Attached files
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| EX-10.1 - III TO I MARITIME PARTNERS CAYMAN I LP | v209358_ex10-1.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): January 28, 2011
(January 24, 2011)
III
to I Maritime Partners Cayman I, L.P.
(Exact
name of Registrant as specified in its charter)
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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:
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under Exchange Act (17 CFR
240.14a-12)
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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 Entry
into a Material Definitive Agreement
On
January 24, 2011, ATL Offshore GmbH & Co. (“ATL Offshore”), which acts as
the personally liable partner of each of our nine single purpose entities
(“SPV”), each of which holds an anchor handling tug supply (“AHTS”) vessel (each
an “AHTS SPV”), entered into an addendum (“Addendum No. 2”) to our Loan
Agreement (our “Senior Loan”) with Norddeutsche Landesbank (“Nord/LB”), the
German bank which provided for the senior funding for our AHTS vessel
acquisitions and the AHTS vessel acquisitions of three AHTS SPVs which are
subsidiaries of our affiliate, FLTC Fund
I. The terms of Addendum No. 2 were effective as of the date
of signing, January 24, 2011.
Addendum
No. 2 requires that twenty percent of the annual earnings after tax for each of
our AHTS SPVs be used to make additional prepayments against amounts drawn under
the post delivery revolving credit facility included in the Senior
Loan. Annual earnings after taxes for each AHTS SPV is defined as
annual revenue less (i) operating expenses of the AHTS SPVs, (ii) debt
service payments under the Senior Loan, (iii) a distribution to shareholders of
such AHTS SPV equal to ten percent of their contributed capital, and (iv) any
taxes paid by such AHTS SPV. The post delivery revolving
credit facility was designed to effectively change the principal
amortization from 12 years to 15 years. In addition, the addendum
provides that the outstanding balance of the working capital facility with
Nord/LB be added to the outstanding balance of the Senior Loan when calculating
the loan-to-value-ratio in accordance with the Asset Protection clause of the
Senior Loan.
In
addition, Addendum No. 2 provides that an event of default occurs if our
interest in any of the AHTS SPVs falls below 75%, unless the decrease is due to
the transfer of our shares to Reederei Hartmann or an affiliate thereof accepted
by Nord/LB, or another third party accepted by Nord/LB.
Item
9.01 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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Addendum
No. 2 to the Loan Agreement by and among Norddeutsche Landesbank
Girozentrale, as Lender, Mandated Lead Arranger and Agent, 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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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.
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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
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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: January
28, 2011
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EXHIBIT
INDEX
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Exhibit Number
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Description
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10.1
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Addendum
No. 2 to the Loan Agreement by and among Norddeutsche Landesbank
Girozentrale, as Lender, Mandated Lead Arranger and Agent, 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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