Raising Capital in the Bond Markets

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Transcription:

Raising Capital in the Bond Markets John Ong, Head of Capital Markets Sunrise Securities Corp. Capital Link Greek Shipping Forum February 23, 2010 1

Market has enjoyed low rates High Yield Index Yield (%) High Yield Index Spread (bps) 35.00 High Yield USD (yield, %) High Yield EUR (yield, %) 2,500 30.00 2,300 High Yield USD (spread, bps) High Yield EUR (spread, bps) 2,100 25.00 1,900 20.00 1,700 1,500 15.00 1,300 1,100 10.00 900 700 5.00 Feb 09 Apr 09 Jun 09 Aug 09 Oct 09 Dec 09 Feb 10 500 Feb 09 Apr 09 Jun 09 Aug 09 Oct 09 Dec 09 Feb 10 Source: Advantage Data Source: Advantage data 2

but are we at a turning point? Primary market started 2010 strongly High Yield Mutual Fund Flow ($MM) 1,500 $30,000 $25,000 USD ($mm) EUR/GBP ($mm, eq) 60 1,000 Weekly flow, $MM 4 Wk Avg $20,000 $15,000 41 71 58 38 50 500 $10,000 $5,000 $0 46 32 28 6 15 11 8 7 7 1 6 8 5 2 1 0 1 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 (500) (1,000) (1,500) 13 May 17 Jun 22 Jul 26 Aug 30 Sep 4 Nov 9 Dec 13 Jan 17 Feb Source: Sunrise Capital Markets Source: Sunrise Capital Markets Record volume 2 weeks, each, of nearly $1.0 Bn in outflows 3

Corporate sector has been able to de-leverage Estimated Net Debt / EBITDA 7.00 Russell 3000 S&P 500 6.00 5.00 4.00 3.00 2.00 1.00 0.00 Jan 06 Mar 06 May 06 Jul 06 Sep 06 Nov 06 Jan 07 Mar 07 May 07 Jul 07 Sep 07 Nov 07 Jan 08 Mar 08 May 08 Jul 08 Sep 08 Nov 08 Jan 09 Mar 09 May 09 Jul 09 Sep 09 Nov 09 Jan 10 4 Source: Bloomberg

Recent maritime bond deals Maritime Bond and Convertibles Issuance Date Market Issuer Amount Ratings Maturity Coupon Cancelled HY Bond Songa Offshore $200.0 Caa1/B+ 2017 N/A Cancelled HY Bond First Ship Lease Trust $200.0 NR/B+ 2016 N/A 22-Dec-09 HY Bond United Maritime Group $200.0 B3/B 2015 11.750 6-Nov-09 HY Bond General Maritime $300.00 B3/B 2017 12.000 28-Oct-09 I-Grade Bond A.P. Moller-Maersk 750.0 NR 2014 4.875 22-Oct-09 HY Bond Navios Maritime $400.0 Ba3/BB- 2017 8.875 16-Oct-09 HY Bond Trico Shipping $400.0 B1/B 2014 11.875 8-Oct-09 HY Bond Hercules Offshore $300.0 B2/B 2017 10.500 17-Aug-09 HY Bond Hornbeck Offshore $250.0 Ba3/BB- 2017 8.000 7-Jul-09 HY Bond Commercial Barge Line $200.0 B2/B+ 2017 12.500 Completed Deals: 8 $2,862.5 Date Market Issuer Amount Ratings Maturity Coupon Cancelled Convert Golden Ocean $100.0 NR N/A N/A 25-Nov-09 Convert DryShips $460.0 NR 2014 5.000 16-Sep-09 Convert Euronav g p y $150.0 NR 2015 6.500 Completed Deals: 2 $610.0 Source: Sunrise Capital Markets 5

