Fleet restructuring from Attica after the merger with Anek Lines

By | 2023 Newsletter week 48 | No Comments

Following the recent successful approval of the merger plan, which involves the absorption of ANEK by Attica, the Group is now embarking on a new “green era” marked by both new investments and organic growth. In the initial phase, the giant ferry operator is undertaking fleet restructuring within the Hellenic Coastal Shipping.

Specifically, the Group plans to operate four large vessels on the Piraeus–Crete service, all adorned with the distinctive Anek Lines’ livery. The vessels assigned to the Piraeus-Chania line will be ELYROS (1998) and EL. VENIZELOS (1992), while those on the Piraeus–Heraklion line will include LEFKA ORI -formerly BLUE HORIZON- (1987) and KISSAMOS -formerly BLUE GALAXY (1992), both of which have already been painted white. There are considerations for replacing EL. VENIZELOS with another vessel boasting a larger car capacity, aligning with the Group’s focus on enhancing the truck service on the Cretan lines.

Conversely, in the Adriatic service, it has been decided that two additional ships will be operated by Superfast and will also feature a red livery.

The first vessel, the Japanese-built ARIADNE (1996), is expected to possibly join the Adriatic service on December 15.

The second ship that may undergo a livery change is ASTERION II (1991), currently operating on the Patras-Venice service and already under Superfast operation.

Photo: Kostas Papadopoulos

Attica Group to absorb Anek Lines: official statement

By | 2023 Newsletter week 32 | No Comments

Excerpt from the English-language press release from the Hellenic Competition Commission:

“The Plenary Session of the HCC (Hellenic Competition Commission) concluded that, although the merger may significantly restrict the operation of competition, in particular by creating or strengthening a dominant position, in the relevant markets for the provision of maritime transport services for passengers, cars and trucks in certain pairs of ports (Origin-Destination) in Crete and the Adriatic, the three conditions of the failing firm defence are fulfilled.

More specifically, the Competition Commission concluded that:

  1. a) ANEK would be forced to exit the market in the near future due to its financial difficulties,
  2. b) that there was no other alternative acquisition option, less harmful to competition, other than the notified concentration, and
  3. c) that there was no credible interest in acquiring the assets of ANEK and therefore the company’s assets would exit the market.

In any event, on the balance and the overall of the affected markets, the competitive structure will not be worse as a result of the merger than it would be in case of a non-liquidation of the company’s assets, and is therefore not causally related to it.”

SeaJets submitted an improved proposal for the acquisition of ANEK Lines

By | 2023 Newsletter week 27 | No Comments

On June 30, 2023, SeaJets, Kiara Shipping and Golden Step Shipping Ltd submitted a new improved proposal to the Piraeus Bank for the acquisition of ANEK Lines.

[see last week’s news: Surprise: SeaJets submitted a proposal for the acquisition of ANEK Lines]

According to the new letter, which was also sent to ANEK Lines and its Creditors and Shareholders:

  • The three companies proposed an increased offer at EUR 83 million, under the same terms of payment.
  • In terms of transparency, they proposed a loan of EUR 55 million secured by first marine mortgages on ships with a commercial value of EUR 138 million (coverage rate of 250.9% of the loan). The remaining EUR 28 million will be paid from equity, which is immediately available and certainly reduce the Bank’s exposure.

In addition to the increased offer, the letter mentions a few arguments as a response to the Bank’s objections. Among other things it is stated that:

  • Until approval is given by the Competition Committee, the “implementation” of the Attica transaction, which the bank claim is in progress, is illegal.
  • It is already known to the public that the proposed Attica “transaction” raises significant competition issues based on the initial views of the Competition Committee.
  • The formulations adopted in the Bank’s response raise many questions and lead to the conclusion that the Bank is acting and arguing as the buyer of ANEK Lines rather than as a representative of its Creditors.
  • SeaJets proposal does not contain a due diligence clause, as it is inaccurately stated in the Banks’ answering letter. On the contrary, the Bank acknowledges that due diligence was carried out by Attica Group and information was provided to Attica Group, even though ANEK is a listed company. This constitutes privileged information and leads to an audit of the related stock market transactions to date.
  • SeaJets proposal ensures not only the competition but also a greater return for the Bank’s own loans.
  • The view that SeaJets proposal does not “meet the necessary criteria to constitute a viable credit risk” is not substantiated.
  • The three companies are willing to immediately engage in direct discussions with each one of the informants to avoid misunderstandings and await a prompt action.

Source: ANEK, 3 July 2023 (in Greek)

Surprise: Seajets submitted a proposal for the acquisition of ANEK Lines

By | 2023 Newsletter week 26 | No Comments

In the last few days, a series of events have been taking place within the Greek Ferry Scene concerning the unexpected Seajets’ proposal for the acquisition of Anek Lines.

