Attached files
| file | filename |
|---|---|
| EX-10.6 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-6.htm |
| EX-10.3 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-3.htm |
| EX-10.1 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-1.htm |
| EX-10.4 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-4.htm |
| EX-10.2 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-2.htm |
| EX-10.7 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-7.htm |
| EX-10.5 - III TO I MARITIME PARTNERS CAYMAN I LP | v177064_ex10-5.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 11, 2010 (March 5,
2010)
III
to I Maritime Partners Cayman I, L.P.
(Exact
name of Registrant as specified in its charter)
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Cayman
Islands
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000-53656
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98-0516465
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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5580
Peterson Lane
Suite
155
Dallas,
Texas
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75240
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(Address
of principal executive offices)
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(Zip
Code)
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(972)
392-5400
(Registrant’s
telephone number, including area code)
Not
applicable
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under Exchange Act (17 CFR
240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.03 Creation of a
Direct Financial Obligation
On March
5, 2010, Suresh Capital Maritime Partners Germany, GmbH (our “German
Subsidiary”) entered into two loan agreements with Reederei Hartmann GmbH &
Co. KG (“RHKG”), which is the noncontrolling interest holder of our single
purpose entities, each of which holds an anchor handling tug supply (“AHTS”)
vessel (each an “AHTS SPV”). Prior to that date, we had entered into
two similar agreements, also with RHKG. Each of the agreements is
related to an AHTS SPV, and provides for loans equal to the remaining amount of
capital outstanding from our German Subsidiary to the AHTS SPV to which the
agreement relates (“RHKG Loan Agreements”). The two agreements
entered into on March 5, 2010 bring the total loans under the four agreements to
$31,604,334 (EUR 22,780,000), and the four related AHTS SPVs are Isle of
Baltrum, Isle of Langeoog, Isle of Amrum, and Isle of Wangerooge.
The
execution of the agreements and the subsequent recognition of the contribution
of capital by the AHTS SPV results in our satisfying the capital contribution in
the full amount called for under the Company Agreements of the four respective
AHTS SPVs. In connection with Langeoog, Amrum and Wangerooge, the
loan proceeds were paid directly to the respective AHTS SPV, thereby fulfilling
the remaining capital contribution obligations of our German Subsidiary with
respect to each of those AHTS SPVs. The loan agreement for the AHTS
SPV Isle of Baltrum differs slightly from the others in that the event giving
rise to our liability is the assumption of the AHTS SPV’s liability to RHKG in
the amount of $7,752,459 (EUR 5,315,000) as of October 2, 2009, in exchange for
being credited with making a capital contribution to Isle of Baltrum in such
amount.
Each of
the four RHKG Loan Agreements currently in place matures 5 years from the date
of signing, with maturity dates therefore falling between January and March 2015
for the agreements currently in place. The agreements each call for
interest to be calculated at 6% per annum, due annually at each anniversary date
of signing. There is no penalty for pre-payment of all or any portion
of the loans prior to the end of the respective loan periods. The
terms of the agreements include the granting of a security interest in our
interest in the corresponding AHTS SPV, and in the dividends from the AHTS SPV
to our German Subsidiary arising from the pro-rata percentage of the loan amount
as compared to our total share capital.
Under the
RHKG Loan Agreements, if additional financing is granted by Norddeutsche
Landesbank Girozentrale (“Nord/LB”) to one of the AHTS SPVs to which an RHKG
Loan Agreement relates via an increase in the amount guaranteed by SACE S.p.A.
of Rome, Italy, which is the Italian export and reinsurance agency, under the
senior loan facility with Nord/LB, which provides the permanent financing for
our AHTS vessels, the RHKG Loan Agreements state that our German Subsidiary
shall use its best endeavors to have the AHTS SPV receiving the proceeds
distribute funds from the financing to our German Subsidiary sufficient to allow
it to repay the RHKG Loan Agreement.
