Aker Seafoods ASA’s Board of Directors has today resolved to implement actions that will strengthen the seafood company’s financial position and increase its industrial freedom of action. This will be done through reduction of company debt and by increasing company equity.
Aker Seafoods has succeeded in its offer to buy back a bond loan issued and noted on Nasdaq OMXNordic Exchange Iceland. In accordance with the offer published on July 2, 2009, depending on that extra ordinary general meeting supports it, the financing of the buy-back will consist of foreign capital combined with capital from company owners.
– This secures a good financial foundation for further investments. The company’s net interest-bearing debt is considerably reduced, and at the same time the company’s long time financing is secured. Recently, we acquired a modern trawler and along with continuous investments in the processing business area, Aker Seafoods will stand even stronger in its focus on providing fresh and frozen quality fish to Europe, says CEO Yngve Myhre.
Reduction of interest-bearing debt
Aker Seafoods’ bonds issued and notes on Nasdaq OMXNordic Exchange Iceland (ISIN No: IS 0000010874) will be repurchased by the company. Per August 6, bondholders representing 96 % of the outstanding bonds has accepted the offer, which is expected to be settled around September 2, 2009.
As part of the financing of the buy-back, Aker Seafoods has secured financing through a six years loan from a loan syndicate.
The buy-back of the bonds, capital share increase, investments, and freeing up capital will reduce net interest-bearing debt by approximately NOK 250 million within the fall of 2009.
New equity
Aker Seafoods intends to complete a priority capital share increase in an interval of NOK 160 to 180 million. All shareholders will receive equal treatment. Aker Seafoods’ Board of Directors suggests that existing shareholders are given priority subscription rights as the capital share increase is carried through. The subscription rights will be applied for listing on the Oslo Stock Exchange (Oslo Børs).
Aker and other main shareholders guarantees for NOK 160 million of the capital share increase.
In addition, Aker Seafoods Board of Directors suggests that a capital share increase is authorized for up to 10 % of the number of new shares in Aker Seafoods. The shares can be used as settlement for acquiring new activities, capital share increase of shares to the company’s employees or incidentally in connection to the company’s usual business after a Board resolution.
Aker Seafoods will call for an extraordinary general meeting (”EGM”) to be held on August 28, 2009 to resolve the capital share increase. Subject to approval by the EGM, the period for trading of shares and subscription rights will be between September 3 and September 17, 2009.
The board of directors of Aker Seafoods will propose the following terms for the rights offering:
The share capital of Aker Seafoods will be increased by up to NOK 180 million through an issue of 36 million new shares. The existing shareholders in Aker Seafoods as of August 28, 2009, registered in VPS on September 2, 2009, will receive transferable subscription right for receiving new shares in Aker Seafoods. One existing share in Aker Seafoods will entitle the holder to receive allocation of 0,740 new shares in the company. The subscription rights will be tradable and listed on Oslo Børs with ticker AKST. Any subscription rights not used or sold during the subscription period will laps and cease to carry any value.
The subscription price in the capital share increase is NOK 5 per new Aker Seafoods’ share. In line with closing price August 5, 2009 at NOK 8,25 the subscription price gives a discount of NOK 39,4 percent.
Following the completion of the rights offering, the share capital of Aker Seafoods will have a value of up to NOK 423 230 080 kroner, consisting of up to 84 646 016 shares, each with a nominal value of NOK 5.
Aker Seafoods’ Board of Directors suggests that the capital share increase authorized for up to 10 % of the number of new shares is conditioned effective at NOK 5 per share.
Arctic Securities ASA is financial adviser and Wikborg, Rein & Co is legal advisor in the capital share increase with subscription rights to existing shareholders and in the matter of refinancing the company’s debt.