APM Terminals buys 37.5 percent stake in Global Ports
Global Ports Investments PLC ("Global Ports", and together with its subsidiaries and joint ventures, "the Group"), (LSE ticker: GLPR) announces that APM Terminals B.V. (“APM Terminals”) a global port, terminal and inland services operator has signed agreements to become a major shareholder of Global Ports and a strategic partner of Transportation Investments Holdings Limited (“TIHL” or “N-Trans”), one of Russia's largest privately owned transportation groups. APM Terminals is a part of A.P. Moller-Maersk A/S, leading oil and transportation conglomerate, the Group press release said.
Under the terms of the transaction APM Terminals will acquire a 37.5% shareholding in Global Ports from TIHL, representing 50% of TIHL’s current stake. The transaction values Global Ports entire share capital at approximately USD 2.3 billion.
By becoming an equal partner with N-Trans in Global Ports, APM Terminals secures entry into Russia's fast growing container market alongside one of Russia's largest privately owned transportation groups and through a company with a highly regarded management team with a proven track record of performance. The investment also follows Russia’s accession to the World Trade Organisation (WTO) and represents the largest foreign direct investment in Russia’s transportation industry to date.
The transaction will strengthen Global Ports' leading position by providing it with access to APM Terminals’ unrivalled global expertise in the development and operation of world-class ports facilities as the Group continues to roll-out its strategic investment programme. This new partnership will enable Global Ports to further optimise its operations, develop new capacity and services and continue to drive the containerisation of Russian cargoes. It will also further boost Global Port’s positioning as the first choice for the world’s major shipping groups as they look to capitalise on increased trade flows into and out of Russia.
APM Terminals and TIHL have undertaken to reduce the voting rights of their respective shareholdings. This step will effectively increase the voting power of shareholders in the free float who together hold 25% of GPI's equity2 but will then have about 40% of the total voting rights in GPI.
The Group’s already strong corporate governance structures will be enhanced by the entry of APM Terminals as an equal partner with N-Trans under a comprehensive shareholder agreement providing for the joint control of the Group and for its operational management going forward. Global Ports’ existing management team will continue to run the business and will be able to call upon further expertise and resources from APM Terminals in the shape of expert managers and other specialists.
Global Ports will continue to be focused on the high-growth markets of Russia, CIS and the Baltic States and will become the growth platform for APM Terminals and N-Trans in the region. By bringing together the existing management’s regional knowledge and experience and APM Terminals’ extensive global expertise, Global Ports will be even better placed to provide existing customers with the services they require and to further expand the Group's customer base.
The increased competitive strengths Global Ports will gain as a result of the transaction will enable it to establish a target gearing ratio of Net Debt/Adjusted EBITDA of 1.5 - 2.0 to be reached progressively by balancing further expansion with dividend distribution.
Completion of the transaction is expected to occur by the end of the year once all the relevant approvals have been obtained. Further transaction details are included in the Appendix to this announcement.
Nikita Mishin, Chairman of Global Ports, commented:
“We very much welcome APM Terminals as a partner in developing Global Ports. I am confident that by drawing on the expertise of a leading international player like APM Terminals and N-Trans’s significant experience in developing infrastructure in Russia, we will further strengthen Global Ports' leadership in our markets. With the support of these shareholders we can look forward to the successful development and efficient deployment of new capacity and will be able to respond even more quickly to the opportunities for growth in our underlying markets to the benefit of all of our stakeholders.”
Kim Fejfer, CEO of APM Terminals, commented
“The Russian economy continues to grow and APM Terminals wants to be part of that. Global Ports is a clear leader in its sector with a very experienced and customer-focused management team and a good eye for growth opportunities. They have an excellent network of facilities with significant scope for capacity development. These qualities, combined with our global experience in port development, productivity, safety and performance, will clearly create the best port choice in the market for clients. Russia and the neighbouring countries have immense growth potential and looking to the future, our teams will work together to identify new market opportunities in this region.”
About Global Ports
Global Ports Investments PLC is the leading operator of container terminals in the Russian market. Global Ports accounts for 30%3 of the total container volumes in Russian ports and 23%4 of the total exports of fuel oil from the former Soviet Union countries. Global Ports is part of N-Trans group, one of the largest private transportation and infrastructure operators in Russia. Global Ports' terminals are located in the Baltic and Far East Basins, key regions for foreign trade cargo flows. Global Ports operates three container terminals in Russia (Petrolesport and Moby Dik in St. Petersburg, Vostochnaya Stevedoring Company in the Vostochny Port) and two container terminals in Finland (Multi-Link Terminal Helsinki and Multi-Link Terminal Kotka). Global Ports also includes Yanino Logistics Park located in the vicinity of St. Petersburg and a major oil terminal, Vopak E.O.S., in Estonia.
Global Ports’ consolidated revenue for the year ended 31 December 2011 was USD 501.3 million (up 31% year on year). Adjusted EBITDA for the year ended 31 December 2011 was USD 282.2 million (up 37% on the year ended 31 December 2010).
The Group’s Russian Ports segment handled a total container throughput of approximately 1,344 thousand TEUs in 2011 (excluding Yanino), a 44% increase on 2010.
In June 2011 Global Ports listed its Global Depository Receipts (GDRs) at the Main Market of the London Stock Exchange (GLPR).
About Transportation Investments Holding Limited (TIHL) is one of the largest privately-owned transportation groups in Russia, the CIS and the Baltic Region with strategic interests in rail transportation and port operations and carries on business under the name of N-Trans. TIHL is ultimately controlled by a company the beneficial owners of which are Nikita Mishin, Konstantin Nikolaev and Andrey Filatov.
About APM Terminals
APM Terminals’ Global Terminal Network of ports and inland services provide the infrastructure for the growth of international trade, 90% of which travels by sea. International commerce is an economic growth engine, creating jobs, lifting economies and improving people’s lives around the world.
With world headquarters in The Hague, Netherlands, the company’s core expertise is the design, construction, management and operation of ports, terminals and inland services with a Global Terminal Network of 56 operating port facilities and 155 Inland Services operations, giving APM Terminals a global presence in 64 countries.
