NOTICE OF LODGMENT

NOTICE OF LODGMENT

AUSTRALIAN COMPETITION TRIBUNAL

This document was lodged electronically in the AUSTRALIAN COMPETITION TRIBUNAL on 04/04/2016 4:13 pm AEST and has been accepted for lodgment under the Interim Practice Direction dated 21 August 2015. Filing details follow and important additional information about these are set out below.

Lodgment and Details

Document Lodged: Statement of Paul Stephen Readdy – REDACTED File Number: ACT 2 of 2016 File Title: Application by Sea Swift Pty Ltd under s 95AU of the Competition

and Consumer Act 2010 (Cth) for an authorisation under s 95AT(1) to acquire shares in the capital of a body corporate or to acquire assets of another person

Registry: NEW SOUTH WALES – AUSTRALIAN COMPETITION

TRIBUNAL

Dated: 04/04/2016 4:13 pm AEST Deputy Registrar

Important Information

As required by the Interim Practice Direction dated 21 August 2015, this Notice has been inserted as the first page of the document which has been accepted for electronic filing. It is now taken to be part of that document for the purposes of the proceeding in the Tribunal and contains important information for all parties to that proceeding. It must be included in the document served on each of those parties. The date and time of lodgment also shown above are the date and time that the document was received by the Tribunal. Under the Tribunal’s Interim Practice Direction the date of filing of the document is the day it was lodged (if that is a business day for the Registry which accepts it and the document was received by 4:30 pm local time at that Registry) or otherwise the next working day for that Registry.

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Filed on behalf of Sea Swift Pty Limited (The Applicant)

Prepared by Luke Woodward

Law firm Gilbert + Tobin

Tel +61 2 9263 4014 Fax +61 2 9263 4111

Email [email protected]

Address for service

Level 37, 2 Park Street, Sydney, NSW 2000

DX 10348 SSE

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IN THE AUSTRALIAN COMPETITION TRIBUNAL

SEA SWIFT PTY LIMITED

ACT of 2016

RE: PROPOSED ACQUISITION OF CERTAIN ASSETS OF TOLL’S MARINE FREIGHT

OPERATIONS IN THE NORTHERN TERRITORY AND FAR NORTH QUEENSLAND

ANNEXURE CERTIFICATE

This is the annexure marked “PSR-1” annexed to the statement of PAUL STEPHEN READDY dated

21 September 2015.

Annexure PSR-1

mailto:[email protected]

PAUL STEPHEN READDY

Mobile: + 61 42 230 1474 / Email: [email protected] ACADEMIC QUALIFICATIONS

• Certified Practising Accountant (CPA) • Bachelor of Commerce - The University of Queensland, Australia.

EXPERIENCE 2009 – present CHAMP Ventures Pty Ltd – Private Equity Sydney & Brisbane

Director 2001 – 2009 AMP Capital Investors – Private Equity Sydney

Director 1998 – 2001 Sanwa Australia Finance Limited (now owned by UFJ) Brisbane & Sydney

Regional Credit Risk Manager 1996 – 1998 BJ Grace & Co Pty (Certified Practicing Accountants) Brisbane

Accountant 1994 – 1996 Westpac Banking Corporation Brisbane

Senior Credit Analyst Commercial Banking (Qld) Westpac Graduate Program

KEY STRENGTHS

• Strong blend of both analytical and relationship skills.

• Commercial judgment / business acumen – developed through working with various entrepreneurs and senior executives.

• Experienced in a diverse range of financing (buy out & expansion equity funding, senior debt

financing, asset based financing).

• Skills are supported by solid academic foundations and diverse work experience (financial services, retail, consumer, FMCG, logistics, equipment rental etc).

• Extensive involvement in sport (cricket and tennis) at the elite junior level has provided a wide

exposure to different people and provided valuable communication / leadership skills. RECENT BOARD POSITIONS

Private Equity Related Sector Other Sector Lorna Jane Pty Ltd Retail, branded goods QUT Enterprise

Holdings Ltd University

RSEA Pty Ltd Industrial Safety (Retail and B2B)

Sea Swift Pty Ltd Marine logistics United Equipment Pty Ltd Materials Handling

CAREER SUMMARY CHAMP VENTURES PTY LTD - PRIVATE EQUITY Director:- 2009 - Present Responsibilities:-

