Klaveness Ship Holding sets Feb. 13 payment date for consent fee

By Susanna Moon

Chicago, Jan. 31 – Klaveness Ship Holding AS set the settlement date for the consent solicitation for its senior callable bond issue 2016/2021, which ended at 7 a.m. ET on Jan. 16.

The payment date for the amendment fee will be Feb. 13 with a record date of Feb. 11, according to a notice from bond trustee Nordic Trustee ASA.

As reported Jan. 3, Klaveness was looking to amend the bond terms to change the issuer from Klaveness Ship Holding AS to Klaveness Combination Carriers AS, and it secured the needed holder votes.

In return for consents, the issuer offered a one-time amendment fee of 1.5% of the nominal amount of the respective bondholders' holdings of bonds, which had to be paid no later than 10 business days after the effective date.

Afterward, Klaveness Ship will be legally released from its obligations under the bond terms. The existing loan of $36 million provided by Klaveness Ship to Klaveness Combination Carriers will be canceled, and the difference in outstanding loan amounts under the two agreements will be settled, the release said.

Klaveness Ship owns 63.34% of Klaveness Combination Carriers and 82.7% of Klaveness Container AS. Klaveness Combination Carriers in its current form was established in 2018 in order to merge all the combination carrier activities of its shareholders, including Klaveness Ship, under Klaveness Combination Carriers as a holding company, which includes the ownership of the combination carriers and the chartering company KCC Chartering AS. The newly established Klaveness Combination Carriers is thus a specialized combination carrier company owning 100% of its nine CABU combination vessels, the release noted.

The issuer was proposing to assign and transfer its rights and obligations under the bond issue from the issuer to Klaveness Combination Carriers because of the consolidation of the combination carrier activities and as part of the preparation for a listing of Klaveness Combination Carriers in Oslo.

The proposed resolution required approval by holders of at least two-thirds of the voting bonds.

The amendments also include the following:

• Change of control would apply only if Trond Harald Klaveness ceases to own and control at least one-third of the shares in the new issuer or if any other third party gains decisive influence over the new issuer;

• Interim accounts to be reported on a quarterly basis as opposed to the current reporting semiannually;

• Enable Klaveness Combination Carriers to change to a public company from a private one, or to an ASA from an AS;

• Change of listing of the bonds to Oslo Bors from Nordic ABM; and

• Any other changes or amendments required to implement the contemplated changes.

Pareto Securities AS (+47 22 87 87 77) is the financial adviser.

Klaveness Ship Holding owns, operates and charters ships in Oslo through its subsidiaries.

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