Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / board-resolutions-tsl-draft.docx
board-resolutions-tsl-draft.docx
Parties
LOGISTICS SA
Harkness LLP
Kallistratos Maritime Holdings Ltd
Capital Partners Fund III LP
Pelagos Capital Management Ltd
Thackeray Partners LLC
Clearwater Shipping Finance Ltd
Karidis LLP
Dates
November 14, 2022
April 15, 2023
October 15, 2029
August 8, 2022
August 10, 2022
September 6, 2022
October 15, 2025
October 15, 2026
October 15, 2027
August 22, 2022
Amounts
$400,000,000
$392,000,000
$200,000
$1,000
$190,000,000
$120,000,000
$72,000,000
$18,000,000
$8,000,000
$2,000,000
Obligations
(Unique Entity Number 202209345K), a private company limited by shares incorporated under the laws of the Republic of Singapore and a wholly-owned subsidiary of the Company (the "Co-Issuer" or "TFPL"), of $400,000,000 (four hundred million United States Dollars) in aggregate principal amount of Senior Secured Notes due 2029 (the "Notes"); WHEREAS, the Notes shall bear interest at the rate of 8
750% per annum, payable semi-annually in arrear on April 15 and October 15 of each year, commencing on April 15, 2023, and shall mature on October 15, 2029; WHEREAS, the Notes shall be issued at an issue price of 98
00%, resulting in gross proceeds to the Co-Issuers of $392,000,000; WHEREAS, the Notes shall be issued in minimum denominations of $200,000 and integral multiples of $1,000 in excess thereof, in fully registered, book-entry form, represented by one or more global notes deposited with and registered in the name of a nominee of The Depository Trust Company ("DTC"), and shall also be eligible for clearance and settlement through Stonefield Industries ("Thackeray Partners LLC") and Westmark & Co
shall be joint and several obligors with respect to the Notes
FURTHER RESOLVED, that the Authorized Officers (as designated in Resolution 6 below) are hereby authorized to negotiate, agree to, and execute the final pricing terms of the Notes, provided that (i) the coupon rate shall not exceed [●]% per annum, (ii) the issue price shall not be less than [●]% of par, and (iii) the aggregate principal amount of Notes issued shall not exceed $400,000,000; and any pricing within such parameters shall be deemed to have been duly approved by the Board without the need for any further resolution or authorization
00; (b) Restricted Payments Basket: The Company shall not, and shall not permit any Restricted Subsidiary to, make any Restricted Payment unless, after giving pro forma effect thereto, the aggregate amount of all Restricted Payments made after the Issue Date does not exceed the greater of (I) $30,000,000 and (II) 10% of Consolidated Net Tangible Assets of the Company and its Restricted Subsidiaries as of the end of the most recently ended fiscal quarter for which internal financial statements are available; (c) Collateral Coverage Ratio (Maintenance): The Company shall maintain a Collateral Coverage Ratio of not less than 2