to in this advertisement except on the basis of theinformation contained in the prospectus dated 31 March 2006, copies of which canbe obtained from HSBC Bank plc at 8 Canada Square London E14 5HQ and from theregistered office of the Company at Trust Company Complex, Ajeltake Road,Ajeltake Island, Majuro, Marshall Islands MH 96960. Wednesday 5 April 2006Goldenport Holdings Inc. First day of dealings - admission to the Official List and to trading on the London Stock Exchange Market capitalisation of £164.2m million at placing price of 235 pence per share (2) Goldenport Holdings Inc. ("Goldenport" or "the Company"), the internationalshipping company that owns and operates a fleet of seventeen vessels thattransport cargo worldwide, is pleased to announce completion of its admission tothe Official List and that conditional dealings in its ordinary shares on theLondon Stock Exchange ("Admission") will commence at 8.00am today. Highlights: • Experienced management team with combined shipping industry experience of over 80 years • Active in two main segments of the international shipping market enhancing stability of revenue streams • Highly predictable cash flows due to long term contractual arrangements with large established charter counterparties • Intention to pay approximately 50% of earnings as an annual dividend, reflecting the long-term earnings and cash flow potential of the Company. • Goldenport will use the net proceeds of the issue to partly repay outstanding debt and to fund future fleet expansion when the prevailing market opportunities are favourable to do so in order to drive future profitability and growth Offer Statistics: • Offer Price 235 pence • Gross proceeds to be raised by the Company (1) £60.0 million • Number of Shares being offered (1) 25,531,915 • Number of Shares subject to Over-allotment Option 2,553,191 • Number of Shares in issue immediately following the Offer (2) 69,885,106 • Expected market capitalisation of the Company (1) £158.2 million • Estimated net proceeds of the Offer receivable by the Company (1) £55.9 million (1) Assumes the Over-allotment option is not exercised.(2) Assumes the Over-allotment option is exercised. • HSBC Bank plc acted as sole Sponsor, Global Co-ordinator and Bookrunner in relation to the Offer • Investec Bank (UK) Limited and Panmure Gordon (UK) Limited acted as Co-Lead Managers • NBG International Limited acted as Placing Agent Commenting on the Placing and Admission, Captain Paris Dragnis, Chief ExecutiveOfficer of Goldenport said: "We are delighted to have successfully completed our Admission to the OfficialList and that trading on the London Stock Exchange started today. This is anexciting time in the Company's development and the diversification of theCompany's capital base will provide a platform for the future growth of theCompany, by enabling the expansion of our fleet in order to drive futureprofitability." For further information please contact: HSBC Bank plcEquity Capital Markets Andrew Meigh020 7992 2174Paddy Burrowes020 7991 5272 Transport, Services & Infrastructure Nick Davies020 7992 2389 Global Shipping Anne Dovigen020 7992 3797 Mid Market Team Nic Hellyer020 7992 1683Britta Bahr020 7991 0971 SmithfieldJohn Kiely / Will Swan020 7360 4900 Further InformationOverview of Goldenport Goldenport is an international shipping company that owns and operates a fleetof seventeen vessels that transport cargo worldwide. The fleet consists of nine dry bulk carriers and eight container vessels. Selected Financial Information • Goldenport reported revenues of US$83.6 million, EBITDA of US$53.8m and net income from continuing operations of US$43.3 million for the year ended 31 December 2005. Goldenport's strengths • An experienced management team with a proven track record • A high proportion of medium to long term charter coverage (86% for 2006, 55% for 2007, and 43% for 2008) already fixed in terms of available operating days (based on the latest charter expiration dates) • Long-term, high quality customer relationships • Efficient operation of vessels, regardless of age • Operations in two major sectors of the shipping industry Goldenport's strategyGoldenport's primary objective is to manage its fleet in a manner that allows itto maximise returns for shareholders and maintain profitability across theshipping cycle. To accomplish this objective, Goldenport has identified thefollowing strategies, which build upon its existing strengths: • Employment of vessels in a manner that provides stable cash flows • Effective management of the size and nature of the fleet with a view to expansion of the company • Maintain exposure to both the dry bulk and container sectors • Attraction and retention of blue-chip customers • Capitalisation on established reputation • Maintenance of a strong balance sheet with low leverage Dividend policy Goldenport intends to adopt a dividend policy that will reflect the long-termearnings and cash flow potential of the Company, maintaining an appropriatelevel of