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Buyer: Thoresen Shipping Singapore Pte. Ltd., Singapore Seller: YA-SA DENIZCILIK SANAYI VE TICARET ANONIM SIRKETI Relationship between Buyer and Seller: None 3. General Characteristics of the Transaction M.V. Yasa H. Mehmet and M.V. Yasa H. Mulla (the “Vessels”) are second-hand Supramax dry bulk vessels of 52,407 deadweight tons and 52,383 deadweight tons built in 2001 and 2002 by Tsuneishi Heavy Cebu Shipyard, Philippines. They become among the five largest vessels in our fleet with capacities greater than 50,000 deadweight tons. The Vessels are sister ships to M.V. Thor Integrity, which we acquired in 2004. The Vessels can be used to carry all commodities suitable for this size of vessel and are suitable to do all normal trades for vessels of this segment. TSS is a wholly owned subsidiary of TTA incorporated in Singapore in 2006 for the purpose of owning and operating dry bulk vessels. Its present registered and paid-up capital is SGD 111.30 million. 4. Total Value of the Acquired Assets The total acquisition price of the two vessels is USD 61,000,000 (United States Dollars Sixty One Million Only), or approximately of Baht 1,849,520,000 (Baht One Thousand Eight Hundred Forty Nine Million Five Hundred Twenty Thousand Only) using a USD/THB exchange rate of 30.32). The size of the transaction equals 3.78% of the total assets of TTA and its subsidiaries as of 30 September 2010 (the total assets of TTA and its subsidiaries as of 30 September 2010 amounted to Baht 48,873 Million). After the acquisition of the two vessels, the Thoresen fleet will consist of 27 vessels, with an average size of 29,879 DWT and an average age of 15.11 years. 5. Benefit Expected to be Generated from the Transaction The acquisitions are part of TTA’s fleet renewal program to increase operating efficiency by owning and operating a fleet of larger and modern dry bulk vessels in the Handysize, Handymax, and Supramax segments. 6. Source of Funds TSS’s working capital and commercial bank loans 7. Delivery Date M.V. Yasa H. Mehmet was delivered on 20 December 2010, and M.V. Yasa H. Mulla was delivered on 21 December 2010. The transaction is not subject to the notification of the Capital Market Supervisory Board No. TorJor. 20/2551 re: Rules and Regulations for Executing Significant Transactions Categorized as an Acquisition or Disposal of Asset, and Notification of the Board of Governors of The Stock Exchange of Thailand re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition and Disposition of Assets B.E. 2547 (2004) or the Rules, Procedures, and Disclosure of Information of The Stock Exchange of Thailand regarding the Connected Transactions of Listed Companies. When the transaction is combined with other acquisition transactions during the last 6 months, is not subject to the notification of the Capital Market Supervisory Board No. TorJor. 20/2551 re: Rules and Regulations for Executing Significant Transactions Categorized as an Acquisition or Disposal of Asset, and Notification of the Board of Governors of The Stock Exchange of Thailand re: Disclosure of Information and Other Acts of Listed Companies Concerning the Acquisition and Disposition of Assets B.E. 2547 (2004). Thoresen Thai Agencies Plc. press release |
Thoresen Thai - Vessel Acquisition
