HOUSTON, TX, Jan. 14, 2013 /CNW/ - SSP Offshore Inc. ("SSP Offshore")
announces that it has entered into: (i) a definitive subscription
agreement to complete a non-brokered private placement with Huludao
Jiangzhe Marine & Offshore Equipment Co., Ltd. ("HJZ"), a private
company based in China with experience in developing infrastructure
projects in the offshore oil & gas industry; and (ii) a series of
agreements with HJZ establishing a regional joint venture in Southeast
Asia to focus on the commercialization of SSP Offshore's proprietary
floating platform technology in that region.
(i) Private Placement- Under the terms of the subscription agreement, HJZ is acquiring
7,125,000 treasury common shares of SSP Offshore at a price of $0.21 US
per share for total subscription proceeds of $1,496,250 US. There are
no warrants or special rights attached to the common shares being
issued to HJZ. After completion of the private placement, HJZ will own
9.99% of the outstanding common shares of SSP.
Proceeds of the private placement will be used for general working
capital purposes to fund the ongoing execution of SSP Offshore's
business plan internationally. SSP Offshore intends to close the
private placement forthwith and file supporting materials with the TSXV
as an expedited private placement in accordance with TSXV Policy 4.1.
(ii) SSP Asia Regional Joint Venture- SSP Offshore and HJZ have established a new joint venture entity,
SSP_Asia Pte Ltd. ("SSP Asia"), which is incorporated and headquartered
in Singapore. The equity of SSP Asia will be owned 51% by HJZ and 49%
by SSP Offshore Ltd., a wholly-owned subsidiary of SSP Offshore.
SSP Technologies Inc. ("SSP Technologies"), another wholly-owned
subsidiary of SSP that holds all technology rights in the SSP group,
has granted an exclusive Asian Master Regional License (the "Asia
License") to SSP Asia relating to the SSP floating platform technology
in the geographic region which includes the territorial waters of China
and other countries of Southeast Asia.
Under the terms of the Asia License, SSP Technologies has received an
upfront license payment from HJZ in the amount of $1,000,000 US and
will be entitled to a further $1,000,000 license payment at the time
that SSP Asia receives a letter of intent for its first SSP unit and an
additional $1,000,000 license payment at the time that SSP Asia
receives a definitive contract for its first SSP unit. Beyond the
cumulative $3,000,000 license payments to be funded by HJZ, SSP
Technologies will also receive a royalty payment payable from SSP Asia
equal to 1.5% of the "hull value" (as defined in the Asia License) for
each project undertaken by SSP Asia using the SSP Offshore technology.
Under the terms of the unanimous shareholders agreement relating to SSP
Asia, HJZ is also responsible for contributing the first $3,000,000 US
in working capital to SSP Asia to fund commercialization efforts. Of
this amount, an initial $1,000,000 amount has been received upfront
from HJZ and the remaining $2,000,000 will be funded by HJZ to SSP Asia
on an "as needed" basis in the future. Beyond the first $3,000,000
working capital commitment from HJZ, further working capital
requirements of SSP Asia will be contributed pro rata by the shareholders.
SSP Offshore Ltd. is acquiring its 49% equity interest in SSP Asia for
nominal cash consideration based on the inherent value attributed by
the parties to the Asia License issued by SSP Technologies.
Paul Illingworth, CEO of SSP Offshore commented that "we believe that
finalization of the SSP Asia joint venture demonstrates another
significant step forward for our company. The $6,000,000 US cash
committed by HJZ to acquire their 51% interest in the SSP Asia joint
venture, along with the additional funds HJZ is investing at the parent
company level through the private placement, certainly represents a
significant vote of confidence in the commercial potential of the SSP
floating platform technology in the Chinese and Southeast Asian
markets. We look forward to working together with HJZ to secure
contracts for SSP projects in this region."
William Zhu, director of HJZ, stated that "we are very pleased to have
been selected by SSP as their partner for the SSP Asia joint venture.
We look forward to combining the technical expertise and commercial
contacts of our respective teams to maximize our effectiveness in
bringing the exciting SSP floating platform designs to this market."
About SSP Offshore Inc.
SSP Offshore is a public company listed under the symbol "SSZ" on the
TSX Venture Exchange. SSP Offshore is actively commercializing its
proprietary SSP® FPSO platform design in two formats: (i) SSP Base; and
(ii) SSP Plus. Visit the company's website at www.sspoffshore.com for more information.
Neither the TSX Venture Exchange nor its Regulatory Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
Certain elements of this press release may contain forward-looking
statements and include reference to managements' current expectation or
belief in anticipated future events. Investors are cautioned that any
forward looking statements are subject to known and unknown risks and
uncertainties, which may cause actual results to differ materially
SOURCE: SSP Offshore Inc.
For further information:
L. Daniel Wilson, President, at (403) 358-1110 (phone); or via email at firstname.lastname@example.org.