Nordic Tankers and Clipper join forces
SHIPPING: Nordic Tankers A/S has signed a conditional agreement under which the company will acquire parts of the chemical tanker operations of Clipper Group and Clipper will become a major shareholder of Nordic Tankers.
The transaction will result in a major Danish tanker operator with strong competencies in commercial and technical operation of chemical and product tankers. The new company aims to become a leading, global operator of chemical tankers in the 5,000-25,000 dwt segment and to double its total fleet of owned vessels and vessels under management. The long-term opportunities for expanding Nordic Tankers' participation in the product tanker market will be explored concurrently with this process.
"You can't rule out the fact that within three years we will have a fleet of 150 chemical tankers", Nordic Tankers chief executive Klaus Kjaerulff told TradeWinds
Clipper will make a non-cash contribution into Nordic Tankers in the form of companies with majority ownership interests in five vessels. In return, Clipper will obtain about a 30% ownership interest in Nordic Tankers through an issue of new shares in Nordic Tankers and a debt vendor note of approximately USD 3 million.
"Clipper Tankers is in every way an ideal partner for Nordic Tankers, and the timing is also quite optimal; on the one hand, Nordic Tankers has been significantly affected by the crisis, but on the other hand the new company will be in a strong position once the markets begin to recover", says Kjaerulff.
Nordic Tankers will also take over Clipper's tanker organization with a total of about 120 employees, who will undertake the commercial and technical operation of the entire fleet. The acquisition price of this part of the transaction will be not less than USD 7.5 million and not more than USD 15.0 million, and will depend on the future earnings of the organization in the period 2010-2013. The acquisition price is payable in 2014. During the period 2010-2012, Clipper will provide a guarantee against loss of up to USD 11.0 million as part of the acquisition price.
The present tanker organization at Clipper handles the operation of some 60 chemical and product tankers, and the parties have agreed that the organization will continue to handle the operation of Clipper's chemical and product tankers for a period of not less than four years following the acquisition by Nordic Tankers.
"With this agreement, we will establish a solid platform that will ensure future, profitable expansion of the joint fleet of Clipper Tankers and Nordic Tankers. We all look forward to the new and exciting challenges and to securing long-term value growth for all shareholders of Nordic Tankers", says Tommy Thomsen, Chief Executive Officer of Clipper.
After the combination, Nordic Tankers' fleet will consist of 15 owned vessels (six product tankers of between 35,000 and 73,000 dwt and nine chemical tankers of between 5,000 and 13,000 dwt), and Nordic Tankers will further be responsible for the operation of Clipper's some 55 remaining chemical and product tankers. Nordic Tankers' existing product tankers will continue to be marketed through TORMs LR1 pool and Maersk's Handytanker pool.
Following the transaction, Nordic Tankers' total assets will amount to approximately USD 300 million, and the company will generate total pro forma revenue for 2009 of about USD 90-100 million.
After the transaction, the Management of Nordic Tankers will consist of:
Tommy Thomsen, CEO Present CEO of Clipper Tankers, former partner of A.P. Moller - Maersk.
Christian Hassel, CFO Present Executive Adviser of Clipper, former CEO of Carnegie Investment Banking, Denmark.
The remaining senior management team of Nordic Tankers will consist of:
Jens Pontoppidan, Senior Vice President Present CEO of Nordic Tankers, former Vice President of TORM.
Claus Thornberg, Senior Vice President Present COO of Clipper Tankers, former executive officer of Camillo Eitzen, Norway.
Source: Nordic Tankers
