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We intend to upgrade our technical capabilities and to invest further in advanced equipment and technology. In addition, we are considering establishing a shipyard in China and our wholly-owned subsidiary OM Offshore has entered into a capital investment agreement in October 2007 with the People’s Government of Qidong City of Jiangsu Province, China for the construction of a shipyard in China. We are currently evaluating the commercial viability of building a shipyard in China and in the process of applying for the relevant licences, operating permits and authorisations from the relevant Chinese authorities for a wholly foreign-owned enterprise in China. In particular, we are required to comply with the Medium and Long Term Development Plan (2006-2015) issued jointly by the National Development and Reform Commission of The People’s Republic of China and Commission of Science Technology and Industry for National Defense of the The People’s Republic of China in 2006. Although this regulation prohibits a foreign investor to own more than a 49% shareholding of a shipbuilding company established in China, we are in the process of seeking the necessary exemptions from the relevant authorities. Subject to our evaluation of the commercial viability of the project and the receipt of all relevant approvals, licenses and permits, we may commence establishing the shipyard. Under the terms of the capital investment agreement, we are contractually obliged: (a) to invest up to US$99.0 million in Qidong for building the shipyard, provided that we are satisfied with (i) the land parcel allocated by the People’s Government of Qidong City of Jiangsu Province and (ii) the commercial viability of the shipyard; (b) to pay a deposit of US$1.0 million to the People’s Government of Qidong City of Jiangsu Province within 15 working days from the date of the capital investment agreement; and (c) to apply for all relevant licenses, operating permits and authorisations from the relevant Chinese authorities for the shipyard. We have already paid the deposit of US$1.0 million and to date, we have complied with all of our obligations under the capital investment agreement. The capital investment agreement does not have a specific expiry date although it contains certain milestones which need to be met by the People’s Government of Qidong City of Jiangsu Province as part of their contractual obligations (including sourcing for a suitable piece of land). The People’s Government of Qidong City of Jiangsu Province is currently sourcing for a suitable land parcel for us to establish the shipyard. In any event, we have the right to terminate the capital investment agreement and recover the deposit that we paid if we are subsequently not allocated with a suitable land parcel to our satisfaction. In the event that we are allocated a suitable land parcel, we would then assess our funding options (which may include debt, internal resources and/or new capital injection) at the relevant time, after taking into account our cash flow position and our working capital requirements. We will commence work for building the shipyard approximately nine to 12 months after the allocation of the land and regulatory approval and upon completion of the construction of the infrastructure for the shipyard by the authorities in China. The shipyard is likely to take 14 months to construct. These are estimated timelines only and there is no assurance that we will be able to adhere to these timelines. Significant Shipbuilding Projects The significant shipbuilding projects which we have completed in the last three financial years and up to the Latest Practicable Date and our major projects in progress as at 8 August 2008 are set out in the tables below. Completed Projects The significant shipbuilding projects which we have completed in the last three financial years and up to the Latest Practicable Date and our major projects currently in progress are set out in the tables below. Year of Delivery Tonnage/ Power/ Capacity Type of Vessel Type of Customer 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) 110 Date of Keel Laying Contract Signed September 2004 August 2004 October 2004 August 2004 January 2005 November 2004 January 2005 November 2004
Year of Delivery Tonnage/ Power/ Capacity Type of Vessel Type of Customer Date of Keel Laying Contract Signed 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) January 2005 November 2004 2005 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) May 2005 November 2004 2005 . . . . . . 5,400 bhp AHTS Sale to third party June 2004 May 2005 2006 . . . . . . 5,400 bhp AHTS Sale to third party June 2004 May 2005 2006 . . . . . . 5,150 bhp AHTS Sale to third party March 2005 March 2006 2006 . . . . . . 5,150 bhp AHTS Sale to third party April 2005 March 2006 2006 . . . . . . 2,100 dwt Flat top barge Sale to related party (1) May 2005 November 2004 2006 . . . . . . 10,000 dwt High-deck loading barge Sale to related party (1)(2) February 2006 June 2006 2006 . . . . . . 10,000 dwt High-deck loading barge Sale to related party (1)(3) February 2006 August 2006 2006 . . . . . . 10,000 dwt High-deck loading barge Sale to related party (1)(3) March 2006 September 2006 2007 . . . . . . 10,000 dwt High-deck loading barge Sale to related party (1)(3) 2006 January 2007 2007 . . . . . . 3,600 bhp Tugboat Sale to related party (1)(3) 2006 January 2007 2007 . . . . . . 3,600 bhp Tugboat Sale to related party (1)(3) 2006 January 2007 2007 . . . . . . 10,000 dwt High-deck loading barge Sale to related party (1)(3) 2006 February 2007 2007 . . . . . . 3,600 bhp Tugboat Sale to related party (1)(3) 2006 February 2007 2007 . . . . . . 3,600 bhp Tugboat Sale to related party (1)(3) 2006 April 2007 2007 . . . . . . 3,600 bhp Tugboat Sale to related party (1)(3) 2006 April 2007 2007 . . . . . . 5,150 bhp AHTS Sale to third party January 2006 September 2006 2007 . . . . . . 5,150 bhp AHTS Sale to third party January 2006 September 2006 2007 . . . . . . 300 pax Work barge with accommodation for 300 people Sale to strategic partner July 2006 July 2007 2008 . . . . . . 300 pax Work barge with accommodation for 300 people Sale to third party September 2006 November 2006 2008 . . . . . . 10,800 bhp AHTS Sale to third party April 2006 October 2006 2008 . . . . . . 10,800 bhp AHTS Sale to third party April 2006 October 2006 2008 . . . . . . 