Dockwise Ltd : Dockwise offers financing assistance to Fairstar
(Thomson Reuters ONE) -
In yesterday's Fairstar annual meeting of shareholders (AGM), Dockwise voted in
favour of the re-appointment of the auditor and against the other resolutions
including the authority for the Fairstar Boards to issue 20 MM shares under the
conditions as set out in the AGM convocation.
The vote against the share issue was based on insufficient disclosure by
Fairstar on its financial situation, a refusal from the Fairstar Boards to
provide additional information and to provide sufficient detail of the reasons
for, and proposed modalities of, the capital increase, as well as Dockwise' need
to protect its shareholder rights. The agenda and notes for the AGM had offered
no other explanation than that the share issue was intended to give the Boards
"the flexibility to finance Fairstar in the most efficient manner". The limited
new information that was provided on Fairstar's financial position included that
Fairstar has payment obligations of approximately USD 70 MM next week for
milestone payments for FORTE and FINESSE, while it might not be able to draw
under its credit agreements.
The financial situation of Fairstar is obviously concerning and therefore at the
AGM Dockwise offered again to the Fairstar Boards to discuss how Dockwise could
assist Fairstar with its financing. Dockwise had before repeatedly stated to the
Fairstar Boards that it is willing and able to discuss with Fairstar the terms
of required financing including a potential capital injection of USD 50-100 MM.
Dockwise had and has every intention to ensure Fairstar can operate as a going
concern to the benefit of clients, staff, lenders and other stakeholders.
At the AGM the Fairstar Boards declined to have any discussion on this subject.
Dockwise has yesterday evening made a specific offer to Fairstar to assist in
the short term financing needs of the company through providing a USD 30 MM
subordinated loan, for a period of up to 3 years, with interest of 1% over LIBOR
for the first 2.5 months and 6% over LIBOR thereafter, to bridge the period to
an equity offering of between 20 and 60 MM shares, at NOK 9.30, with full
protection of the pre-emptive and other rights of all the Fairstar
shareholders. The loan was to be made under arms length market conditions,
subject, inter alia, to the disclosure of sufficient financial information. The
proposed USD 30 MM was based on the expected maximum proceeds of the equity
issue of 20 MM shares as put on the agenda for the AGM. The proposed USD 30 MM
short term financing would be part of the potential overall capital injunction
by Dockwise of USD 50-100 MM referred to above.
Fairstar has immediately rejected the financing proposal by Dockwise and has
taken the position that it is not worth to discuss this possible financing
solution. Based on the information provided by Fairstar at the AGM the fact
remains that Fairstar needs short time financing to pay its existing
commitments. Dockwise stands by its financing proposal and remains willing to
discuss it with Fairstar should its Boards choose to do so.
Finally, Dockwise refers to the offer it launched today for all remaining
Fairstar shares not yet owned by Dockwise. Through the offer Dockwise gives the
remaining shareholders who do not want to remain Fairstar shareholders the right
to sell their shares at the same price of NOK 9.30 received by the 54.6%
Fairstar shareholders who have already sold their shares to Dockwise. In
addition, Dockwise has continuously indicated - and confirms again - that it
will ensure that the interests of minority shareholders who will remain in
Fairstar will be properly taken into account.
For further information please contact:
Fons van Lith fons.van.lith(at)dockwise.com
Tel : +31 (0)6 51 314 952 or +31 (0)76 5484116
About Dockwise Ltd/Dockwise Group
Dockwise Ltd., a Bermuda incorporated company, has a workforce of more than
1200 people both offshore and onshore. The Company is the leading marine
contractor providing total transport services to the offshore, onshore and
yachting industries as well as installation services of extremely heavy offshore
platforms. The Group is headquartered in Breda, the Netherlands. The Group's
main commercial offices are located in The Netherlands, the United States and
China with sales offices in Korea, Australia, Brazil, Russia, Singapore,
Malaysia, Mexico, Nigeria, Saudi Arabia and the United Arab Emirates. The
Dockwise Shipping network is supported by a global network of agents. The
Dockwise Yacht Transport business unit is headquartered in Fort Lauderdale and
has an office in Genoa, Italy.
To support all of its services to customers, the group also has three additional
engineering centers in Houston, Breda and Shanghai, manufactures specific motion
reduction equipment such as LMU (Leg Mating Units) and DMU (Deck Mating Units)
and operates a fleet of 19 purpose built, semi-submersible vessels.
Dockwise shares are listed on the Oslo Stock Exchange under ticker DOCK and on
NYSE Euronext Amsterdam under ticker DOCKW.
This information is subject of the disclosure requirements pursuant to Section
5-12 of the Norwegian Securities Trading Act.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Dockwise Ltd via Thomson Reuters ONE
[HUG#1612560]
Unternehmensinformation / Kurzprofil:
Datum: 15.05.2012 - 18:33 Uhr
Sprache: Deutsch
News-ID 146851
Anzahl Zeichen: 6278
contact information:
Town:
Breda
Kategorie:
Business News
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