Conyers Norway Practice 2016 (Bulletin Issue No.2)
The Norwegian market continues to be of significant importance to Conyers’ Bermuda corporate practice. The foundation of this practice is our extensive and long-standing relationships with Norwegian law firms, defence clubs, corporates and financial institutions. Although the relationships remain constant, the nature of the work has evolved over the past year due to the challenging financial climate. In the 2015 edition of our bulletin, we rightly predicted there would be movement away from capital markets and financings, and a shift toward refinancing, restructuring and consolidation. Our highlighted transactions reflect this trend. Capital markets activities have been limited to bond issuances by known and established corporates. New IPOs have been few and far between – with only eight IPOs on the Oslo Børs since our last bulletin and none so far in 2016. The most noteworthy development in the Bermuda market since our last bulletin has been the growth and development of the Bermuda Ship Registry (the “Registry”). In the last 12 months the Registry has experienced an increase in registrations, as demonstrated by the graphics on page 5 and 7 of this bulletin. Fuelled by this growth, the Registry is planning to change its operations to better accommodate and service ship owners. These details, along with historical facts about the Registry, are featured inside.
The Norwegian market continues to be of significant importance to Conyers’ Bermuda corporate practice. The foundation of this practice is our extensive and long-standing relationships with Norwegian law firms, defence clubs, corporates and financial institutions. Although the relationships remain constant, the nature of the work has evolved over the past year due to the challenging financial climate. In the 2015 edition of our bulletin, we rightly predicted there would be movement away from capital markets and financings, and a shift toward refinancing, restructuring and consolidation. Our highlighted transactions reflect this trend. Capital markets activities have been limited to bond issuances by known and established corporates. New IPOs have been few and far between – with only eight IPOs on the Oslo Børs since our last bulletin and none so far in 2016.
The most noteworthy development in the Bermuda market since our last bulletin has been the growth and development of the Bermuda Ship Registry (the “Registry”). In the last 12 months the Registry has experienced an increase in registrations, as demonstrated by the graphics on page 5 and 7 of this bulletin. Fuelled by this growth, the Registry is planning to change its operations to better accommodate and service ship owners. These details, along with historical facts about the Registry, are featured inside.
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TRANSACTIONS<br />
Our experience in the Norwegian market is demonstrated through recent work on a number of<br />
high-profile transactions. Below we have highlighted the more significant transactions in the<br />
ship finance and shipping capital markets space that we have advised on in the past 12 months.<br />
AVANCE GAS HOLDING LTD. US$650 MILLION FACILITY<br />
AGREEMENTS<br />
In March 2015 <strong>Conyers</strong> advised DNB Bank ASA as agent<br />
on the Bermuda law aspects of the amendment of a<br />
US$450 million facilities agreement for Avance Gas<br />
Holding Ltd (“Avance Gas”) (AVANCE:OSLO) and its<br />
various vessel owning subsidiaries. We also, advised<br />
Nordea Bank Norge ASA, as agent on the Bermuda law<br />
aspects of the amendment and restatement of a<br />
US$200 million facility agreement for Avance.<br />
The amendments to the two facilities included the<br />
conversion of some term loans into revolving loans,<br />
which increase the revolving credit capacity of the<br />
facilities to US$150 million and the reduction of certain<br />
minimum cash covenants. Avance Gas is one of the<br />
world’s leading VLGC shipowners and operators,<br />
with a fleet of 14 modern VLGCs.<br />
STOLT-NIELSEN ISSUES NOK1.10 BILLION SENIOR<br />
UNSECURED BONDS<br />
Stolt-Nielsen Limited, the world’s largest chemical<br />
tanker company, returned again to the capital markets<br />
in April 2015 with the issuance of NOK1.1 billion senior<br />
unsecured bonds due in 2020, with Nordic Trustee ASA<br />
as bond trustee. <strong>Conyers</strong> advised Stolt-Nielsen Limited<br />
on the Bermuda law aspects of the transaction. This<br />
follows similar bond issues in 2012 and 2014. The bond<br />
was issued at 4.1 percentage points over the threemonth<br />
<strong>Norway</strong> interbank offered rate, or Nibor.<br />
NORTHERN OFFSHORE LTD. - ACQUISITION BY<br />
AMALGAMATION<br />
In May 2015 <strong>Conyers</strong> advised Northern Offshore Ltd.<br />
(“NOL”) on the Bermuda law aspects of the acquisition<br />
of NOL by Shandong Offshore International Company<br />
Limited (“Shandong”) made pursuant to the terms of a<br />
recommended cash acquisition of NOL by Shandong<br />
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