Type | Announcement | Subject | OTHERS | Description | LIANSON FLEET GROUP BERHAD (FORMERLY KNOWN AS ICON OFFSHORE BERHAD) ("LFG" OR "THE COMPANY") - PROPOSED DISPOSAL OF VESSEL BY ICON AZRA (L) INC., AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF LFG |
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1. INTRODUCTION
The Board of Directors of LFG (“the Board”) wishes to announce that Icon Azra (L) Inc., an indirect wholly-owned subsidiary of LFG had on 4 April 2025 entered into a Memorandum of Agreement (“MOA”) for the proposed disposal of Icon Azra (“Vessel”) for a total cash consideration of USD6.90 million (approximately RM30.73 million based on Bank Negara Malaysia’s USD/MYR exchange rate as at 5:00 p.m. on 3 April 2025, being the latest practicable date prior to this announcement) (“Consideration”) to P&O Maritime Offshore AHTSV FZE (“Proposed Disposal”).
2. DETAILS OF THE PROPOSED DISPOSAL
The Vessel is a Malaysian flagged DP-1 Anchor Handling and Supply Tug (AHTS) built in 2013, with a deadweight tonnage of 1,374 tonnes and capable of a static bollard pull of 65 tonnes. The Vessel was acquired in June 2013 at a cost of RM49.26 million, and its net carrying value as of 31 March 2025 was RM21.80 million.
P&O Maritime Offshore AHTSV FZE (“Purchaser”) is incorporated in Dubai, United Arab Emirates, and is principally engaged in maritime services and offshore vessel operations. The Purchaser is a wholly-owned subsidiary of P&O Maritime Offshore FZE, incorporated in the United Arab Emirates, and its directors comprise Amit Jalan, Narayana Prasad Narumanchi Venkata Lakshmi, and Paul Wilkinson.
There are no liabilities, contingent or otherwise, that will remain, nor will any guarantees be given by LFG in relation to the Proposed Disposal.
3. BASIS AND JUSTIFICATION FOR THE CONSIDERATION
The Consideration was arrived at based on a willing-buyer and willing-seller basis. The Vessel was last valued at USD6.50 million in December 2024, based on valuation conducted by an independent vessel valuer.
4. RATIONALE FOR THE PROPOSED DISPOSAL
The Proposed Disposal is part of LFG’s ongoing fleet rejuvenation efforts to modernise and replace its fleet in line with the evolving market demands of the oil and gas industry. This also aligns with LFG’s rebranding and long-term strategy to diversify from being a pure-play Offshore Support Vessel (OSV) player into other vessel asset classes, supporting our pivot towards new markets and strengthening our long-term growth and operational flexibility.
5. UTILISATION OF PROCEEDS
The net proceeds from the Proposed Disposal will be utilised for general corporate purposes and to support LFG’s future growth and strategic initiatives.
6. FINANCIAL EFFECTS OF THE PROPOSED DISPOSAL
The Proposed Disposal will not have any effect on the issued share capital or shareholdings of the substantial shareholders of LFG. The estimated gain on disposal (net of associated costs) for the Proposed Disposal of approximately RM8.01 million is expected to contribute positively to LFG’s earnings, net assets, and gearing for the financial year ending 31 December 2025.
7. APPROVALS REQUIRED
The Proposed Disposal, being transacted in the ordinary course of business, is not subject to the approval of the shareholders of LFG or any other relevant government authorities.
8. INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS, AND PERSONS CONNECTED
None of the directors, major shareholders, or persons connected to them have any interest, whether direct or indirect, in the Proposed Disposal.
9. DIRECTORS’ STATEMENT
The Board, having considered all aspects of the Proposed Disposal, is of the opinion that the Proposed Disposal is in the best interests of LFG.
10. ESTIMATED TIMEFRAME FOR COMPLETION
Barring unforeseen circumstances, the Proposed Disposal is expected to be completed by the end of April 2025.
11. DOCUMENT AVAILABLE FOR INSPECTION
The MOA is made available for inspection during normal business hours from Monday to Friday (except public holidays) for a period of 3 months from the date of this announcement at the registered office of LFG at Level 7, Menara Milenium, Jalan Damanlela, Pusat Bandar Damansara, Damansara Heights, 50490 Kuala Lumpur, W.P. Kuala Lumpur.
This announcement is dated 4 April 2025.
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