  • On June 16, 2023, three companies (Seajets, Kiara Shipping and Golden Step Shipping Ltd) submitted a proposal to Anek Lines’ Creditors and Shareholders (that represent 57,70% of the company’s total share capital), regarding the acquisition of ANEK’s shares and loans under specific conditions. That proposal included:
  • The immediate payment of EUR 82 million for the acquisition of all the Company’s loan obligations with the provision of collateral.
  • Acquisition of all the shares of the main shareholders for the price of € 0,2220 per share.
  • Piraeus Bank loan guarantee.
  • On June 23, 2023, Anek Lines issued a press release (in Greek) to the Athens Stock Market informing officially the Market Capital Committee as well as the investors about that proposal. Also, told that Anek Lines’ Board of Directors addressed the proposal to the Company’s Shareholders and Creditors, to be evaluated by them. The Company pledged to make announcements to inform the investing public if the relevant legal conditions are met.
  • On June 27, 2023, Anek Lines issued a new press release (in Greek), where Piraeus Bank rejected Seajets’ proposal.
  • Piraeus Bank, as a representative of Bond Creditors, sent a letter of refusal to the proposing companies on June 26, 2023. That letter was also sent to the Competition Committee as well as to the Board of Directors of ANEK Lines.
  • In it, the Piraeus Bank explained that:
  • The proposal comes at the wrong time, as the ongoing merger of ANEK Lines with Attica Group is already known to the public since September 2022.
  • The Bank’s consultant analysis judged that the submitted proposal is inferior to the current agreement under implementation between Attica Group and ANEK Lines in terms of recoverable value. At the same time, that proposal exhibits a significantly greater risk, so it is not a viable alternative for ANEK Lines.
  • There is uncertainty in the financing of the proposed price, as well as in the condition of carrying out due diligence, a process which has already been completed for the Attica Group proposal.
  • The proposal does not consider ANEK Line’s cash flow needs towards third-party creditors, nor does it include planning for the smooth transition and uninterrupted operation of the company due to the potential termination of the ANEK – Superfast joint venture (operational risk).
  • Therefore, the proposal does not meet the necessary criteria to constitute an acceptable credit and business risk and cannot be accepted.
  • Also, the VARMIN Shareholder (Vardinoyannis Family) with a letter to the Board of Directors of Anek Lines stated that: “We do not accept the specific proposal due to the price offered and its structure. We consider that the existing agreement with Attica Group for the merger of ANEK Lines, which is already in the approval stage is the only immediate solution, which ensures the company’s rescue”.

Greek sources say that Seajets is preparing a counteroffer.

See also our news from 22 September 2022: https://ferryshippingnews.com/attica-group-announced-the-merger-with-anek-lines-to-the-athens-stock-market/

Annual Report ANEK Lines S.A. 2022

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  • +24% pax 809,000
  • +2% cars 186,000
  • -14% cargo units 115,000
  • +20% in Group turnover: MEUR0 (MEUR 150.0)
  • +27% in Group cost of sales: MEUR5 (MEUR 133.0)
  • Sharp rise in fuel prices (average increase of more than 80% compared to 2021) burdened excessively operating results, absorbed the benefit from turnover increase and worsened the effort to preserve adequate working capital.
  • The increase in the expenses and the reduction in the Group’s gross profit resulted to the drop of EBITDA to MEUR 0.8 (MEUR 7.0 in 2021), while the Parent company showed losses of MEUR 0.8 versus profits of MEUR 4.1 in the previous year.
  • Net financial cost for the Group for 2022 amounted to MEUR 11.8 (MEUR 10.0), while the results from investing activities formed at profits of MEUR 0.5 against (losses of MEUR 25.7 in 2021). The significant losses from investing activities during 2021 were resulted mostly from impairment of the vessels’ value.
  • As a result of the above, the consolidated net results after taxes for 2022 amounted to losses of MEUR 20.4 (losses of MEUR 40.2 during the previous year), while the net results after taxes and minority interests amounted to losses of MEUR 21.4 (losses of MEUR 41.7). Respectively, net results after taxes for the Parent company for 2022 amounted to losses of MEUR 22.5 (losses of MEUR 43.9).
  • The losses recorded in 2022 continued to deteriorate the Group’s capital adequacy, which was also burdened in 2021 due to extraordinary non-recurring losses and provisions. As a result, the Group’s equity as at 31.12.2022 was negative by MEUR 61.4. Respectively, the capital adequacy as well as the liquidity of the Parent company has also deteriorated significantly, resulting in lack of fulfilling loan obligations as well as in difficulty to fulfil other current liabilities.
  • It is noted that following the agreement between Attica Holdings and the major creditors and shareholders of ANEK, representing 57.70% of the Company’s total capital, it is currently in progress the procedure of merger by absorption of the Company by Attica, according to the decision of ANEK’s Board of Directors dated 26 September 2022. The said agreement is deemed absolutely necessary due to the accumulated issues of the Company. The completion of the transaction is subject to the approval of the competent bodies according to the applicable legislative framework and currently lies at the stage of being examined by the Hellenic Competition Commission.
  • Source: ANEK Investors Centre

Anek Lines’ EL VENIZELOS returns to the Piraeus-Crete service in June

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ANEK LINES is preparing the return of its cruise ferry EL. VENIZELOS on the Piraeus – Chania (Crete) line, after a two- year layup (25.04.2020) at Perama repair zone.

