The Board of Directors (the “Directorsâ€) of Ezion Holdings Limited (the “Companyâ€, and together with its subsidiaries, the “Groupâ€) wishes to announce that the Group had entered into a conditional sale and purchase agreement (“SPAâ€) with TK and HR Services S.A. de C.V. (the “Purchaserâ€), pursuant to which the Group agreed to sell to the Purchaser, and the Purchaser agreed to acquire from the Group, the following rigs owned by the Group:
1) Atlantic Tiburon 1
2) Atlantic Tiburon 2
3) Atlantic Tiburon 3
(collectively, the “AT Rigsâ€), on the terms and subject to the conditions of the SPA (the “Proposed Disposalâ€). The Proposed Disposal is expected to be completed by 30 November 2019, subject to the release of the mortgages over the AT Rigs which the Group is currently in the process of obtaining.
The Purchaser is a company incorporated under the laws of Mexico and its principal activities are the provision of marine support activities. The directors and shareholder(s) of the Purchaser are not related or connected to the Company, the Directors or the Group.
The sale consideration (“Considerationâ€) of the Proposed Disposal includes a nominal cash consideration of US$3.00 and the novation of liabilities of approximately US$659,000 in respect of the AT Rigs to the Purchaser. The Consideration was arrived at after arm’s length negotiations, on a “willing buyer and willing seller†basis taking into account, amongst other factors, the scrap value of the AT Rigs and future burn rates of the AT Rigs.
The aggregate carrying value and net tangible asset value of the AT Rigs as at 30 June 2019 is approximately US$2.91 million. The scrap value of the AT Rigs is approximately US$1.1 million which is insufficient to cover the costs required to scrap the AT Rigs and the settlement of liabilities relating to the AT Rigs which approximate US$600,000 and US$659,000 respectively. There is a deficit of approximately US$2.91 million of the proceeds over the book value of the AT Rigs and the Proposed Disposal is expected to incur a loss on disposal of US$2.25 million.
Just as a reminder the three rigs where cold stacked in Mexico and are the following type:
Rig Design | Friede & Goldman |
Rig Model | L-780 Mod II |
Year Built | 1981 & 1982 |
Country of Build | Singapore |
Yard Name | Pioneer Yard I |
Group Yard Name | Keppel Offshore & Marine Ltd. |
Photo for illustration purposes only
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