Maritime bond trading remains supportive of additional activity Cargo Shipping Princ. Current Current 4-Jan-10 Issue Date Issuer (MM) Coupon Security Maturity Call Ratings Bid YTW STW Bid YTW STW 22-Dec-09 United Maritime Group $200 11.75 Sr. Nts. 2015 T+50 bp B3 / B 100.38 11.60 997 100.25 11.65 981 22-Oct-09 Navios Maritime Holdings $400 8.875 Sr. Nts. 2017 NC 4.0 yr Ba3/BB- 100.38 8.79 609 103.00 8.21 532 1-Jul-09 Commercial Barge Line Co $200 12.5 2nd Lien Nts. 2017 NC 4.0 yr B2 /B+ 104.38 11.39 879 104.00 11.50 870 Average: 10.59 828 10.45 794 Supply & Tankers Princ. Current Current 4-Jan-10 Issue Date Issuer (MM) Coupon Security Maturity Call Ratings Bid YTW STW Bid YTW STW 6-Nov-09 General Maritime Corp. $300 12 Sr. Nts. 2017 T+50 bp B3/B 104.63 10.88 819 104.13 11.02 812 8-Oct-09 Hercules Offshore $300 10.5 Sr. Nts. 2017 T+50 bp B2 / B 100.13 10.47 732 105.50 9.38 609 16-Oct-09 Ti Trico Shipping i $400 11.875 Sr. Nts. 2014 T+50 bp B1 / B- 97.13 12.70 1036 1,036 102.0000 11.02 946 21-Sep-09 Seacor $250 7.375 Sr. Nts. 2019 T+50 bp Ba1 / BBB- 104.63 6.71 293 103.21 6.92 307 12-Aug-09 Hornbeck Offshore $250 8 Sr. Nts. 2017 NC 4.0 yr Ba3 / BB- 96.13 8.71 538 100.00 8.00 515 Average: 9.89 684 9.27 638 Leisure & Tourism Princ. Current Current 4-Jan-10 Issue Date Issuer (MM) Coupon Security Maturity Call Ratings Bid YTW STW Bid YTW STW 1-Jul-09 Royal Caribbean $300 11.875 Sr. Nts. 2015 T+50 bp Ba3/BB- 114.13 8.55 579 115.00 8.42 559 Average: 8.55 579 8.42 559 High Yield Index 8.90 656 17.09 1,484 Navios Maritime 8.875% due 2017 105 104 103 102 101 100 99 98 97 10/27/2009 11/27/2009 12/27/2009 1/27/2010 General Maritime 12% due 2017 106 105 104 103 102 101 100 11/19/2009 12/19/2009 1/19/2010 Trico Shipping 11.875% due 2014 106 104 102 100 98 96 94 92 10/22/2009 11/22/2009 12/22/2009 1/22/2010 6 Source: Sunrise Capital Markets, ADI

Critical success factors becoming more critical Addressed debt maturities Adequate covenant cushion Access to liquidity going forward Cash Flow Stability Holistic Balance Sheet Solution Minimum Credit Ratings Use of Proceeds Market Acceptance Minimum Scale Market Timing Management Experience Operating History 7

Case Study Songa Offshore Jan / Feb 2010 Transaction Overview Announced on Jan 27 and postponed the transaction on Feb 11 Main reasons for the postponement were poor market conditions and investor feedback on deal structure May return to market with a larger size and improved structure Observations: Acceptable asset quality / strategic positioning Low credit ratings: bonds rated Caa1 / B+ C ratings constrain investor participation Not part of a comprehensive solution including bank facility amendments Heavy amortization schedule under credit facilities Unbalanced capital structure: the company planned to exchange secured notes with short maturities subsequent to bond offering Completed equity private placement of $100MM on Feb 17 Proposed Terms Issuer Songa Offshore Amount USD 200MM Security Unsecured Maturity 7 years Use of Proceeds Repay existing debt, general corporate purposes Call NC4 Change of Control 101 Talk Rumor: 10% or below Official: 10.25% area Deal Ratings Caa1 / B+ Selected Financials ($ in MMs) 2006 2007 2008 2009 Actual Revenue 44.6 304.9 381.5 780.0 Adj. EBITDA 1.8 168.4 195.4 420.0 Interest 19.3 61.0 62.0 58.6 Capex 450.2 324.2 481.9 75.9 Pro Forma 1 Total Cash 90.6 64.2 58.5 69.8 69.8 144.3 New Notes 192.0 Total Secured Debt 206.3 120.0 210.0 952.2 952.2 952.2 Total Debt 625.4 802.3 1,162.1 952.2 952.2 1,026.7 Total Debt/Adj. EBITDA 347.4x 4.8x 5.9x 2.3x 2.3x 2.4x Secured Debt/Adj. EBITDA 114.6x 0.7x 1.1x 2.3x 2.3x 2.3x Adj. EBITDA/Interest 0.1x 2.8x 3.2x 7.2x 7.2x 5.3x Notes: 1 Assumes, for purpose of illustration, an indicative interest rate of 9.75% 8