According to the Blue Star Ferries timetable, the ship is expected to replace BLUE GALAXY on June 30, 2023. The ferry is currently undergoing a significant refit.

She already had undergone a significant upgrade and renovation of her interior public spaces in 2019.

Photos: Anek Lines

Anek Lines 9-month key financial results and Q3, 2022

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According to Anek Lines’ latest report on the 9-month and 3rd quarter key financial results that was published on December 9, 2022:

  • In the nine-month period of 2022, there was a significant strengthening of the Group’s traffic figures in relation to the comparable period of the previous fiscal year. However, the surge in fuel prices put an undue burden on operating costs, absorbed the benefit of revenue growth and significantly worsened operating results.
  • EBIT of the Group for the nine months of 2022 amounted to losses of EUR 7.9 million against profits of EUR 4.2 million in 2021 (9-month period). Consolidated EBIT in the Q3 amounted to a profit of EUR 8.6 million compared to EUR 10.3 million in Q3, 2021.
  • A 22% increase in turnover in the nine months of 2022, which amounted to EUR 139.5 million compared to EUR 114.2 million. Accordingly, in Q3 of 2022 the consolidated turnover amounted to EUR 65.3 million against EUR 56.0 million, recording an increase of 16%.
  • Consolidated EBITDA of the Group for the nine months of 2022 appears losses of EUR 0.9 million against profits of EUR 12.4 million in the nine months of 2021. Consolidated EBITDA in Q3 of 2022 amounted to profits of EUR 11.1 million against EUR 13.1 million.

Attica Group: Announced the merger with ANEK Lines to the Athens Stock Market

By | 2022 Newsletter week 38 | No Comments

According to an official Attica Group press release (in Greek) the deal contains:

  • The merger with the absorption of ANEK Lines by Attica Group with an exchange of one common or preferred share of ANEK for 0,1217 new common registered shares of Attica Group and
  • the payment of EUR 80 million for full and complete repayment of ANEK Line’s loan to its creditors from the consolidated scheme which will be formed on the date of the completion of the merger.

The agreement was sent on Tuesday 20 September 2022 by the legal advisors to be signed by the representatives of the contracting parties.

The Boards of Directors of both companies will be convened in accordance with the law and decide on the initiation and individual parameters of the merger process.

Attica Group points out at its press release that:  “We estimate that the specific agreement will benefit the shareholders, the employees and the suppliers of both companies as well as the Hellenic Coastal Shipping.”

XRTC report 2022 for the Hellenic Coastal Shipping (ANEK)

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About ANEK LINES, the report says the following (p.28):

“ANEK LINES has been forced to reclassify its long-term liabilities into short-term liabilities as of 31.12.2018, since it failed to service its loan and based on the relevant contracts, the non-service of the loan obligations constitutes non-compliance with the terms, which entails the obligation of the company for full repayment of the loans.

As a result, short-term bank liabilities on 31.12.2021 amounted to 260.1 million euros compared to 252.9 million euros on 31.12.2020 and are increased by the outstanding interest of the financial year 2021.

In case of completion of the agreement between Piraeus and Alpha Bank and the creditors of ANEK on the extent of the impairment of its loan obligations, ANEK will be saved.

The plan includes the purchase of Alpha Bank’s loans to ANEK by Piraeus, which will then, together with other creditors, refinance the remaining impaired loans and transfer them to the newly enlarged Attica. The agreement under discussion provides for a significant reduction in bank lending, up to 150 million euros, and ensuring that suppliers are paid in full.”

Anek Lines’ PREVELIS returned to her classic ferry line service

By | 2022 Newsletter week 29 | No Comments

Following an incredible sequence of events, it was eventually decided that Anek Lines’ PREVELIS will continue to serve on the Piraeus-Sitia-Kasos-Karpathos-Diafani-Chalki-Rodos and Piraeus-Santorini Anafi subsidized lines since July 22, 2022.

The former Japanese-built ferry stopped sailing on July 11 after 12 years of service on the above line and was about to be replaced by the Sea Speed Ferries’ RoPax OLYMPUS.

However, OLYMPUS failed to pass the Hellenic Ministry of Shipping inspections and never sailed. A sad development that forced the Ministry to find an immediate solution by re-activating Prevelis, at least for the rest of the summer season 2022.