dividend cover to take into account the likely effects of the shippingcycle and the need to retain earnings to reinvest in vessel acquisitions.Following the Offer, Goldenport anticipates that it will initially adopt anannual dividend payment ratio of approximatley 50% of Goldenport's earnings.Goldenport also anticipates that higher payout ratios may occasionally beappropriate in times of cyclically lower earnings, in order to better provideinvestors with a regular income on invested capital. The contents of this announcement, which has been issued by and is the soleresponsibility of Goldenport, have been approved solely for the purposes ofsection 21 of the Financial Services and Markets Act 2000 by HSBC Bank plc of 8Canada Square, London E14 5HQ. HSBC Bank plc are acting for Goldenport and no one else in connection with theproposed offering referred to in this announcement (the Offering) and will notbe responsible to any other person for providing the protections afforded to itsclients or for providing advice in relation to the Offering. No offer or invitation to acquire shares in Goldenport is being made by or inconnection with this announcement. Any decision to purchase or subscribe forsecurities in connection with the Offering should be made solely on the basis ofthe information contained in the prospectus published on the 31 March 2006 inrelation to the Offering. This does not constitute a recommendation concerning the Offering. The value ofshares can go down as well as up. Past performance is not a guide to futureperformance. Potential investors should consult a professional adviser as to thesuitability of any Offering for the individual concerned. Shares in Goldenport are not being registered under the United State SecuritiesAct of 1933, as amended (the Securities Act) and may not be offered or sold inthe United States or to or for the account or benefit of US persons (as suchterms are defined in Regulation S under such Act) absent registration or anexemption from registration. Shares in Goldenport are being offered and soldoutside of the United States in reliance of Regulation S of the Securities Act.In addition, until 40 days after the commencement of the offering of the sharesin Goldenport an offer or sale of those shares within the United States by anydealer (whether or not participating in the Offering) may violate theregistration requirements of the Securities Act. This announcement does not constitute an offer to sell, exchange or transfer anysecurities of Goldenport and is not soliciting an offer to purchase, exchange ortransfer such securities in any jurisdiction where the offer, sale, exchange ortransfer is not permitted or to any person or entity to whom it is unlawful tomake that offer, sale, exchange or transfer. This announcement is not an offerof securities for sale in the United States. Securities may not be offered orsold in the United States absent registration or an exemption from registration.No public offering will be made in the United States. Shares in Goldenport have not been and will not be registered under theapplicable securities laws of Australia, Canada or Japan and may not be offeredor sold within Australia, Canada or Japan or to, or for the account or benefitof, citizens and residents of Australia, Canada or Japan. This announcement contains certain forward-looking statements. Theseforwardlooking statements can be identified by the use of forward-lookingterminology, including the terms "believes", "estimates", "plans", "projects","anticipates", "expects", "intends", "may", "will" or "should" or, in each casetheir negative or other variations or comparable terminology. Theseforward-looking statements include matters that are not historical facts andinclude statements regarding Goldenport's intentions, beliefs or currentexpectations concerning, among other things, Goldenport's results of operations,financial condition, liquidity, prospectus, growth, strategies and the shippingindustry. Such forward-looking statements involve risks and uncertainties that couldsignificantly affect expected results and are based on certain key assumptions.Many factors could cause actual results to differ materially from thoseprojected or implied in any forward-looking statements including, withoutlimitation, the factors to be described in the risk factors section of theProspectus. Due to such uncertainties and risks, readers are cautioned not toplace undue reliance on such forward-looking statements, which speak only as ofthe date hereof and are subject to risks relating to future events and otherrisks, uncertainties and assumptions relating to Goldenport's operations,results of operations, growth, strategy and liquidity. Goldenport disclaims anyobligation to update any forward-looking statements contained herein, except asrequired pursuant to applicable law or by the Listing Rules or Disclosure Rulesof the Financial Services Authority. This information is provided by RNS The company news service from the London Stock Exchange