55 metres Utility vessel Sale to third party Feb 2007 May 2008 Notes: (1) Sales to related parties are discussed in “Interested Person Transactions and Conflicts of Interests — Past Interested Person Transactions”. (2) Sales to related parties are discussed in “Interested Person Transactions and Conflicts of Interests — Past Interested Person Transactions — Transactions with Brizill International”. (3) These vessels were sold to Yawson and we subsequently repurchased for our chartering fleet. See “Interested Person Transactions and Conflicts of Interests — Past Interested Person Transactions — Transactions with Yawson”. No. Order Book Tonnage/ Power/ Capacity Type of Vessel Type of Customer Shipyard Contract Signed Expected Delivery 1 10,800 bhp AHTS Sale to third party PT Batamec December 2006 September 2008 (1) 2 10,800 bhp AHTS Sale to third party PT Batamec December 2006 November 2008 (1) 3 6,000 bhp AHTS Sale to third party PT Batamec November 2006 December 2008 (1) 4 6,000 bhp AHTS Sale to third party PT Batamec November 2006 December 2008 5 10,800 bhp AHTS Sale to third party PT Batamec December 2006 December 2008 6 10,800 bhp AHTS Sale to third party PT Batamec December 2006 February 2009 7 6,000 bhp AHTS Sale to third party PT Batamec November 2006 February 2009 8 6,000 bhp AHTS Sale to third party PT Batamec November 2006 February 2009 9 10,800 bhp AHTS Sale to third party PT Batamec December 2006 July 2009 10 10,800 bhp AHTS Sale to third party PT Batamec December 2006 August 2009 11 3,200 tonnes PSV Sale to strategic partner PT Batamec May 2008 March 2009 111
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OTTO MARINE LIMITED PROSPECTUS DATE
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Our Financial Highlights Over the l
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Our Strategies We intend to consoli
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NOTICE TO INVESTORS. ..............
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All references to the “Latest Pra
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CORPORATE INFORMATION Board of Dire
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United Overseas Bank Limited 80 Raf
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SUMMARY The following summary is qu
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Strategies We intend to consolidate
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The Offering The Issuer ...........
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on the SGX-ST will be in Singapore
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Consolidated Balance Sheets As at A
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INDICATIVE TIMETABLE The indicative
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Risks Relating to Our Business and
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companies and their affiliates acco
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more of the administrative tasks an
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Labour problems may disrupt our ope
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Our operations may be adversely aff
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The exchange price for the first tr
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American-led military campaigns in
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liquidity, the price of such shares
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Over Code. A take-over offer is als
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able to use the net proceeds to mak
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EXCHANGE RATES AND EXCHANGE CONTROL
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CAPITALISATION AND INDEBTEDNESS The
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(2) As at 1 January 2005, Yaw Chee
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Consolidated Balance Sheets As at A
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MANAGEMENT’S DISCUSSION AND ANALY
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uilding such vessels. Higher demand
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Demand for and Supply of Skilled La
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Deferred Gain Deferred gain arises
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Cost of Sales Our cost of sales con
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Recognition — Deferred Gain”. O
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evenue from the Middle East region
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In FY2007, our revenue from the Mid
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Cost of Sales Our cost of sales inc
Page 73 and 74: In FY2007, our net cash from operat
Page 75 and 76: Facility Lender Amount of Facility
Page 77 and 78: Hong Leong Finance We have obtained
Page 79 and 80: staff members who were hired from 2
Page 81 and 82: amounting to S$2.3 million. Capital
Page 83 and 84: The percentage of our revenue denom
Page 85 and 86: ange from 3.75% per annum to 8.0% p
Page 87 and 88: INDUSTRY OVERVIEW This section is p
Page 89 and 90: 2.0 Description of Vessel Types 2.1
Page 91 and 92: Graph 2: Primary types of offshore
Page 93 and 94: 5.1 Main Markets for Offshore Marin
Page 95 and 96: Canada features a relatively small
Page 97 and 98: 6.0 Fleet Sizes As of January 2008
Page 99 and 100: With many oil and gas fields maturi
Page 101 and 102: share, with Dubai Drydocks combinin
Page 103 and 104: Number of vessels built in given ye
Page 105 and 106: Number of vessels built in given ye
Page 107 and 108: 600 500 400 300 200 100 0 Graph 18:
Page 109 and 110: In preparation for the admission of
Page 111 and 112: On 18 December 2007, our Company en
Page 113 and 114: (4) WAIL was incorporated in Saint
Page 115 and 116: operation. We believe these favoura
Page 117 and 118: We believe we have an aggressive re
Page 119 and 120: 20.0% to 30.0% of the contract valu
Page 121 and 122: Launching The completed hull and pr
Page 123: Our initial costs of investment for
Page 127 and 128: Vessels for Our Own Chartering Flee
Page 129 and 130: Leases We currently lease the follo
Page 131 and 132: In FY2007, the production capacity
Page 133 and 134: Accounting Policies — Revenue and
Page 135 and 136: the entering into new contracts wit
Page 137 and 138: Employees The geographical distribu
Page 139 and 140: Type Activity Date Granted Expiry D
Page 141 and 142: Management Reporting Structure PROC
Page 143 and 144: and special advisor of PSA Internat
Page 145 and 146: attain the position of general mana