• Sourcing, negotiation and execution of new transactions. • Portfolio Management and Board representation. • Conducting due diligence and arranging documentation in support of new investment

opportunities. • Investigation of industry reports, comprehensive analysis of company data including business

plans, financial data, future projections and assessment of management capabilities. • Preparation of business opportunities for investment committee and CHAMP Ventures Board

approval. Key Personal Investment Highlights:-

• Sourced and executed the acquisition of a 40% equity stake in March 2010. • EBITDA increased six fold from A$6m at acquisition to A$37m at FY 14. • Tripled store footprint in Australia and successfully entered the USA market. • 7 years consecutive double digit like store growth to 2014. • Australian Retailer of the Year - 2012 • Building further value ahead of exit

• Sourced and executed the acquisition of a 95% equity stake in November 2012 at an Enterprise Value of $104m.

• Successfully completed a bolt on acquisition in Darwin and negotiated a prime long term lease which facilitated entry into the Darwin market.

• Successfully led and negotiated the acquisition of Toll Marine Assets (Toll Perkins) in NT during 2014. Pending ACCC approval, Toll will take a 20% stake in the combined entity.

• Sourced and executed the acquisition of a 79% equity stake in February 2012 at an Enterprise Value of A$62m.

• Expansion of the store footprint from 17 stores to 25 stores. • Investing in B2B platform. • Building value

AMP CAPITAL INVESTORS - PRIVATE EQUITY Position:- Director / Associate Director / Investment Manager (April 2002 – Nov 2009) Personal Achievements:-

• Deal team which restructured the capital base of Olex Holdings Pty Ltd in Dec 2003. (senior debt / mezzanine debt and equity A$340.0m)

• Conducted the successful sale of Multix Pty Ltd to McPhersons Limited (ASX listed company) in October 2004 for $70m.

• Deal team which completed the successful IPO of Vision Group Ltd in December 2004. • Completed the original acquisition and subsequent bolt ons which now comprise the Jeminex

Group ($240m turnover). • Sourced and executed the acquisition of the United Equipment Group. ($145m Turnover)

Responsibilities:-

• Sourcing, negotiation and execution of new transactions within the Australian Private Equity team.

• Portfolio Management and Board representation. • Conducting due diligence and arranging documentation in support of new investment

opportunities. • Investigation of industry reports, comprehensive analysis of company data including business

plans, financial data, future projections and assessment of management capabilities. • Preparation of business opportunities for investment committee approval.

Position:- Asia Pacific Risk Manager (Feb 01 – April 02) Responsibilities / Achievements:-

• Reviewing due diligence of Private Equity and Infrastructure transactions within the primary jurisdictions of Australia, New Zealand, Singapore and India.

• Ensuring deal execution and documentation reflect the commercial basis of the approval. • Critical review of all Private Equity and Infrastructure investment papers prior to submission

to the Private Capital Investment Committee. • Weekly participation on the Global Private Capital Investment Committee (exposure to

European, Asian and US direct and fund of fund investments) • Management of the distressed asset function within Private Capital, working closely with the

investment teams on impaired assets. • Participation in various stages of commercial, financial and legal due diligence on

transactions such as the Public to Private bid for the Bendon Group, MBO of the New Zealand South Island Ski Fields, Privatisation of Sydney Airport and the Dun & Bradstreet MBO.

SANWA AUSTRALIA FINANCE LIMITED (A member of the Sanwa Bank Group) Position:- Regional Credit Risk Manager ( NSW, VIC, ACT & WA)

Responsibilities / Achievements:-

• To exercise personal discretionary approval authority ( up to A$1M unsecured). • Declined lending proposals for a number of high profile businesses which were subsequently

placed in administration (Sportsgirl, Surf Dive n’ Ski and Healthlands). • Effectively managed the Southern Region credit risk team and the credit function for four

State branches. Responsible for 2 direct reports with dotted lines to 10 analysts in the business units.

• Responsible for credit training courses within the Region for both credit and marketing staff. Position:- Credit Risk Analyst

Responsibilities / Achievements:-

• Analysis and preparation of commercial and corporate finance transactions to the Head of Credit, the Board and Parent Company Credit Committee in Tokyo.

