Attached files
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EX-10.1 - III TO I MARITIME PARTNERS CAYMAN I LP | v205151_ex10-1.htm |
EX-99.1 - III TO I MARITIME PARTNERS CAYMAN I LP | v205151_ex99-1.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): December 10, 2010
(December 6, 2010)
III
to I Maritime Partners Cayman I, L.P.
(Exact
name of Registrant as specified in its charter)
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:
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
o
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Soliciting
material pursuant to Rule 14a-12 under Exchange Act (17 CFR
240.14a-12)
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01
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Entry
into a Material Definitive
Agreement
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On
December 6, 2010, ATL Offshore GmbH & Co., which acts as the personally
liable partner of each of our nine special purpose entities (“SPV”), each of
which holds one anchor handling tug supply (“AHTS”) vessel (each an “AHTS SPV”),
entered into a working capital facility agreement with Norddeutsche Landesbank
(“Nord/LB”), the German bank through which each of the AHTS vessels was financed
(the “Nord/LB Working Capital Facility”).
The
Nord/LB Working Capital Facility provides for available proceeds of $13,421,000
(EUR 10,000,000) that can be drawn in increments of no less than $3,355,250 (EUR
2,500,000) each. The Nord/LB Working Capital Facility carries an
arrangement fee of $335,525 (EUR 250,000) due prior to the first drawdown, and
provides for interest to be paid quarterly to Nord/LB at EURIBOR plus 4.5% per
annum, currently 6.028%, plus a fixed costs fee to be determined, with a final
maturity date of December 30, 2012. The facility also includes a
commitment fee of 1% of any undrawn amount, a prepayment fee which is a maximum
of $80,526 (EUR 60,000), is secured by the same collateral as the existing
financing on the vessels, also with Nord/LB, which was originally executed on
December 19, 2008 (“Senior Loan”), and includes the application of various other
provisions stated in the Senior Loan to this facility.
The
Nord/LB Working Capital Facility also includes terms which restrict
distributions from our AHTS SPVs until full repayment of the working capital
facility, and requires that any additional funds received by the AHTS SPVs in
the form of debt or equity, or in the event of a total loss of one or more of
the AHTS vessels, be utilized to prepay the facility up to the full outstanding
amount of the facility. The facility also calls for us to enter into
an addendum to the Senior Loan. Among the items to be addressed in
the addendum to the Senior Loan are the addition of a requirement that twenty
percent of annual earnings after tax be used to make additional prepayments
against amounts drawn under the post delivery revolving credit facility included
in the Senior Loan, which was designed to effectively change the principal
amortization from 12 years to 15 years, and a requirement that we pursue the
sale of two vessels on a best efforts basis by December 30, 2011 unless
additional capital contributions or the granting of one or more shareholder
loans in the minimum amount of $8,388,125 (EUR 6,250,000) is made to our AHTS
SPVs by December 31, 2011.
Item
8.01
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Other
Events
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Please
see a recent update which is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
Item
9.01
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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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Working
Capital Facility Agreement dated December 6, 2010 between Norddeutsche
Landesbank Girozentrale as Lender and ATL Offshore GmbH & Co. MS
“Juist” KG, ATL Offshore GmbH & Co. MS “Norderney” KG, ATL Offshore
GmbH & Co. “Isle of Baltrum” KG, ATL Offshore GmbH & Co. “Isle of
Langeoog” KG, ATL Offshore GmbH & Co. “Isle of Amrum” KG, ATL Offshore
GmbH & Co. “Isle of Sylt” KG, ATL Offshore GmbH & Co. “Isle of
Wangerooge” KG, ATL Offshore GmbH & Co. “Isle of Neuwerk” KG, ATL
Offshore GmbH & Co. “Isle of Usedom” KG, ATL Offshore GmbH & Co.
“Isle of Fehmarn” KG, ATL Offshore GmbH & Co. “Isle of Memmert” KG,
and ATL Offshore GmbH & Co. “Isle of Mellum” KG, as jointly and
severally liable borrowers.
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99.1
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Investment
Update December 2010
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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.
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 | |
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:
December 10, 2010
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EXHIBIT
INDEX
Exhibit
Number
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Description
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10.1
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Working
Capital Facility Agreement dated December 6, 2010 between Norddeutsche
Landesbank Girozentrale as Lender and ATL Offshore GmbH & Co. MS
“Juist” KG, ATL Offshore GmbH & Co. MS “Norderney” KG, ATL Offshore
GmbH & Co. “Isle of Baltrum” KG, ATL Offshore GmbH & Co. “Isle of
Langeoog” KG, ATL Offshore GmbH & Co. “Isle of Amrum” KG, ATL Offshore
GmbH & Co. “Isle of Sylt” KG, ATL Offshore GmbH & Co. “Isle of
Wangerooge” KG, ATL Offshore GmbH & Co. “Isle of Neuwerk” KG, ATL
Offshore GmbH & Co. “Isle of Usedom” KG, ATL Offshore GmbH & Co.
“Isle of Fehmarn” KG, ATL Offshore GmbH & Co. “Isle of Memmert” KG,
and ATL Offshore GmbH & Co. “Isle of Mellum” KG, as jointly and
severally liable borrowers.
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99.1
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Investment
Update December 2010
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