1. Name and nature of the subject asset (e.g., land located in Section XX, Subsection XX, North District, Taichung City): One Aframax crude oil tanker, 109,258 deadweight tons (DWT), built in 2016.

2. Date on which the fact occurred: 115/8/19 ~ 115/8/19

3. Board approval date: August 19, Year 115 of the Republic of China calendar

4. Other approval dates: Not applicable

5. Quantity of units transacted (e.g., XX square meters, equivalent to XX ping), unit price, and total transaction amount: One Aframax tanker, USD 41 million.

6. Counterparty and its relationship with the company (if the counterparty is a natural person and not a related party of the company, name disclosure may be omitted): KMARIN No. 17D S.A., not a related party of the company.

7. If the counterparty is a related party, disclose the reason for selecting such party, the previous transferor, the relationships among the previous transferor, the company, and the counterparty, the previous transfer date, and the transfer amount: Not applicable.

8. If the asset was owned by a related party of the company within the past five years, disclose the related party’s acquisition and disposal dates, price, and relationship with the company at the time: Not applicable.

9. Estimated gain (or loss) on disposal (not applicable for asset acquisitions; if deferred, provide a table showing recognition schedule): Not applicable.

10. Delivery or payment terms (including payment periods and amounts), contractual restrictions, and other important provisions: 10% deposit shall be paid into the third-party escrow account within three business days after signing and setting up the escrow account. The remaining 90% must be transferred into the escrow account three days prior to the scheduled delivery date and released to the seller upon delivery or within three business days after receipt of the notice of readiness.

This transaction adopts a Sale and Leaseback structure. After closing, the buyer will obtain ownership of the vessel and lease it back to the seller under a bareboat charter agreement to maintain continuity of the existing charter and vessel operations. The bareboat charter period will align with the current charter term, expected to last until June 2029, with a possible one-year extension to June 2030 as per contractual terms.

11. Transaction decision method (e.g., bidding, comparison, negotiation), reference basis for pricing, and decision-making body: Negotiation, approved by the company’s board of directors.

12. Name of professional appraiser firm or company and appraisal value: Not applicable.

13. Name of professional appraiser: Not applicable.

14. License number of professional appraiser: Not applicable.

15. Whether the appraisal report indicates a limited, specific, or special price: No or Not applicable

16. Whether an appraisal report has not yet been obtained: No or Not applicable

17. Reason for not obtaining the appraisal report: Not applicable.

18. Reasons for significant discrepancies in appraisal results and auditor's opinion: Not applicable.

19. Name of auditing firm: Not applicable.

20. Name of auditor: Not applicable.

21. Auditor license number: Not applicable.

22. Broker and brokerage fees: Not applicable.

23. Specific purpose or use of the acquisition or disposal: Fleet expansion.

24. Dissenting director's opinion on this transaction: None.

25. Is this transaction a related-party transaction? No

26. Date of supervisor approval or audit committee consent:

27. Does this transaction involve acquiring real estate or right-of-use assets from a related party? No

28. Valuation amount pursuant to Article 16 of the 'Asset Acquisition and Disposal Standards for Publicly Issued Companies': Not applicable

29. Valuation amount pursuant to Article 17 of the same standards, if the valuation in the preceding item is lower than the transaction price: Not applicable

30. Previous date of material information announcement regarding the same event: Not applicable

31. Other explanatory matters: None.

FACT BOX

  • Source: PR Times
  • Category: News
  • Organizations: KMARIN No. 17D S.A. / Norley / Potter Grand Inc.
  • Dates in source: 115/8/19