OTTO MARINE LTD 
By (UEN : 197902647M)
(Incorporated with limited liability in the Republic of Singapore on 5 September 1979)
OTTO MARINE LIMITED AND ITS SUBSIDIARIES GO MARINE GROUP PTY LTD AND GO OFFSHORE PTY LTD ENTER INTO US$20 MILLION LOAN AGREEMENT WITH OPTION WITH OCBCCapitalised terms not otherwise defined in this announcement shall bear the same meanings ascribed to them in the announcement made by Otto Marine Limited (the "Company") on 27
September 2011 (the "Previous Announcement") in relation to the Term Sheet entered into between the Company, Go Offshore Pty Ltd ("Go Offshore") and Oversea-Chinese Banking
Corporation Limited ("OCBC").
1. Introduction
1.1. The Board of Directors of the Company (the "Board")
refers to Previous Announcement.
1.2. The Board wishes to announce that further to the
execution of the Term Sheet, (i) the Company; (ii) its
subsidiary, Go Marine Group Pty Ltd ("Go Marine"); (iii) Go
Offshore, a wholly-owned subsidiary of Go Marine; and (iv)
OCBC, have entered into a loan agreement with an option for
OCBC to subscribe for new ordinary shares in the capital of
Go Offshore or its listing vehicle for up to the Facility
Amount ("Option"), in relation to a loan by OCBC to Go
Offshore (the "Loan").
2.1 Facility Amount
The Facility Amount is up to US$20,000,000.
2.2 Final maturity date
The Loan must be repaid by Go Offshore to OCBC in full at the
final maturity date, which is the earlier of (a) 36 months
from the first drawdown date; or (b) the occurrence of a
Liquidity Event (as defined below).
2.3 Liquidity Event
A "Liquidity Event" includes, inter alia, (a) an initial
public offering by Go Offshore or its listing vehicle; and
(b) the sale or transfer of all or substantially all the
assets of Go Offshore to a third party.
3.1 The Option commenced on 30 March 2012 and expires 36
months from the first drawdown date.
3.2 If OCBC elects to exercise the Option, it will subscribe
for up to not less than 5% but not more than 10% of the share
capital of Go Offshore or its listing vehicle.
4.1 As part of the security package provided to OCBC in
connection with the Loan, the
Company has executed a corporate guarantee in favour of OCBC
to secure payment of the
Loan by Go Offshore.
5.1 Shareholding of the Company in Go Marine
Under the Loan Option Agreement, the Company has undertaken
with OCBC that it will ensure that its shareholding equity
interest in Go Marine is not less than 75% by 30 June
2012.
5.2 Shareholding of Mr. Yaw Chee Siew in the Company
5.2.1 In addition, under the Loan Option Agreement, the
Company has also undertaken with OCBC that it will procure
that the Company's controlling shareholder, Mr. Yaw Chee
Siew, holds directly or indirectly not less than a 30% equity
interest in the issued share capital of the Company.
5.2.2 Consequently, as of the date of this announcement, the
aggregate level of facilities (the "Covenant Facilities") of
the "Group" (defined as the Company and its subsidiaries)
that contain either (a) conditions which make reference to
the shareholding interest of any of the Company's
shareholders, or (b) restrictions on change in control of the
Company, where the breach of such condition or restriction
would cause a default in the relevant Covenant Facility,
significantly affecting the Company's operations, is
approximately US$329,500,000.
5.2.3 In relation to the Covenant Facilities, please also
refer to the announcement made by the Company on 28 October
2011 in respect of compliance with Rules 704(31) and 728 of
the Listing Manual of the Singapore Exchange Securities
Trading Limited.
By Order of the Board
See Kian Heng
Group Chief Financial Officer
2 April 2012
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| This press release was issued by Otto Marine Limited and was initially posted at http://ottomarine.listedcompany.com/newsroom/20120402_072321_G4F_F7538D6562C8DE98482579D3007FA5A9.1. pdf . It was distributed, unedited and unaltered, by noodls on 2012-04-02 02:25:02 AM. The issuer is solely responsible for the accuracy of the information contained therein. |
