GOGL - Agreement on amended financing terms and contemplated Private Placement
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OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES. THIS ANNOUNCEMENT DOES NOT
CONSTITUTE AN OFFER OF ANY OF THE SECURITIES DESCRIBED HEREIN.
Golden Ocean Group Limited (the "Company") is pleased to announce further
proactive measures to strengthen its balance sheet, including amendment of all
bank loan facilities of the Company, positive discussions with yards about
further postponements of newbuilding deliveries, and a new equity issue. The
refinancing creates a comfortable liquidity position while preserving an
attractive and leveraged exposure to the dry bulk market.
Over the last 12 months, the Company has taken several measures to preserve its
liquidity position, including postponement of newbuilding deliveries, sale of
vessels, sale of newbuildings and sale & leaseback agreements. In light of the
continued weak freight markets, the Company has been exploring additional
measures to further preserve and improve its liquidity position to better
position the Company through the current market cycle and at the same time to
preserve the upside when the market improves.
Commencing from April 1, 2016, there will be no amortizations on the Company's
bank loan facilities until September 30, 2018, deferring a total of USD ~165
million of amortization commitments. Further, the minimum equity ratio will be
removed and the Minimum Value Covenant will be reduced to 100% in the same
period. A cash sweep mechanism will enable the Company to deleverage when the
freight market recover. Further, the Company has also agreed a pre-agreed
drawdown amount of USD 25m per remaining Capesize newbuilding, eliminating
funding risk at delivery. The principal margins on the loans are unchanged and
in average 2.3%, however the Company will pay a slightly increased margin of
4.25% for the, at any given time, deferred amount under the loan facilities. The
agreement with the banks is conditional upon the Company raising USD 200m of
equity.
The Company has mandated Danske Bank, DNB Markets, part of DNB Bank ASA, Arctic
Securities AS, Clarksons Platou Securities AS and Nordea Markets, part of Nordea
Bank Norge ASA (the "Managers") to explore the opportunity to raise USD 200
million in a private placement (the "Private Placement").
The Company's largest shareholder, Hemen Holding Limited, currently controlling
approximately 43.1% of the shares in the Company, as well as other leading
shareholders in the Company have indicated support for subscribing to at least
its pro rata share in the Private Placement.
Hamilton, Bermuda
Golden Ocean Group Limited
Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking
statements. The Private Securities Litigation Reform Act of 1995 provides safe
harbour protections for forward-looking statements, which include statements
concerning plans, objectives, goals, strategies, future events or performance,
and underlying assumptions and other statements, which are other than statements
of historical facts. Words such as "believe," "anticipate," "intends,"
"estimate," "forecast," "project," "plan," "potential," "may," "should,"
"expect," "pending" and similar expressions identify forward-looking statements.
The forward-looking statements in this press release are based upon various
assumptions. Although we believe that these assumptions were reasonable when
made, because these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible to predict and
are beyond our control, we cannot assure you that we will achieve or accomplish
these expectations, beliefs or projections. The information set forth herein
speaks only as of the date hereof, and we disclaim any intention or obligation
to update any forward-looking statements as a result of developments occurring
after the date of this communication.
In addition to these important factors and matters discussed elsewhere herein,
important factors that, in our view, could cause actual results to differ
materially from those discussed in the forward-looking statements include the
strength of world economies, fluctuations in currencies and interest rates,
general market conditions, including fluctuations in charter hire rates and
vessel values, changes in demand in the dry bulk market, changes in our
operating expenses, including bunker prices, drydocking and insurance costs, the
market for our vessels, availability of financing and refinancing, changes in
governmental rules and regulations or actions taken by regulatory authorities,
potential liability from pending or future litigation, general domestic and
international political conditions, potential disruption of shipping routes due
to accidents, political events or acts by terrorists, and other important
factors described from time to time in the reports filed by the Company with the
Securities and Exchange Commission.
This information is subject to the disclosure requirements pursuant to section
5-12 of the Norwegian Securities Trading Act.
[HUG#1987159]