Highclere Holdings gets needed bondholder approval of asset sale

By Marisa Wong

Madison, Wis., Dec. 5 – Highclere Holdings Ltd. obtained the votes needed to approve a vessel sale from holders of its senior secured callable bonds, issue 2013/2015.

There were sufficient bondholders present at the bondholders’ meeting in Oslo on Friday, and the proposed resolution received 100% of the votes, according to a notice from trustee Nordic Trustee ASA.

The bond agreement will be amended as proposed.

As announced on Nov. 27, Highclere sought approval of a vessel sale from holders of its 2013/2015 bonds.

The bonds are secured by a mortgage over the vessel, which will be sold for $12 million if the sale is approved. In order for the vessel sale to take place, the mortgage over the vessel will need to be released upon closing of the sale.

The company noted that the vessel being sold is the only asset of the Highclere group and that once the sale goes through, there are no other sources of recovery under the bonds.

The company plans to distribute proceeds from the vessel sale and any remaining funds available, less a $50,000 holdback, through a partial repayment of the outstanding bonds.

As soon as possible after the partial repayment, the company intends to be voluntarily liquidated (on a solvent basis) in the Cayman Islands. Bondholders will need to release any outstanding bond claim they may have against the company following the partial repayment, the previous notice said.

Holders of at least 66 2/3% of the bonds present at the meeting had to vote in favor of the proposal in order for it to pass.

The proposed transaction also requires approval from at least 75% of shareholders.

The company said before that a group of large bondholders had already agreed to vote in favor of the proposed transaction.

The total principal amount of bonds issued as of Nov. 27 was $36,395,333. Highclere issued an initial $20 million of the bonds on Feb. 25, 2013, an additional $8.25 million of the bonds on July 25, 2013 and another $8,145,333 on Dec. 2, 2013.

Under the bond agreement, the company may issue $17,604,667 of additional bonds.

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