Navios Maritime Partners announced after the market closed Wednesday that it intended to issue 4 million common units with a green shoe of 600 thousand units. Proceeds would be used for fleet expansion and/or general partnership purposes. The deal was priced today at $14.90 per unit, a discount of 5.8% from the prior close.
Joint book running managers were Citi and JPMorgan with S. Goldman Advisors, DVB and Cantor Fitzgerald serving as co-managers.
Late Friday, the news came out that General Maritime had successfully priced its 144a private placement of $300 million of senior unsecured notes due in 2017. Like the NCL deal that was competing with it, the Genmar bonds were priced in a soft and volatile stock market. Rated B3/B, the notes, with a 12% coupon, were priced at 97.512% to yield 12.5%, a spread of 922 bps over like term Treasuries.
Market noise suggested it was a hard sell, that buyers had issues with the dividend and covenants and, finally that it was expensive. But was it really? While it does look expensive when compared to the NCL and Navios’ offerings, one must not forget that this was done on an unsecured basis. And, although the premium for unsecured was perhaps higher than they anticipated, the company got what it wanted – quasi-equity. The bond provides the cushion that the banks were looking for. And while the $36 million in interest cost is expensive, the impact of that amount, if it had instead been income, appears less costly on an EPS basis based upon a new hypothetical share count (currently 57.9 million shares) which would have included an incremental +/- 33 million shares at $7, that would have had to been issued to meet the minimum requirement of its banks.
We know that General Maritime’s dynamic duo, Messrs Georgiopoulos and Pribor are on the road marketing their $300 million senior unsecured notes offering due in 2017 and so, while they are busy selling we thought we would take a read of the high yield market.
Earlier this week, Navios Maritime Holdings closed its successful $400 million private offering of first priority ship mortgage notes due in 2017. Rated BB-/Ba3, the coupon on the notes was 8.875% and was priced to yield 9.125%. The company escrowed $105 million of the proceeds to provide additional financing to complete the purchase of two new vessels with the balance used to repay existing credit facilities.
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While we, in shipping, focus daily on the macro picture, primarily the world economy and micro data, such as commodity prices, steel production, oil prices, charter rates, etc, in order to gauge what is happening, it may well be that the health of our industry is, for the moment, more directly correlated to the condition of the banking industry, particularly in light of the supply side issue. While the capital markets have filled a void in the availability of capital in the interim, the question remains as to whether the banks will be back and if so when?
In his excellent report, What We Have Learned from the Large Financial’s Results, Paul Miller of FBR Capital Markets provides insights into the earnings and the credit and financial condition of a select group of the largest U.S. banks including Bank of America, JPMorgan, Citigroup and Goldman Sachs based upon their most recent quarterly reports. We believe the results of these company’s are indicative of the general condition of the banking world. His key takeaways are as follows:
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On Monday, Navios Maritime Holdings (“Navios”) announced that it and, its wholly-owned finance subsidiary, Navios Maritime Finance (US) Inc. intend to offer, through a 144A private placement, $375 million of first priority ship mortgage notes due in 2017, subject to market conditions.
This marks Navios’ second entry into the high yield market having issued previously 9 1/2% Senior Notes due in 2014 in December 2006. The new notes will in fact be guaranteed by all of the subsidiaries that guarantee the existing notes, so, in fact, the new notes will be secured by first mortgages on 15 drybulk vessels aggregating approximately 1.1 million DWT.
Net proceeds will be used to repay borrowings under Navios’ existing credit facilities as well as to provide financing to complete the acquisition of two new vessels expected to be delivered in late 2009 and early 2010. Both of these vessels will then become part of the collateral package.
Rumors in the market are rife about a new massive financing arranged for A.P. Moller Maersk (“APM”). According to Dealogic, the banks involved, as is customary, have reported to them that APM has entered into a $6.5 billion 7 year credit facility. In fact, as an industry source suggests, and Dealogic confirms, this is an old deal in the same amount that has been amended. And, as such, there is no new money involved.
In a precautionary move, given the uncertain credit markets, the amended transaction has been structured as a forward start facility. Upon expiry of the existing facility, the new one commences. In this instance, the start date is in 2012. The mandated lead arrangers on both include Citi, Danske Bank, HSBC, JPMorgan, Mitsubishi UFJ and Nordea.
In its 1Q earnings release last week, Navios Maritime Partners (“Navios Partners”) announced that it had amended the terms of its existing $235 million credit facility with Commerzbank in January. The company prepaid $40 million during the first quarter resulting in an approximate $1.5 million in interest expense savings for 2009 and a commensurate reduction in leverage. Throughout 2009, the partnership will additionally have to fund into a pledged account a further $37.5 million. The interest rate on the remaining facility of $195 million now bears a spread of 2.25%, giving an estimated interest rate of 3.98% for 2009 including the margin (versus 4.17% the effective rate in 2008), and no further installments are due until the 1Q 2010.
The formal announcement this week of the Andy Dacy led JPMorgan shipping fund provides a fine opportunity to survey the field. But it must be said at the outset that JPM’s entrance is important for its size, ambition, confirmation of the concept and for the industry whose mantra is Marine Money Week’s title: Liquidity, Liquidity, Liquidity.
It is also probably a challenging development for those funds not yet up and running, as JPMorgan is a powerful brand, US banking woes not withstanding.
It was interesting that Reuters in writing about the effort described JP Morgan Asset Management executive Joe Azelby, who made the formal announcement of the Fund, as a former US Football player rather than a Harvard grad. No doubt, success in investing does come down to blocking and tackling well, in other words, paying strict attention to detail.
Nick Davies, formerly of Jefferies, has accepted a position working for Michel Bourgery at DVB Bank in its capital markets business.
Dahlman Rose announced the appointment of Elliot Etheredge as Managing Director and head of the firm’s Marine Transportation Investment Banking group. Previously, Mr. Etheredge was at JPMorgan.
A quarter, particularly the first one, does not make a year, but according to the first quarter Dealogic tables, which we received today, the axis of the ship financial world has tipped eastward. Looking at the Top 20 Bookrunner Table of which there are only eight, Asian banks populate four of the places including the three top spots, which are held by SMBC and SBI Capital Markets (State Bank of India), and Mitsubishi UFJ Financial Group (“Misubishi UFJ”) respectively. In the case of the Top 20 MLA Table, Mitsubishi UFJ Financial Group and HSBC took the top two spots and three other Asian banks populate the top 20. Total volume for the quarter was $10.6 billion, continuing the downward trend since 2007. However for those who see a glass as half full this quarters volume is in line with the comparable periods in 2005 and 2006. Is it too early to say we are reverting to the norm?