• Audit Schedule preparation and performance of the Credit Department’s Audit function. • Design & implementation of the Company’s automated credit scoring model. • Design and implementation of the Company’s Internal Credit Audit Program. • Design and implementation of Management Reporting Processes (including deal flow

statistics and Key Performance Indicators). B J GRACE & CO PTY (CPA Firm - Brisbane, Queensland) Position :- Accountant (CPA) Responsibilities / Achievements:-

• Preparation of Financial and Management Accounts for Excluded Superannuation Funds, Companies, Trusts, Partnerships, Incorporated Associations and Sole Traders.

• Managerial Accounting - weekly and monthly monitoring and reporting for SME clients. • Development of the firm’s business services infrastructure relating to Business Plans, Credit /

Finance Applications and Business Valuations. • Preparation of Income Tax Returns for Companies, Trusts, Partnerships and Individuals. • Auditing - Financial Accounts, Stocktakes and Trust Accounts. • Implementation of Accounting Software for business clients and subsequent initial training. • Relationship Development with Clients, Banks and other professional referral sources. • Bookkeeping, Debtors, Creditors, Stock and general accounting experience.

WESTPAC BANKING CORPORATION (Commercial Banking) Position:- Senior Credit Analyst Commercial Banking Responsibilities / Achievements:-

• Credit assessment and preparation of Commercial Credit Submissions ($500k - $10m). This involved meeting with clients, understanding their business and objectives, risk assessment and the analysis of their financial position.

• Allocation of work amongst team members (responsible for supervision of 2 analysts) • Maintain an independent and objective approach to the assessment of credit risk within the

Commercial Portfolio. Position:- Account Executive Commercial Banking Responsibilities / Achievements:-

• Preparation of Excel Cash Flows and performance of subsequent cash flow analysis. • Account Management of Commercial Lending Portfolio – all stages of the relationship

management from the preparation of the credit submission, settlement of the transaction and the ongoing management of the facility including progress payments and attendance to various settlements.

• Transaction documentation – co-ordination, review and execution of documentation. • Marketing / Management of Commercial Investment Portfolio • Customer Interface for all general and specific banking inquiries.

Position:- Westpac Graduate Program – one of only 3 graduates selected in Queensland in 1994.




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-2


ANNEXURE PSR-2

LIST OF RELATED BODIES CORPORATE OF SEA SWIFT PTY LTD

(a) Sea Swift (Holdings) Pty Limited ACN 159 387 390.

(b) Sea Swift (Finance) Pty Limited ACN 159 387 550.

(c) Sea Swift (NT) Pty Limited ACN 010 889 040.




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.

Confidential Restriction on Publication Claimed - WHOLE DOCUMENT



ACT of 2016

RE: PROPOSED ACQUISITION OF CERTAIN ASSETS OF TOLL’S MARINE FREIGHT OPERATIONS IN THE NORTHERN TERRITORY AND FAR NORTH QUEENSLAND



18 September 2015.

Annexure PSR-3


Filed on behalf of Sea Swift Pty Limited (The Applicant) Prepared by Luke Woodward Law firm Gilbert + Tobin Tel +61 2 9263 4014 Fax +61 2 9263 4111 Email [email protected]

Address for service Level 37, 2 Park Street, Sydney, NSW 2000 DX 10348 SSE

.

Confidential Restriction on Publication Claimed - PART DOCUMENT



ACT of 2016



This is the annexure marked “PSR-4” annexed to the statement of PAUL STEPHEN READDY dated 18 September 2015.

Annexure PSR-4




.




ACT of 2016




Annexure PSR-5




.




ACT of 2016




Annexure PSR-6





Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-7


Portfolio changes driven by focus on return on capital

http://www.tollgroup.com/asx-announcement/portfoliio-changes-driven-by-focus-on-return-on-capital[28/08/2015 12:40:25 PM]

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Portfolio changes driven by focus on return on capital25 November 2014

Australia’s largest provider of transport and logistics services, Toll Group (Toll), today announced a range of transactions to drive

improved returns for shareholders and rationalise its portfolio of businesses.

The actions announced today by Toll include the:

Decision to pursue options for monetising its Singapore TOPS supply base;

Conditional sale of the assets of Toll Marine Logistics Northern Australian marine freight business;

Exit of Toll Marine Logistics Asia and dispose of all remaining assets;

Sale of Toll Global Express Asia;

Sale of its 50% interest in the Toll dnata Airport Services joint venture; and

Sale of its 40% interest in BIC in India.