Page 147 and 148: companies both in Singapore and ove
Page 149 and 150: Our Board believes that Yaw Chee Si
Page 151 and 152: SHARE AWARD SCHEME On 2 September 2
Page 153 and 154: such Awards will receive in lieu of
Page 155 and 156: However, as the Share Award Scheme
Page 157 and 158: SUBSTANTIAL SHAREHOLDERS AND VENDOR
Page 159 and 160: Information on Cornerstone Investor
Page 161 and 162: Memorandum and Articles of Associat
Page 163 and 164: Change of Control of Our Company To
Page 165 and 166: Interested Person Relationship With
Page 167 and 168: As of the Latest Practicable Date t
Page 169 and 170: inflation rate) for the remaining t
Page 171 and 172: PT Lestari became our subsidiary in
Page 173 and 174: delivered in 2005 and one vessel wa
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These inter-company payments and ad
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provision subordinating our indebte
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In October 2006, we started engagin
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Transactions with interested person
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Opinion of the Independent Financia
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At an EGM held on 19 November 2008,
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DESCRIPTION OF OUR SHARES The follo
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Unless otherwise directed, dividend
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TAXATION The following is a discuss
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PLAN OF DISTRIBUTION The Offering U
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convertible into or exchangeable or
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egulations. Persons into whose poss
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including any corporation or other
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TRANSFER RESTRICTIONS Because the f
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LEGAL MATTERS The validity of the O
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GENERAL AND STATUTORY INFORMATION I
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Name Present Directorships Past Dir
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2. None of our Directors, Executive
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Company Name Date of Incorporation
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(viii) subscription agreement dated
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Consents 1. Deloitte & Touche LLP a
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DEFINITIONS For the purpose of this
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“LSH Trading” .................
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“Composite Document” ..........
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“Participants” ................
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GLOSSARY OF TECHNICAL TERMS To faci
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“project manager” .............
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APPENDIX 1 INDEPENDENT AUDITORS’
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A. Consolidated Balance Sheets As a
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OTTO MARINE LIMITED AND ITS SUBSIDI
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Concentrations of credit risk exist
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8 Construction Contracts OTTO MARIN
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12 Associates 2007 2006 2005 $’00
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15 Property, Plant and Equipment OT
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20 Finance Leases OTTO MARINE LIMIT
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26 Other (Expense) Income OTTO MARI
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The net assets acquired in the tran
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APPENDIX 2 INDEPENDENT AUDITORS’
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8. Goodwill OTTO MARINE LIMITED AND
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APPENDIX 3 SUMMARY OF OUR MEMORANDU
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Voting Rights Every member (other t
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fees and current receipts shall, su
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APPENDIX 4 SUMMARY OF THE RELEVANT
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espective implementation regulation
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vessels would be responsible for co
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instructions and procedures in an e
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1. APPENDIX 5 RULES OF THE OTTO MAR
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2.5 Any reference in the Share Awar
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5.9 As soon as reasonably practicab
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accordance with Rule 7.1(a) and, th
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11.3 Any notice or other communicat
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16.2 The Participants shall be resp
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APPENDIX 6 LETTER FROM INDEPENDENT
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usiness, provided that all such tra
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will not be prejudicial to the inte
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APPENDIX 7 TERMS, CONDITIONS AND PR
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(ii) deem your application as withd
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18. In the event that an interim st
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(d) you will not be entitled to exe
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with an ATM card which is not issue
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(2) If you make your Internet Elect
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6: Read and understand the followin
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6. board rates at the time of the a
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(This page is intentionally left bl
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Otto Marine Limited 9 Temasek Boule
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