Otto Marine to acquire Go Marine Group Pty Ltd

Company News - February 2, 2011

Otto Marine Limited has announced that its wholly-owned subsidiary, Otto Ventures Pte Ltd (OVPL) has signed a deal with Go Marine Group Pty Ltd that gives OVPL the options to acquire 100 per cent of Go Marine in three tranches through a Convertible Loan Agreement and an Option Agreement.

OVPL is to provide Go Marine with a loan of A$15,000,002. OVPL (or its nominee) shall have an option, exercisable at any time during a one year period to subscribe for new shares equivalent to 49 per cent of the enlarged share capital of Go Marine in two tranches (on a fully converted basis).

The Loan is secured by: (i) charges over the assets and undertaking of each of Go Marine and two of its operating subsidiaries, Go Offshore Pty Ltd and Go Inshore Pty Ltd; and (ii) personal guarantees from two of the existing directors of Go Marine.
(b) Option Agreement - with the existing shareholders of Go Marine, granting OVPL (or its nominee) an irrevocable option, exercisable at its discretion at any time during a one year period to acquire from Go Marine’s existing shareholders the remaining 51 per cent of Go Marine’s enlarged paid-up and issued share capital (on a fully converted basis), at an exercise price of A$5 million.