“These decisions reflect our drive to improve sustainable shareholder returns through our focus on return on capital employed," said Mr

Brian Kruger, Managing Director of Toll.

“These transactions will have multiple benefits for Toll, including releasing significant capital presently tied up in real estate, exiting loss

making businesses, and selling businesses that are non-core to Toll to more natural long term owners.”

“While the final timing of the various transactions announced today will vary between the first half and second half of this financial year,

we expect that they will all complete during this financial year, resulting in an overall positive contribution to reported earnings.

However, the first half reported result will include a negative impact of non-recurring significant items relating to actions completed in

the period, particularly the decision to exit from Toll Marine Logistics Asia.

“The cash proceeds from these transactions, excluding the sale of TOPS property assets, are expected to be in excess of A$100

million.”

The actions in more detail

1. Review of options for TOPS

Toll Offshore Petroleum Services (TOPS) is an oil and gas supply base located in Singapore. Toll is both the landlord to a number of

tenants on the base and the supply base operator. A major redevelopment of the base was completed in October 2013 and Toll is now

pursuing options to monetise the assets, but will continue as the supply base operator.

2. Sale of assets of Toll Marine Logistics Northern Australian marine freight businesses

Toll has entered into an agreement with Cairns-based marine logistics provider Sea Swift for the sale of the assets of its Far North

Queensland and Northern Territory marine freight operations for A$45 million and a minority 20 per cent stake in the new business.

The agreement includes the sale of two Cairns-based vessels servicing Weipa and the Torres Strait Islands, and two Darwin-based

vessels which currently service remote communities such as Gove and Groote Eylandt in the Northern Territory.

The sale does not include the Francis Bay terminal in Darwin, or the marine logistics work for LNG operations in Queensland and

Western Australia, which will be the future focus of Toll’s marine logistics business.

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Portfolio changes driven by focus on return on capital

http://www.tollgroup.com/asx-announcement/portfoliio-changes-driven-by-focus-on-return-on-capital[28/08/2015 12:40:25 PM]

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“This is a good result considering the particularly difficult market conditions faced by Toll’s marine logistics business in Far North

Queensland and the Northern Territory in recent years,” Mr Kruger said.

The sale is conditional, including being subject to Australian Competition and Consumer Commission approval, with a decision

expected by them in the second half of fiscal 2015.

3. Exit of Toll Marine Logistics Asia

Following the sale of 34 vessels to date, Toll will now exit its Asia marine logistics operations by selling its remaining 37 vessels. These

vessels are expected to be sold within the next six months.

Toll Marine Logistics Asia provides tug and barge services, primarily to bulk commodity miners in Indonesia. The decision to exit these

operations in Asia was primarily due to ongoing regulatory challenges and weak outlook for this market.

Given the ongoing deterioration in the market a further vessel impairment of approximately A$15 million is necessary, with a further pre-

tax write-off of approximately A$45 million relating to the reversal of a foreign currency translation reserve, goodwill and exit costs.

4. Sale of Toll Global Express Asia

Toll Global Express Asia is an express parcel business headquartered in Singapore. Whereas Toll Global Express Australia has

significant scale and network advantages, Toll Global Express Asia lacks this critical mass and competitive advantage. Toll will continue

to work collaboratively with the new owner and our other global strategic partners in relation to express freight being moved into, and

out of, Australia.

5. Sale of Toll dnata Airport Services (TdAS)

Toll has agreed to sell its 50 per cent stake in TdAS to its joint venture partner, dnata – one of the world’s largest air service providers,

subject to approval from Australia’s Foreign Investment Review Board.

While it was decided the joint venture was no longer core to Toll’s transport and logistics offering, the working relationship between

dnata and other parts of Toll’s express freight operations will continue.

6. Sale of BIC India

BIC India is a less than truckload carrier, with its key customer segment being the automotive sector. Toll acquired a 40 per cent

interest in the business in 2009, but has found it increasingly difficult to make progress with its plans for the business. Given these

challenges, Toll has sold its interest to the majority shareholder.

