Navios completes 14 ship deal with HSH Nordbank

JUNE 10, 2015 — Navios Maritime Holdings Inc. (NYSE: NM), Navios Maritime Acquisition Corporation (NYSE: NNA) and Navios Maritime Partners L.P. (NYSE: NMM) (together “Navios”)  have formed Navios Europe (II) Inc. and closed a transaction announced in April (see earlier report)  for the acquisition of 14 vessels from debtors of HSH Nordbank AG.

The 14 vessels include seven dry bulkers and seven container vessels with an average age of approximately four years and a current fair market value of approximately $225.0 million.

Two of the vessels have been delivered, one is expected to be delivered within this week and ten are expected to be delivered by the end of July. The remaining vessel is expected to be delivered by mid-November.

This is Navios’s second such deal with HSH and Navios Chairman and CEO Angeliki Frangou,  said, “We are pleased to announce a second transaction with HSH where we are acquiring vessels at historically low values and with favorable economics that are better than the first transaction.”

The purchase price consists of (1) $145.3 million in cash and (2) the assumption of $182.5 million Subordinated HSH Participating Loan (“HSH Junior Loan”). The cash payment is funded as follows:$135.0 million senior bank debt provided by Deutsche Bank AG and ABN AMRO Bank N.V (“Senior Debt”)
$14.0 million investment from Navios

Principal and interest on the HSH Junior Loan will only be repaid from net cash flow and net sale proceeds from the sale of vessels in accordance with the distribution waterfall.

There are no holding company guarantees from any of the Navios public entities for Senior Debt and HSH Junior Loan.
Navios will provide additional working capital to Navios Europe (II) Inc. on a priority basis. The Navios Working Capital Loans will accrue preferred interest and will be repaid out of Navios Europe (II) Inc. cash balances and proceeds of vessel sales.

Navios Europe (II) Inc. will receive an annual preferred return on its $14.0 million investment and a priority return of this investment upon the sale of vessels. Thereafter, cash flow from operations or sales will be shared between Navios Europe (II) Inc. and HSH until the amounts outstanding on the HSH Junior Loan have been repaid. Once the HSH Junior Loan has been satisfied, Navios Europe (II) Inc. will receive 100% of any excess proceeds.Navios Europe (II) Inc. reserves the right to sell vessels after year six to recover principal investments and any accumulated returns.

Fleet Exhibit
Containers
Name     TEU      Type of Vessel        Built
TBN 1     3,421   Panamax                2014
TBN 2     3,398   Panamax                2007
TBN 3     2,790   Sub Panamax         2012
TBN 4     2,790   Sub Panamax         2012
TBN 5     2,546   Sub Panamax         2009
TBN 6     1,740   Handymax             2010
TBN 7     1,740   Handymax             2010             
Bulkers
Name      DWT      Type of Vessel      Built
TBN 8     93,099    Post Panamax      2011
TBN 9     93,062    Post Panamax      2010
TBN 10   79,642    Kamsarmax         2011
TBN 11   79,642    Kamsarmax         2011
TBN 12   79,642    Kamsarmax         2011
TBN 13   57,000    Supramax            2011
TBN 14   57,000    Supramax           2011

Navios Europe (II) Inc. is an owner and operator of container and dry bulk vessels. Navios Europe II is owned 47.5% by Navios Maritime Holdings Inc. (NYSE: NM) (“Navios Holdings”), 47.5% by Navios Maritime Acquisition Corporation (NYSE: NNA) (“Navios Acquisition”) and 5% by Navios Maritime Partners L.P. (NYSE: NMM) (“Navios Partners”).