Northern Ocean Ltd (“NOL” or the “Company”, and together with its subsidiaries, the “Group”) is pleased to announce it has reached a set of agreements which puts the Group on a strong financial and operational footing. The Company is making changes to its operation manager and management team, which combined with improved liquidity of USD 90 million put it in a solid position ahead of the expected recovery in the North Sea offshore drilling market.
Key elements of the agreements:
• NOL has agreed to enter into contracts with Odfjell Drilling (“ODL”) for the provision of marketing and management services for the Group’s rig fleet, however commercial chartering decisions shall remain with the Company.
• Firm bank commitments for amending and extending the Group’s bank debt. The final debt maturity is extended by 36 months from closing, and the amortization of USD 40m due in 2022 is deferred and added to the balloon. This is subject to certain conditions which include, amendments to the revolving credit facility provided by Sterna Finance Ltd. (“Sterna”) and the Company raising equity.
• NOL has entered into a conditional subscription agreement with Hemen Holding Limited (“Hemen”) and funds managed and/or advised by Hayfin Capital Management LLP and its affiliates (“Hayfin”, and together with Hemen, the “Subscribers”) pursuant to which they have agreed to subscribe for 40 million new shares (the “New Shares”) in the Company at a subscription price of USD 0.50 per share raising gross proceeds of USD 20 million (the “Private Placement”). The Private Placement is expected to be carried out in Q1 2022.
• Subject to certain conditions, and in order to fulfil requirements under the bank commitments, the Company may raise additional equity proceeds in 2022 for general corporate purposes, which could include reactivation costs related to preparing West Mira for drilling operations.
• Firm commitment from Sterna to extend final maturity of the junior secured revolving credit facility by 39 months and provide the Company with improved liquidity of USD 30 million through i) increasing the existing drawn amount by USD 15 million to USD 85 million, and ii) provide the Company with the option to elect USD 15 million of future cash interest payments to be paid as payment in kind instead. Sterna shall have the ability at their discretion to convert USD 15 million of the loan amount into NOL shares at a strike price of USD 0.50 per share.
• With reference to the 26 November 2021 disclosures, all conditions of the Seadrill settlement have been met and the agreement is fully effective. Bareboat lease payments on the West Bollsta have been and continue to be received.
“Today’s announcement positions us well for the coming market recovery. We see Odfjell Drilling as the best-in-class harsh environment contractor and are satisfied to have reached this agreement with them. After a long downturn in the drilling market, we are encouraged about the signs of upcycle that are unfolding, particularly in our home markets in the North Sea”, said Scott McReaken, CEO of NOL and adds: “Our focus now is first and foremost on a safe, successful transfer of rig management to Odfjell Drilling and securing new work for both our rigs. Odfjell Drilling’s strong contracting and operational track record provides a high degree of confidence and improves the outlook for the Company”.
The Private Placement
Hemen has committed to subscribe for, and will be allocated, 16 million New Shares in the Private Placement, while Hayfin has committed to subscribe for 24 million New Shares. It is expected that a repair offering of up to 8 million shares will be satisfied from the shares that have been conditionally subscribed for by Hayfin as further outlined below. The New Shares will be issued based on the authorization granted to the Company’s Board. NOL has engaged Fearnley Securities as Manager for the Private Placement and as Arranger for the follow-up offering. The Company intends to use the net proceeds from the Private Placement for working capital and general corporate purposes.
The Company intends to commence a repair offering of up to 8 million shares towards existing shareholders as recorded in the VPS at the date of completion of the Private Placement and who did not participate in the Private Placement. The repair offering is subject to applicable restrictions in the relevant jurisdictions of said shareholders and to the approval of an offering prospectus. The repair offering shares will be offered at USD 0.50 per share and is expected to be satisfied from the shares that have been conditionally subscribed for by Hayfin.
Rig management and marketing agreement
NOL’s 6th gen. semisubmersible drilling rig West Mira is currently warm stacked at Hanøytangen outside Bergen, Norway and ODL will commence rig management and marketing of the rig immediately. NOL’s 6th gen. semisubmersible drilling rig West Bollsta is contracted to Lundin, Norway through the first quarter of 2022. The current manager for the rig, Seadrill, will complete operations as per the current drilling contract and then transfer rig management to ODL in direct continuation of its activities. Preparations for a seamless transfer of rig management is already underway being led by NOL management. Marketing of both rigs will commence immediately by Odfjell Drilling.
Changes to Management
The company is pleased to announce the appointment of Jonas Ytreland as CFO and Olav Sirevåg as CAO.
Mr Ytreland has 20 years’ financial experience within the Shipping, Offshore and Oil industries. Before joining NOL, he worked 10 years with Seadrill Management Ltd. He started his career as Treasurer for Frontline Management AS, before joining Sparebank1 SR-Bank, as a senior business advisor. Mr Ytreland holds a degree in financial analysis from BI Norwegian Business School.
Mr Sirevåg has 16 years of experience from the offshore drilling sector. Prior to joining NOL in 2019, he held various management positions within Seadrill, specifically Head of Financial Risk and Compliance and Head of Finance Asia Pacific. Prior to Seadrill he was with Transocean holding roles within accounting and projects. Mr Sirevåg holds a Master in Business from the Norwegian School of Economics (NHH).
Fearnley Securities is acting as financial advisor, while Advokatfirmaet Schjødt is acting as legal advisor to NOL.
This information is considered to be inside information pursuant to the EU Market Abuse Regulation. This stock exchange announcement was published by Olav Sirevåg, CAO at Northern Ocean Limited.
Additional information about the Company can be found at: www.northernocean.no
Forward Looking Statements Matters discussed in this release may contain certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates, sometimes identified by the words “believes”, “expects”, “intends”, “plans”, “estimates” and similar expressions. The forward-looking statements contained in this release, including assumptions, opinions and views of the Company or cited from third-party sources, are solely opinions and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. The Company does not provide any assurance that that the assumptions underlying such forward-looking statements are free from errors, nor does the Company accept any responsibility for the future accuracy of the opinions expressed in the presentation or the actual occurrence of the forecasted developments. No obligations are assumed to update any forward-looking statements or to conform to these forward-looking statements to actual results.