Download the full ASX announcement and media release: Portfolio changes driven by focus on return on capital PDF 37.8 KB

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Sea Swift purchase of Toll Marine Logistics Perkins Group general freight assets « Sea Swift – Cairns, Queensland Shipping and Sea Freight

http://www.seaswift.com.au/sea-swift-purchase-of-toll-marine-logistics-perkins-group-general-freight-assets/[28/08/2015 12:46:46 PM]

Sea Swift purchase of Toll Marine Logistics Perkins Groupgeneral freight assets

As announced to the Australian Securities Exchange

(ASX) this morning, Toll Group has entered into an

agreement with Cairns-based marine logistics

provider Sea Swift, for the sale of the Perkins Group

assets related to its Far North Queensland and

Northern Territory general freight operations.

Toll has decided to exit the marine general cargo

market in Far North Queensland and the Northern

Territory in order to focus on other areas of its

business.

As part of the agreement Sea Swift have acquired Toll’s Darwin-based and Cairns-based marine assets and

will be taking on the marine supply activities in the region previously provided by Toll.

The proposal is subject to Australian Competition and Consumer Commission approval, with a decision on this

expected in March 2015, if approved it is expected the sale of the business will be concluded in April 2015.

Until this time the business will continue to operate normally with no changes to current services.

Following approval, Sea Swift and Toll will be working collaboratively with customers and suppliers to ensure

essential services to remote northern Australia transition smoothly to Sea Swift and remain unaffected by the

change.

Sea Swift have been a key provider of essential services in the region for over 25 years, and intend to be

around for many more. To do so they will continue to invest in vessels, equipment and depots in order to

provide a sustainable service to remote northern Australia.

“As far as we are concerned, we pride ourselves on our customer service levels and this will not change” Sea

Swift CEO Fred White said.

“For existing staff this will provide the opportunities that come with being part of a larger growing

organisation.”

“Sea Swift would like to take this opportunity to thank their customers, suppliers and staff for their continued

support, and trust that this transaction will further enhance service levels across the region.”

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Sea Swift purchase of Toll Marine Logistics Perkins Group general freight assets « Sea Swift – Cairns, Queensland Shipping and Sea Freight

http://www.seaswift.com.au/sea-swift-purchase-of-toll-marine-logistics-perkins-group-general-freight-assets/[28/08/2015 12:46:46 PM]

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News

Courtney creates history as first

female captain

Sea Swift transports children’s

lifejackets to Torres Strait & NPA

New Sea Swift freight service to

link northern Australia

Sea cadets learn ropes

Sea Swift Update #4 – Tropical

Cyclone Lam

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http://www.seaswift.com.au/download/services/sea_freight/schedules_-_darwin/NT%20Shipping%20Schedule.pdf

http://www.seaswift.com.au/download/mothershipping/schedules/2015%20East%20Coast%20Torres%20Strait%20schedule.doc

http://www.seaswift.com.au/download/mothershipping/schedules/2015%20East%20Coast%20Torres%20Strait%20schedule.doc

http://www.seaswift.com.au/eta.htm

http://www.seaswift.com.au/etant.htm















http://www.daff.gov.au/aqis

http://www.cairnsport.com.au/

http://www.lockhart.qld.gov.au/

http://www.pcq.com.au/



http://www.cairnsport.com.au/



http://www.pcq.com.au/




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-8


1

SURVEY REPORT No:

THIS IS TO CERTIFY, that at the request of the Sea Swift Banking Syndicate and the

Sea Swift Board, the undersigned Marine Surveyor on the 02-03/10/14 attended the landing

barge:

“CORAL BAY”

While she was berthed at Darwin, Northern Territory for the purpose of carrying out due

diligence third party valuation opinion and operational status survey.

All services provided by Howells Maritime Services will be conducted in accordance with the company’s

Standard Terms and Conditions which can be supplied either on request or found at

www.howellsmaritime.com.au.

