Dolphin Group ASA announces that it will enter into an agreement with Sanco Shipping AS regarding a five year chartering agreement for Sanco Swift, a 16 streamer seismic vessel currently under construction at Kleven Maritime, Norway, with delivery in June 2013.
As part of the agreement, Dolphin will acquire the streamer package to be installed on Sanco Swift, expected to have a total cost of approximately USD 55 million. Dolphin also confirms that it will exercise the option to charter Polar Duchess from Rieber Shipping AS, with expected start of production in April 2012.
Dolphin has retained SEB Enskilda, Pareto Securities and First Securities to advise on and effect a contemplated private placement of new shares raising gross proceeds of up to USD 35 million (NOK 195 million). The proceeds from the private placement will be used to finance the equity part of the streamer package for Sanco Swift as well as working capital. Following the Private Placement, Dolphin’s management is confident on securing the required seismic equipment financing for M/V Duchess.
Up to 59.176 million of the shares issued under the Private Placement will be issued pursuant to the authorization to the Board of Directors established at Dolphin’s Extraordinary General Meeting held on 20th December 2011, while the remainder will be issued subject to the approval and authorization by the Extraordinary General Meeting expected to be held 10th November 2011. The subscription price will be set through a bookbuilding process. The application period commences on 17th October 2011 at 17:30 (CET) and will close on 18th October 2011 at 08:00 hours (CET). The Company may however, at any time resolve to close or extend the application period at its own discretion. Certain existing shareholders have committed to subscribe for a substantial part of the private placement. Dolphin management has committed to subscribe for approximately USD 1 million.
The Private Placement will be directed towards professional Norwegian and international investors. The minimum order size and allocation in the Private Placement has been set to the number of shares that equals an aggregate purchase price of at least the NOK equivalent of EUR 50,000. The Company intends to arrange a subsequent offering of up to USD 4 million directed towards shareholders that were not offered to participate in the Private Placement.
Dolphin will publish its financial results for the first nine months of 2011 on 9th November 2011. Dolphin expects to report third quarter revenues of USD 43 million (up from USD 24.1 million in Q2 2011), EBITDA of USD 9 million (up from USD 3.8 million in Q2 2011) and an EBIT of USD 5.4 million (up from USD 2.1 million in Q2 2011). The third quarter revenues and costs include invoicing of 3rd party client costs of USD 3.7 million without margin contribution and there are no Multi-Client Sales recognized in Q3 2011.
Dolphin sees a continued strong market for seismic services in Q4 2011 and going into 2012, and sees a strong demand from clients for its Multi-Client project in West Africa.
The new shares to be issued in the Private Placement will not be tradable until a Prospectus have been approved by the Norwegian FSA and published.
This information is subject of the disclosure requirements acc. to §5-12 (Norwegian Securities Trading Act).
Source: Dolphin Group ASA,October 18, 2011