REG - Taylor Maritime Taylor Maritime -TMI - Grindrod Shipping announces result of EGM

Taylor Maritime InvestmentsAnnouncement

20/06/2024 13:15

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RNS Number : 2621T  Taylor Maritime Investments Limited  20 June 2024

20 June 2024

 

Taylor Maritime Investments Limited (the "Company" or "TMI")

 

Grindrod Shipping Holdings Ltd announces result of the extraordinary general
meeting ("EGM")

 

Taylor Maritime Investments Limited, the specialist dry bulk shipping
investment company, announces that its subsidiary, Grindrod Shipping Holdings
Ltd. ("Grindrod Shipping"), today announced that at the EGM held on 20 June
2024, the special resolution to approve the selective capital reduction
("SCR") was passed by participating shareholders (being all shareholders other
than the Company's wholly owned subsidiary, Good Falkirk (MI) Limited "GF",
and its concert parties).

Grindrod Shipping will now commence the application to the Singapore Court to
seek approval of the SCR.  If the SCR is approved, Grindrod Shipping will
become a wholly owned subsidiary of the Company through its subsidiary GF
(which will own 100% of the shares in Grindrod Shipping - up from 82.33%) and
Grindrod Shipping will be delisted from the NASDAQ and JSE.

Further details can be found in the announcement released by Grindrod
Shipping.

Breach of Investment Policy

 

On 28 October 2022, TMI shareholders approved changes to the Company's
investment policy which were primarily made to facilitate the Grindrod
Shipping acquisition which closed on 20 December 2022.  One of the changes
was to introduce an investment restriction of up to 40% of TMI's Gross Asset
Value for any single investment that confers majority or entire ownership in a
shipping business or company, with such limit reducing to 30% within 18
months.

 

As at 19 June 2024, based on 31 March 2024 fair market values, TMI's
investment in Grindrod Shipping was estimated to represent 50% of TMI's
unaudited Gross Asset Value.

 

As the Company has held less than 100% of the issued share capital of Grindrod
Shipping since the acquisition closed, it has continued to hold its interest
in Grindrod Shipping as a single investment within the TMI Group. The Company
has not been in a position to restructure the investment to fully integrate it
into the TMI Group within the 18-month period referred to above, and,
accordingly the Company will not immediately be able to comply with the 30%
investment limit in respect of its holding in Grindrod Shipping.

 

However, following approval of the SCR by Grindrod Shipping's participating
shareholders on 20 June 2024 (and subject to further steps and approvals which
are expected to be completed by the end of September 2024) the Company expects
to own 100% of Grindrod Shipping (which will be delisted from Nasdaq and the
JSE) and should be in a position to further integrate Grindrod Shipping into
TMI.

 

Following completion of the SCR, and as a part of the above integration
process, the Company will assess the steps required to enable it to fully
comply with the limits set out in its investment policy.  One option that the
Company is considering, which would be facilitated by 100% ownership, would be
to collapse and reorganise the existing Grindrod Shipping corporate structure.
 Following any such restructuring the specific investment limits relevant to
the Company's investment in Grindrod Shipping as a corporate entity contained
in the Company's investment policy should cease to be applicable, noting that
the other investment restrictions contained within the Company's investment
policy (such as exposure to any single vessel) would continue to apply and be
adhered to.

 

 

 

 

 For further information, please contact:

Taylor Maritime Investments Limited      IR@tminvestments.com (mailto:IR@tminvestments.com)

 Edward Buttery

 Camilla Pierrepont

 Jefferies International Limited          +44 20 7029 8000

 Stuart Klein

 Gaudi Le Roux

 Apex Group                               +44 20 3530 3107

 Matt Falla

Notes to Editors

 

About the Company

Taylor Maritime Investments Limited is an internally managed investment
company listed on the Premium Segment of the Official List, its shares trading
on the Main Market of the London Stock Exchange since May 2021.  The Company
specializes in the acquisition and chartering of vessels in the Handysize and
Supra/Ultramax bulk carrier segments of the global shipping sector.  The
Company invests in a diversified portfolio of vessels which are primarily
second-hand.  TMI's fleet portfolio currently numbers 18 vessels in the
geared dry bulk segment.  The ships are employed utilising a variety of
employment/charter strategies.

On 20 December 2022, the Company announced it acquired a controlling majority
interest in Grindrod Shipping Holdings Ltd ("Grindrod") (NASDAQ:GRIN,
JSE:GSH), a Singapore incorporated, dual listed company on NASDAQ and the
Johannesburg Stock Exchange.  Grindrod has an owned fleet of 17 dry bulk
vessels complementary to the Company's fleet.  They are Japanese built,
including ten Handysize vessels and seven Supra/Ultramax vessels.  Grindrod
has seven vessels in its chartered in fleet with purchase options on three.

The combined TMI and Grindrod fleet numbers 38 vessels (including chartered in
vessels with purchase options).

The Company's target dividend policy is 8 cents p.a. paid on a quarterly
basis, with a targeted total NAV return of 10-12% per annum over the medium to
long-term.

The Company has the benefit of an experienced Executive Team led by Edward
Buttery and who previously worked closely together at Taylor Maritime.
 Taylor Maritime was established in 2014 as a privately owned ship-owning and
management business with a seasoned team including the founders of dry bulk
shipping company Pacific Basin Shipping (listed in Hong Kong 2343.HK) and gas
shipping company BW Epic Kosan (formerly Epic Shipping).  The commercial and
technical management arms of Taylor Maritime were acquired by Grindrod in
October 2023.

For more information, please visit www.taylormaritimeinvestments.com
(http://www.taylormaritimeinvestments.com/) .

About Geared Vessels

Geared vessels are characterised by their own loading equipment. The Handysize
and Supra/Ultramax market segments are particularly attractive, given the
flexibility, versatility and port accessibility of these vessels which carry
necessity goods - principally food and products related to infrastructure
building - ensuring broad diversification of fleet activity and stability of
earnings through the cycle.

IMPORTANT NOTICE

The information in this announcement may include forward-looking statements,
which are based on the current expectations and projections about future
events and in certain cases can be identified by the use of terms such as
"may", "will", "should", "expect", "anticipate", "project", "estimate",
"intend", "continue", "target", "believe" (or the negatives thereon) or other
variations thereon or comparable terminology. These forward-looking statements
are subject to risks, uncertainties and assumptions about the Company,
including, among other things, the development of its business, trends in its
operating industry, and future capital expenditures and acquisitions. In light
of these risks, uncertainties and assumptions, the events in the
forward-looking statements may not occur.

References to target dividend yields and returns are targets only and not
profit forecasts and there can be no assurance that these will be achieved.

 

LEI: 213800FELXGYTYJBBG50

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