Disposition Of An Asset Of A Subsidiary Company
Ref.No.COR:MS/EL06006e/st
6 March 2006
Subject : Disposition of an Asset of a Subsidiary Company
To : The President of the Stock Exchange of Thailand
Thoresen Thai Agencies Plc. ("TTA") hereby reports the sale of the vessel M.V.Nico Songkhla on behalf of Darium Thai Offshore Ltd.(the "Company"), a subsidiary of Mermaid Maritime Ltd. ("MML"), which, in turn, is a subsidiary of TTA, as follows:
1. The Parties Involved:
Seller: Darium Thai Offshore Ltd. Buyer: Orchid Star Pte Ltd., Singapore Relationship between Buyer and Seller:
2. Details of the Asset Disposed:
Name of Vessel Type of Vessel Main Propulsion Year Built M.V. Nico Songkhla Supply Vessel 2238 x 2 KW 19743. General Characteristics of the Transaction:
M.V. Nico Songkhla was sold at a price which included bunker and lube oil of USD 1,147,675 (United States Dollars One Million One Hundred Forty Seven Thousand Six Hundred Seventy Five only) or Baht 44,242,817.25 (Baht Forty Four Million Two Hundred Forty Two Thousand Eight Hundred Seventeen and Twenty Five Satangs using a USD/THB exchange rate of 38.55), which is the current market price. The transaction equals 0.18% of the total assets of TTA and its subsidiaries as of 31 December 2005 (the total assets of TTA and its subsidiaries as of 31 December 2005 amounted to Baht 24,110,257,288).4. Net Book Value of M.V.Nico Songkhla as of 6 March 2005 was approximately Baht 23.40 million. After deducting expenses from selling the vessel,including commissions, the accounting gain from the sale is approximately Baht 20.41 million.
5. Benefit from the Transaction:
Since M.V. Nico Songkhla is 32 years old, it is not economical to keep the vessel in service. The Board of Directors of Darium Thai Offshore Ltd. unanimously resolved to sell the said vessel, and the proceeds from the sale will be used for further investment.
Thoresen Thai Agencies Plc.
Page 2 Ref.No.COR:MS/EL06006e/st
6. Delivery Date:
6 March 20067. General Information of Darium Thai Offshore Ltd.:
Darium Thai Offshore Ltd. is a 51.00% owned subsidiary company of MML, with a registered and paid-up share capital of Baht 212,400,000, divided into 212,400 ordinary shares at a par value of Baht 1,000 each.Currently, the Company owns and operates three vessels for providing services in the offshore oil and gas industry, namely, M.V. Nico Songkhla, M.V. Nico Sattahip, and M.V. Nico Bangkok. M.V. Nico Songkhla is a supply vessel used to carry spare parts, provisions, and equipment from land to offshore installations.The other two vessels are primarily used for crew accommodation and anchor handling.
After the sale of M.V. Nico Songkhla, the Company will own and operate two vessels.
When this transaction is included with other asset dispositions in the past six months, it is not subject to the Rules, Procedures and Disclosure of Information of the Stock Exchange of Thailand regarding the Connected Transactions or the Acquisition and Disposition of Assets of Listed Companies.
Yours faithfully,
__________________________ __________________________
(M.L. Chandchutha Chandratat) (Ms. Nuch Kalyawongsa)
Managing Director Director, Group Finance/Accounting