Bergen Group has terminated the agreement on the sale of the properties and the rig service activity at Hanøytangen.
To remind, the company decided in April to divest its rig-service activity at Hanøytangen for a total transaction price of NOK 245 million ($32.2 million).
According to Bergen Group, the signed share purchase agreement between Bergen Group Offshore AS and Hellik Teigen AS and Hellik Teigen Eiendom AS, as well as the asset purchase agreement between Bergen Group Hanøytangen AS and Semco Maritime AS had as a condition that the transactions were completed no later than April 30, 2015. The company said that the transactions were not completed by such date and that there has been dialogue between the sellers and the buyers during the weekend in an effort to close the transactions.
In light of new requirements from the buyers and the sellers’ needs for a clarification of the situation, Bergen Group considered that closing of the transaction was not feasible within a reasonable time and within the original contract terms, the press release by Bergen Group reads.
“On this basis, Bergen Group Offshore has found it necessary in the interest of the company to terminate the share purchase agreement with Hellik Teigen AS. On this basis and the condition of simultaneous completion of the Share Purchase Agreement and the Asset Purchase Agreement, Bergen Group Hanøytangen AS also found it necessary to terminate the agreement with Semco Maritime AS,” Bergen Group said.
Based on the termination of the Share Purchase Agreement and the Asset Purchase Agreement, the Board of Bergen Group ASA has decided to enter into a term sheet related to a fully subscribed bond loan of NOK 250 million. The bond is divided into one tranche of NOK 180 million with 3 years maturity date and 10 % interest, and one tranche of NOK 70 million with 18 months maturity date and 11 % interest. The company says that the bond is expected to be disbursed shortly, and will mainly be used to reduce the Group’s current obligations, including syndicated loans and outstanding accounts payable.
“It is regrettable that we have not been able to conclude with two parties that we have worked with over many years. Nevertheless, Bergen Group has found it necessary to terminate the agreements and then establish an alternative solution that provides a required clarification for the group’s financial situation within the deadlines we deemed decisive for the group,” explains Magnus Stangeland, chairman of the Board of Directors in Bergen Group ASA.
The real estate and the rig service activity at Hanøytangen will now continue to be in Bergen Group’s ownership.
Meanwhile, Semco Maritime CFO, Jørgen D. Gade, said: “It is still our ambition to enter into an agreement about rig facilities in Norway and even though the termination is a very inconvenient bump in the road, Semco Maritime will undauntedly continue its strategy in the search for well situated rig upgrade possibilities in and around the North Sea, both in terms of co-operation and acquisition.”