H14-552

http://www.howellsmaritime.com.au/

2

1. Contents:

Section 2 - Vessel Particulars page 2

Section 3 - Construction page 3

Section 4 - Manning page 3

Section 5 - Tanks page 3

Section 6 - Pumping Arrangements page 4

Section 7 - Machinery page 4

Section 8 - Electrical Supply page 5

Section 9 - Steering Equipment page 5

Section 10 - Ground Tackle page 5

Section 11- Accommodation page 5

Section 12- Fire Equipment page 6

Section 13- Lifesaving Equipment page 6

Section 14- Navigation Equipment page 7

Section 15- Tenders page 8

Section 16- Insured value page 8

Section 17- Overview of condition and maintenance page 8

Section 18- Surveys and docking next due Page 8

Section 19- Suitability of the ship for purpose Page 8

Appendix A- General arrangement & tank plan page 10

Appendix B- Ships Statutory certificates page 12

Appendix C- Lloyds Register listing of surveys,

Conditions of class and memoranda Separate file

Appendix D- Photographs Separate DVD disc

2. Vessel Particulars:

Length ML : 37.00 m

Beam : 11.60 m

Moulded Depth : 2.91 m

Gross Tonnes : 355 tonnes

Survey Class : 2B, 6 persons

Registration : Recognised Australian Vessel (RAV), ON 854188

IMO Number : 887456

MMSI : 503097000

Classification : Lloyds Register (LR), 100 A1 Oil Cargoes FP exceeding 60 Celsius

Notation : Landing Craft/Tanker/Roll on Roll off ship, LMC

Design : Self propelled landing barge.

Builder : Index Slipway & Engineering Pty Ltd

Place : Brisbane, Australia

Year Delivered : 1992

Previous Names : ex Lady Jan

3

3. Construction:

Hull Material : Steel plate

Bulkheads : 7x watertight

Deck : Steel plate

Superstructure : Steel plate

Windows : Toughened safety glass

Bulwarks : Port and starboard of cargo deck

Deck Winches : Port and Starboard anchor windlass with door winch- forecastles

Cargo Handling : Steel cargo deck with lashing rings welded to deck.

.

3.1 The hull and superstructure was inspected above the waterline and found to be sound.

Internal hull plating, bulkheads, frames and stringers where accessible were found to

be sound. All windows, bulwarks, railings and deck fittings are in fair to good

condition.

4. Manning:

Master : Master <35 m NC

Chief Mate : Master <24m NC

Engineer : MED 2

Deck Ratings : x1

4.1 See AMSA Minimum Safe Manning Certificates at Appendix C for additional

Certificate of competency endorsements required. 2x Manning certificates are issued, one

for Queensland coastal voyages and one for Northern Territory coastal voyages.

5. Tanks:

Fuel : 2x steel integral tanks

Capacity : 35,000 litres total

Cargo Fuel : 8x integral, total capacity 354,000 litres

Fresh Water : 2x steel aft wing tanks, capacity 78,000 litres total

Cargo FW : 4x steel integral, capacity 460,000 litres total

Sewerage : 1x Polyethylene holding tank, approximately 500 litres.

Ballast : 7x steel integral, total capacity 282,000 litres

Lube Oil : Nil

Waste Oil : 1x steel integral tank, capacity 5,000 litres total

5.1 See ships tank plan at Appendix A.

4

6. Pumping Arrangements:

Bilge : 1x bilge manifold system with Stalker 80 APR pump and redundancy

from Stalker 80 APR ballast pump.

Alarms : Audible high level in engine room.

Fire pumps : 1x Stalker 80 APR Firemain pump

1x Davey/ Yanmar diesel, Emergency fire pump.

Fuel Transfer : 2x Stalker 80 APR fuel cargo transfer pump with meter

Fresh Water : 1 x Davey 240v pressure pump with accumulator

6.1 Pumping systems onboard are of sufficient capacity and have good redundancy.

Piping and service valves are in good condition and operating satisfactorily with no

leaks detected from visual inspection.

7. Machinery:

Main Engines : 2x Cummins KTA – 19M, 746 kW @1500 RPM

Starboard Serial # 37131295

Port serial # 37131443

Hours : Starboard 17,075 from log book at 0800 02/10/2014

Port 17,243 from logbook at 0800 02/10/2014

Controls : Kobelt Pneumatic

Alarms : Audible and engine warning lamps

Cooling System : Keel cooling

Exhaust System : Dry

Gearboxes : 2x Twin Disc MG518-1 ratio 4.06:1

Starboard Serial #3W1132 hours 10,505

Port Serial # 3W1133 hours 10,407

Auxiliaries : Starboard; 1x Cummins 6BTA-5.9 with 85 kW, 415v alternator

Port; 1x Cummins 6BTA-5.9 with 85 kW, 415v alternator

Serial # 61101934

Hours : Starboard 10,761 from logbook at 1200 20/09/14


Cooling System : Keel cooling, with radiator backup for when hull dry in mud.


Hydraulics : Forward Power Pack and Port Aft Steering.

Sewerage plant : Nil

Oily water : Nil

Air-conditioning : 2 x Daikin Splits - Wheelhouse

3 x Daikin Splits - Accommodation

Hot water : 1x Dux 125 litre 240v system.

