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Contract analysis

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Contract analysis / due-diligence-memorandum.docx
due-diligence-memorandum.docx
1044-00004 · 4 clauses
High · 2 Medium · 2 Standard · 0
I. EXECUTIVE SUMMARY AND PURPOSE Medium
⚑ Assignment / subcontracting
I. EXECUTIVE SUMMARY AND PURPOSE 1.1 Purpose of Memorandum This memorandum sets forth the results of the comprehensive legal due diligence conducted by Calderwood & Harkness LLP ("C&H" or the "Firm") in its capacity as issuer's counsel to Thalassa Shipping & Logistics SA ("TSL" or the "Issuer") in connection with the proposed offering of $400,000,000 aggregate principal amount of Senior Secured Notes due 2029 (the "N
II. CORPORATE STRUCTURE AND ORGANIZATIONAL DOCUMENTS Medium
⚑ Liability cap to check against exposure
II. CORPORATE STRUCTURE AND ORGANIZATIONAL DOCUMENTS 2.1 Thalassa Shipping & Logistics SA (the Issuer) Entity Type and Governing Law. Thalassa Shipping & Logistics SA is a société anonyme (SA) organized and existing under the laws of the Hellenic Republic, principally governed by Greek Law 4548/2018 on the Reform of the Law of Sociétés Anonymes, as amended. TSL operates as the parent company and central management en
III. MATERIAL CONTRACTS High
⚑ Penalty / liquidated damages
III. MATERIAL CONTRACTS 3.1 Charter Parties TSL's fleet of 50 vessels is employed through a combination of time charters (both medium-term and short-term), voyage charters, and spot market fixtures. The chartering strategy reflects a balanced approach to revenue generation, with a core portfolio of medium-term time charters providing revenue stability and cash flow visibility, supplemented by shorter-term and spot ma
IV. EXISTING INDEBTEDNESS High
⚑ Penalty / liquidated damages
IV. EXISTING INDEBTEDNESS 4.1 Overview of Existing Debt As of the date of this memorandum, TSL's total existing funded indebtedness (excluding intercompany obligations) is approximately $310,000,000, consisting of two bilateral secured ship-finance term loan facilities as detailed below. Both facilities are traditional shipping bank facilities, secured by first-priority ship mortgages and assignments of earnings and