Norway’s Ocean Yield seeks consents for revised proposals to terms

Chicago, Oct. 25 – Ocean Yield ASA revised the terms of its proposed amendments and is soliciting consents from bondholders of its perpetual hybrid callable bond issue (ISIN: NO0010861594) after a previous attempt was unsuccessful, according to a document from the trustee.

The bondholder proposal relates to an offer for all the shares of Ocean Yield by Octopus Bidco AS, a newly formed company indirectly wholly owned by funds advised by Kohlberg Kravis Roberts & Co. LP and its affiliates.

The amendments are to change the bond terms so that there will be no change-of-control triggering event as a result of the acquisition.

After bondholders did not approve the first proposal on Oct. 5, the company worked with bondholders to amend the terms of the proposal, including increasing the consent fee, adding a coupon step-up and increasing the call premiums.

In addition to the avoidance of a change-of-control triggering event, Ocean Yield now is offering:

• To increase the margin on the bonds to 675 basis points from 650 bps;

• To increase the change-of-control call option to 103 from 101;

• To increase the call premium under the replacement capital call option to 105 from 103; and

• To expand the definition of a change-of-control event.

A flat 1% consent fee will be paid to bondholders for the one-time amendment, increased from 0.5%. The fee will be paid if the required majority approves the proposal and the acquisition is completed.

Bondholders representing 72.55% of the bonds have already agreed to vote in favor of the proposal.

Votes are due by 7 a.m. ET on Nov. 8.

More information is available from the company (Eirik Eide at +47 950 08 921, eirik.eide@oceanyield.no, Marius Magelie at +47 920 27 419, marius.magelie@oceanyield.no).

Bondholders can also contact the financial advisers, Arctic Securities AS (octopus.dcm@arctic.com) and DNB Markets (bond.syndicate@dnb.com).

Ocean Yield is a Lysaker, Norway, owner of ships in the oil service and industrial shipping sectors.

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