Dry bulk shippers Golden Ocean Group Ltd (OSE: GOGL) and Knightsbridge Shipping Ltd (Nasdaq: VLCCF) have entered into an agreement today to merge resulting in one of the largest dry bulk shipping companies in the world with 72 vessels, 36 of which are under construction.
A significant portion of the newbuildings were originally ordered by Frontline 2012, a company controlled by Norwegian shipping tycoon John Fredriksen, who also controls Golden Ocean Group. These newbuilds were sold to Knightsbridge in March.
Golden Ocean Group notes the combined company will be renamed Golden Ocean Group Limited upon completion of the merger, with the Fredriksen family holding 39% of the shares and votes in the combined company via Hemen Holdings. After the second step of the Frontline 2012 transaction is completed in March 2015, this percentage will increase to approximately 42%.
Mr. John Fredriksen, Mr. Gert-Jan van der Akker and Mrs. Kate Blankenship will be added to the Board of Directors of the Combined Company after the merger is completed. Mr. Ola Lorentzon will continue as Chairman of the Board for the Combined Company. Mr. Gert-Jan van der Akker is Senior Head of Region at Louis Dreyfus Commodities (“LDC”). Prior to joining LDC earlier this year, Mr. Gert-Jan van der Akker had 27 years of experience at Cargill where his last position was a platform leader for the global energy, transportation and metals platform.
The current corporate management team and employees of Golden Ocean, which currently is the commercial manager of the Knightsbridge dry bulk fleet, will manage the Combined Company. Herman Billung, who currently serves as the principal executive officer of Golden Ocean, will serve as the principal executive officer of the Combined Company, and Birgitte Ringstad Vartdal, who currently serves as the principal financial officer of Golden Ocean, will serve as the principal financial officer of the Combined Company.
After the merger is completed, the Combined Company expects to have a fleet of 46 Capesize vessels, 10 ice class Panamax vessels, 8 Kamsarmax vessels and 8 Supramax vessels, of which 36 are newbuildings under construction. In addition the combined company expects to have a small number of leased vessels and one vessel owned through a joint venture.
Commenting on the transaction, Ola Lorentzon, Chairman and CEO of Knightsbridge, and Chairman of Golden Ocean Group Limited, John Fredriksen stated: “By combining Knightsbridge and Golden Ocean we seek to create a company with a unique fleet and strong balance sheet and build one of the world’s leading dry bulk shipping companies. With the current weakness in the dry bulk market, we believe there will be attractive consolidation opportunities going forward. Our ambition is to be a clear market leader both from a financial and operational perspective. Upon an expected recovery of the dry bulk market and as newbuilds are brought into the fleet, we believe the Combined Company will generate significant cash flow. The intention is to pay out excess cash as dividends in the Board’s discretion.”