SOURCE: Navios Maritime Holdings Inc.

Navios Maritime Holdings Inc.

June 10, 2015 08:29 ET

Navios Group Closes Second Transaction With HSH Nordbank AG

Acquired 14 Vessels With Fair Market Value of $225.0 Million

$14.0 Million Navios Equity Investment

Attractive Annual Preferred Return

Priority Return of Investment

Formation of Navios Europe (II) Inc.

MONACO--(Marketwired - Jun 10, 2015) -  Navios Maritime Holdings Inc. (NYSE: NM), Navios Maritime Acquisition Corporation (NYSE: NNA) and Navios Maritime Partners L.P. (NYSE: NMM) (together "Navios") announced today the formation of Navios Europe (II) Inc. and closing of the transaction for the acquisition of 14 vessels from debtors of HSH Nordbank AG ("HSH").

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 10 vessels are expected to be delivered by the end of July. The remaining vessel is expected to be delivered by mid-November.

Angeliki Frangou, Chairman and Chief Executive Officer, stated, "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."

Fleet Purchase Price

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 ("Navios Working Capital Loans") 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.

The material terms of the transaction were generally in accordance with the letter of intent signed with HSH in April 2015.

Distributions
Comparable to the first transaction, 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

About Navios Europe (II) Inc.
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").

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