Rederi AB TransAtlantic announces fully guaranteed rights issue of approximately SEK 150M

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Summary

• The board in Rederi AB TransAtlantic (publ) (”TransAtlantic” or the ” Company”) has resolved on a rights issue of approximately SEK 150M, before transaction costs

• The rights issue is fully covered through a subscription and guarantee undertaking, by the Company’s main shareholder Kistefos AS (through the wholly-owned subsidiary Viking Invest AS) (”Kistefos”)

• The proceeds from the rights issue will be used to accelerate the restructuring work, implement further efficiency improvements and create conditions to speed up the process of splitting the group

• The rights issue is subject to approval at the Annual General Meeting (“AGM”) April 23, 2014

• The subscription price and offer ratio intends to be decided no later than April 16, 2014 and announced on April 17, 2014 at the latest

• The subscription period will run from and including May 9, 2014 up to and including May 27, 2014

Background and reasons
TransAtlantic is a leading Swedish shipping company headquartered in Gothenburg with several offices throughout Europe. TransAtlantic is divided into two business areas; Industrial Shipping and Viking Supply Ships. As shown by the latest financial statements, the Group’s liquidity is strained and exposed to risks. As previously announced, TransAtlantic has initiated an extensive restructuring and strategic positioning program to regain sustainable profitability in both Industrial Shipping and Viking Supply Ships. As part of this program the Company has, during 2013, worked with cost savings such as reduction of workforce, centralisation of administration, divestments of assets outside the core business such as a port terminal and properties, termination of a tax-lease structure in United Kingdom, sale of vessels, and decided to strengthen Industrial Shipping’s competitiveness through reinforcement of the sales department.

During the fourth quarter of 2013, the Company completed a rights issue of SEK 148M with the intention to repay short-term debt certificates of SEK 140M plus interest. The proceeds from the short-term debt certificates of SEK 140M were used to finance the restructuring and strategic positioning program within Industrial Shipping.

The restructuring activities have not been sufficient to compensate for the weaker market and declining volumes within Industrial Shipping. TransAtlantic has therefore decided to accelerate the restructuring work, implement further efficiency improvements and create conditions to speed up the process of splitting the group. The estimated capital requirement amounts to approximately SEK 150M, which will be used for expenses incurred in connection with the pending restructuring activities. These restructuring activities include closure of the TransPal Line, renegotiation of bareboat commitments and anticipated payment of residual value guarantee under bareboat contracts.

The rights issue
The Board of Directors has resolved, subject to approval by the AGM, on a new share issue of approximately SEK 150M before transaction costs. The Company’s current shareholders have preferential rights in proportion to current shareholdings as of the record date, where current A-shares entitle to subscribe for new A-shares and current B-shares entitle to subscribe for new B-shares (primary preferential rights). New shares not subscribed for with primary preferential rights will be offered for subscription to all shareholders (subsidiary preferential rights). New shares not subscribed for with primary or subsidiary preferential rights will be assigned to Kistefos, acting as guarantor (see below).

The Board of Directors intend to, on April 16, 2014 at the latest, decide on the subscription price, offer ratio and the amount which the Company’s share capital will be increased by. This will be announced in a separate press release on April 17, 2014 at the latest.

The record date for participation in the rights issue is May 7, 2014 and the subscription period (subscription through payment) runs as from May 9, 2014 up to and including May 27, 2014, with a right for the Board of Directors to extend the subscription period.

The AGM will be held on April 23, 2014. See separate press release with the AGM notice for additional details.

Subscription and guarantee undertakings
The Company’s largest shareholder Kistefos, holding approximately 63.2 per cent of the capital and approximately 58.6 per cent of the votes in TransAtlantic, has undertaken to subscribe for shares in the rights issue corresponding to their pro rata share holding (the “Subscription Undertaking”). In addition, Kistefos has guaranteed the remaining part of the rights issue, i.e. undertaken to subscribe for any shares that other shareholders do not subscribe for with primary or subsidiary preferential rights, up to an amount of SEK 55M, corresponding to approximately 36.8 per cent of the rights issue (the “Guarantee Undertaking”). Consequently, the rights issue is fully covered. Guarantee commission of 1.5 per cent of Kistefos’ maximum guaranteed amount will be paid. As previously mentioned, Kistefos is subject to a mandatory bid obligation as a result of share acquisitions. For further information, see TransAtlantic’s press release March 3, 2014.

Preliminary time table for the rights issue

Financial and legal advisors
Swedbank Corporate Finance is acting as financial advisor and Mannheimer Swartling Advokatbyrå is acting as legal advisor to TransAtlantic in conjunction with the rights issue.

For further information, please contact
Tomas Bergendahl, CFO, phone +46(0)31-763 23 78, tomas.bergendahl@rabt.se