Case Study DryShips Inc. Nov 09 Transaction Overview DRYS (NASDAQ, capitalization $1.59B) priced $400MM of 5-yr convert due 2014 (upsized from $300MM ) Proceeds used to acquire new assets, fund drill ships newbuilding Pricing achieved (5% coupon, up 25%) was at the wide end of talk (4.5%- 5%/up 25%-30%) Option-adjusted pricing is T+1,100 bps (13.125%) Concurrent share borrow facility covered 26.1mm shares to facilitate hedging Over allotment option of $60MM was exercised by the underwriter subsequent to closing Summary of Final Terms Issuer DryShips Inc. Amount USD 400MM Security Unsecured Maturity 5 years Coupon 5.00% Over-allotment Option USD 600MM Use of Proceeds Vessel acquisitions, acquisitions of vessel owning companies, and other acquisitions iti in shipping i and related industries, and for general Initial Conversion Price Premium of 25% 16 14 12 10 8 6 4 2 0 Equity Performance 11/20 Notes Closing 9 Source: Bloomberg

Case Study General Maritime Nov 09 Transaction Overview Summary of Final Terms Sold $300MM of 8-year unsecured Issuer General Maritime Corp. notes to yield 12.5%, T+922 bps, wide Amount USD 300MM of expectations Amended its 2005 credit facility to relax covenants in exchange for increased margin (from L+100 bps to L+250 bps) and size reduction from $850MM to $750MM Amendment was contingent on at least $230MM unsecured note issuance with minimum 5-year tenor prior to Nov. 30 The proceeds from the bond repaid entire RBS facility due Jan. 11 ($230MM), pay down $40MM under the 2005 facility and for general corporate purposes Provider of crude transportation with the world s 3 rd largest mid-sized tanker fleet. Seasoned high yield issuer Security Unsecured Ratings B3 / B Maturity 8 years Coupon 12.00% Use of Proceeds Repay existing debt Call NC 4 (T + 50 bps) Initial Conversion Price Premium of 25% Current Price / YTW / STW 102.875 / 11.318% / 894 bps 14 12 10 8 6 4 2 0 Equity Performance 11/6 Notes Closing 10 Source: Bloomberg

Case Study Navios Maritime Holdings Oct 09 11 Transaction Overview Raised $400MM secured bond for partial loan repayment and newbuildings Yield was 9.125%, Treasury+591 bps, at the tight end of talk Bonds are secured by 15 vessels with implied LTV of 79% and 60% on a charter-free and with charter basis. Up to $105MM of the proceeds used to make payments for scheduled delivery of two capes. Buy-side liked the deal evidenced in tight pricing, $25MM upsize and strong secondary market performance Seasoned issuer with $300MM unsecured notes outstanding since 2006. Leading international drybulk shipping company Summary of Final Terms Issuer Navios Maritime Holdings Inc. Amount USD 400MM Security Secured Ratings Ba3 / BB- Maturity 8 years Coupon 8.875% Use of Proceeds Repay existing debt, fund newbuilds Call NC 4 (T + 50 bps) Current Price / YTW / STW 102.25 / 8.381% / 601 bps 8 7 6 5 4 3 2 1 0 Source: Bloomberg Equity Performance 10/22 Notes Closing

Case Study Euronav Sep 09 Transaction Overview Sought to place up to $200 mm unsecured convertible due 15 Proceeds used to diversify funding sources, strengthen balance sheet, general corporate purposes and working capital Announced and closed on the same day, at $125 mm short of target The notes priced at 6.5% coupon and conversion premium of 25%. Upon conversion, will represent 9.44% of EURN equity Focuses on tankers for ocean transportation of crude oil and petroleum products worldwide Summary of Final Terms Issuer Euronav Amount USD 125MM Security Unsecured Maturity 6 years Coupon 6.50% Use of Proceeds Diversify funding sources, strengthen balance sheet liquidity, general corporate and working capital purposes, potential acquisitions Initial Conversion Price Premium of 25% 18 16 14 12 10 8 6 4 2 0 Equity Performance 9/4 Notes Closing 12 Source: Bloomberg

Case Study Hornbeck Offshore Aug 09 13 Transaction Overview Summary of Final Terms Repaid borrowings under $250MM Issuer Hornbeck Offshore revolver due 11 ($185MM outstanding Amount USD 250MM at June 09) Increased flexibility for newbuilding program for 09-10 ($268MM) Drive-by transaction: announced and priced on the same day High demand enabled $50MM upsize 8-year, 8% unsecured notes (Ba3/BB-) priced at 97.123 to yield 8.5%, T+498 bps Repeat high yield issuer with recent successful bond transactions in 01, 04, 05 Provides transportation to petroleum industry in the Gulf of Mexico and eastern seaboard. Security Unsecured Ratings Ba3 / BB- Maturity 8 years Coupon 8.000% Use of Proceeds Repay existing debt Call NC 4 (T + 50 bps) Current Price / YTW / STW 98.75 / 8.218% / 527 bps 35 30 25 20 15 10 5 0 Source: Bloomberg Equity Performance 8/17 Notes Closing