We are
subject to various warranties, representations, and covenants under the RHKG
Loan Agreements, such as limitations on our entering into asset dispositions or
restructuring arrangements unreasonably detrimental to RHKG’s security interest
in the AHTS SPVs, and the reserving of distributions received from an involved
AHTS SPV for repayment of the related RHKG Loan Agreement.
In
connection with each of the loans from RHKG with respect Isle of Langeoog, Isle
of Amrum, and Isle of Wangerooge, RHKG obtained the funds for their loan to our
German Subsidiary pursuant to a loan on nearly identical terms from the shipyard
constructing our AHTS vessels, Fincantieri Cantieri Navali Italiani SpA
(“Fincantieri”) in Italy. It is anticipated that RHKG will enter into
similar loan agreements with our three remaining AHTS KGs that have not taken
delivery of their respective AHTS vessels. However, no assurances can
be given that Fincantieri will continue to loan RHKG the funds necessary to
secure delivery of these final three vessels, or that RHKG will continue to loan
our German Subsidiary such funds on acceptable terms or at all.
Item
9.01 Financial Statements and
Exhibits.
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Exhibit Number
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Description
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10.1
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Loan
Agreement, dated effective as of October 2, 2009, by and between Suresh
Capital Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann
GmbH & Co. KG, as Lender.
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|
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10.2
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Loan
Agreement, dated as of February 10, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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|
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10.3
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Loan
Agreement, dated as of March 5, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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10.4
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Loan
Agreement, dated as of March 5, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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10.5
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Addendum
to the Shipbuilding Contract – Langeoog, dated February 2010, between
Fincantieri Cantieri Navali Italiani S.p.A. and ATL Offshore GmbH &
Co. “Isle of Langeoog” KG
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10.6
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Addendum
to the Shipbuilding Contract – Amrum, dated 2nd
of March 2010, between Fincantieri Cantieri Navali Italiani S.p.A. and ATL
Offshore GmbH & Co. “Isle of Amrum” KG
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10.7
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Addendum
to the Shipbuilding Contract – Wangerooge, dated 2nd
of March 2010, between Fincantieri Cantieri Navali Italiani S.p.A. and ATL
Offshore GmbH & Co. “Isle of Wangerooge”
KG
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Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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III
to I Maritime Partners Cayman I, L.P.
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(Registrant)
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By:
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III
to I International Maritime Solutions Cayman, Inc.
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Its
General Partner
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By:
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/s/ Jason M.
Morton
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Jason
M. Morton
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Director
and Chief Financial Officer
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(Duly
authorized to sign this report on behalf of the
Registrant)
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Date: March
11, 2010
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EXHIBIT
INDEX
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Exhibit Number
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Description
|
|
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10.1
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Loan
Agreement, dated effective as of October 2, 2009, by and between Suresh
Capital Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann
GmbH & Co. KG, as Lender.
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|
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10.2
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Loan
Agreement, dated as of February 10, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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10.3
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Loan
Agreement, dated as of March 5, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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10.4
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Loan
Agreement, dated as of March 5, 2010, by and between Suresh Capital
Maritime Partners Germany GmbH, as Borrower and Reederei Hartmann GmbH
& Co. KG, as Lender.
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10.5
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Addendum
to the Shipbuilding Contract – Langeoog, dated February 2010, between
Fincantieri Cantieri Navali Italiani S.p.A. and ATL Offshore GmbH &
Co. “Isle of Langeoog” KG
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10.6
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Addendum
to the Shipbuilding Contract – Amrum, dated 2nd
of March 2010, between Fincantieri Cantieri Navali Italiani S.p.A. and ATL
Offshore GmbH & Co. “Isle of Amrum” KG
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10.7
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Addendum
to the Shipbuilding Contract – Wangerooge, dated 2nd
of March 2010, between Fincantieri Cantieri Navali Italiani S.p.A. and ATL
Offshore GmbH & Co. “Isle of Wangerooge”
KG
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