November 26, 2007
Aker American splits, makes Philly yard a separate company
The Board of Directors of Aker American Shipping ASA has decided to implement a split of the company's business activities into a shipowning company and a shipyard.
The activities of Oslo-listed Aker American Shipping ASA comprise American Shipping Corporation, which is a fleet owner for ships built at the Philadelphia yard, and the Aker Philadelphia Shipyard.
Leif-Arne Langoy, President and CEO of Aker and Chairman of Aker and Aker American Shipping says that both the shipyard and the shipowning company are already capable of stand-alone operations. Making them into two niche focused, independent stock- exchange listed companies also highlights shareholder value. The split is an aggressive measure to further advance businesses in the U.S. market, he says.
Pursuant to the Board's decision to split Aker American Shipping, the shipyard activities will be organized in a newly established company Aker Philadelphia Shipyard ASA.
The shipyard company has applied for Oslo Axess listing at the Oslo Stock Exchange, starting in middle of December 2007. The listing application is scheduled for consideration by the Board of Directors of the Oslo Stock Exchange on November 28, 2007; the requested ticker symbol is AKPS.
Aker American Shipping will offer existing and new shareholders the opportunity to acquire Aker Philadelphia Shipyard shares. The shares in Aker Philadelphia Shipyard, which are currently owned by Aker American Shipping, will be sold through a secondary sale. Aker American Shipping will receive the proceeds from the secondary sale.
In connection with the secondary sale of shares, Aker Philadelphia Shipyard will also complete a new share issue of $25 million. The purpose of the new share issue is to provide capital for further growth and strengthen the capital structure.
The transaction will be completed as a private placement and will take place through a bookbuilding process. The indicative price range for the bookbuilding process values Aker Philadelphia Shipyard's equity between $70 million and $80 million before the completion of the new share issue. The bookbuilding period runs from November 27 through December 4. 2007, but can end sooner. Aker Philadelphia Shipyard will seek to give preferential allocation to existing shareholders of Aker American Shipping.
Initially, the offer to purchase Aker Philadelphia Shipyard shares will be extended to institutional and professional investors. Following completion of the bookbuilding process and in connection with the listing of Aker Philadelphia Shipyard, the company intends to complete a small retail offering to offer individual shareholders the opportunity to purchase shares at the same price paid by institutional investors.
Aker aims to buy a sufficient number of shares in the offering to maintain an ownership interest in Aker Philadelphia Shipyard ASA of at least 53 percent, says Mr. Langoy.
Aker American Shipping ASA will be continued as the vessel owning company following the Aker Philadelphia Shipyard sale. The shipowning company has a fleet of ten product tankers and two shuttle tankers under construction or chartered to customers. In 2007, three product tankers have been delivered and chartered. The nine remaining vessels will be delivered in the period 2008 to
The management of Aker American Shipping ASA will continue as the management in Aker Philadelphia Shipyard ASA. Dave Meehan, who has served as President and CEO of Aker American Shipping since it`s inception in 2005, will continue as President and CEO of Aker Philadelphia Shipyard, the position he has held since 2003.
The current Aker American Shipping Board of Directors has been nominated to constitute the new Board of Directors of Aker Philadelphia Shipyard ASA: Karl Erik Kjelstad (chairman), Gary Mandel, Leif- Arne Langoy, Marianne Blystad and Elin Karfjell.
Aker American Shipping has employed the services of SEB Enskilda ASA as financial advisor for the transaction.