5

7.1 Machinery onboard has documented maintenance history and undergone Lloyds

Register periodical surveys.

7.2 No machinery problems were reported by the chief engineer.

7.3 Main engines and generators are air start, from 2x compressor/ receiver units.

7.4 Sewerage treatment plant and holding tank has been ordered but not yet installed.

8. Electrical Supply:

Circuit Voltage : 415v, 240v, 24v and 12 volt

Alternator : 2x 24v, belt drive on auxiliaries

Batteries : House and Emergency battery bank

Shore power : 32 amp lead

Reefer Outlets : 11 x 32 amp 415 reefer sockets.

12 x 240v outlets for portable refrigeration units.

9. Steering Equipment:

Primary : Wheel, hydraulic system, bridge

Secondary : Twin propellers

Rudders : Not sighted

10. Ground Tackle:

Anchor Winch : 2x hydraulic dual winch and door wire winch. Primary : 1x Stockless anchor with stud link chain.

Secondary : 1x Stockless anchor with stud link chain.

10.1 Ground tackle is of sufficient size for the vessel and in fair to good order.

11. Accommodation:

Arrangement : 4x crew cabins on accommodation deck, with ensuite bathrooms.

Crew mess and galley to aft of accommodation deck.

Please see general arrangement plan at appendix A.

Furnishings : Crew accommodation area has laminate panelling and surfaces and

timber trim. Laminate covered headlining. Rubber tile deck coverings.

Toilet s : 5x domestic toilets.

6

Domestic Appl. : 1xFisher & Paykel Chest Freezer - Galley

2x Fisher & Paykel upright Freezer - Galley

1x Fisher & Paykel upright refrigerator- Galley

1x Westinghouse upright stove - Galley

1x Samsung LCD TV - Mess

1x Westinghouse Chest Freezer -Starboard Companionway

1x Samsung Front Load Washing Machine - Starboard Laundry

1x Simpson clothes dryer- Starboard Laundry

11.1 Accommodation spaces are fair to good condition.

12. Fire Equipment:

Fixed system : 1x CO2 engine room smothering system

Fire Alarm : Fire alarm panel.

Extinguishers : To 2B survey requirements

Other : Fire pump and firemain with hydrants and hoses.

Emergency fire pump

Galley fire blanket

12.1 All fire systems are maintained by authorised fire equipment service company with

current service certificates on-board.

13. Lifesaving Equipment:

Liferafts : 2x SOLAS 6 man inflatable liferafts, due service 15/05/2015

2x Hydrostatic release units, due replacement 05/2015

Lifejackets : 10x SOLAS with lights

Hand Flares : As per 2B survey requirements

Lifebuoy : 8x Circular style, 2x smoke markers expiry 01/2017

EPIRB(s) : 1x 406 MHz, hydrostatic release unit, battery expiry 10/2015

First Aid : NSCV scale E

Other : 1x SART

1x Non SOLAS rescue boat

General alarm/ PA system

3.2 Safety equipment is in good condition and all safety equipment is in date.

Liferafts have been serviced by authorised service company.

7

14. Navigation Equipment:

Nav Lights : To international collision regulations.

Charts : electronic and paper for area of operations.

Compass : 1x Navigat X Mk2 gyro compass

1x Saura steering compass in binnacle

Clock : 1x Brass150mm

Barometer : 1x Brass200mm Holosteric

Radios : 1x Sailor – TT3606E – GMDSS

1x Skanti TRP1000 - HF

1x Skanti VHF1000 & DSC

1x GME TX4000 – 27 Mhz

Autopilot : 1x Coursemaster 880

Radar : 1x Kodan MRD104

Sounder : 1x Furuno LS-6100

Plotter/GPS : 1x SAAB R4 navigation system

Dell computer with navigation software

1x Koden KGP – 913 Mk2

Other : 1 x Wind Indicator

14.1 Navigation equipment and aids are of commercial grade. Chart plotters are a

mixture of added on laptop and desktop computers. Depth sounder is a basic system.

15. Tenders:


16. Insured Value:

16.1 Currently insured through Aon for hull and machinery, increased value of hull, materials and

machinery and war risks.

16.2 P&I insurance cover with Shipowners Mutual.

16.3 Increased insured value for hull, materials, engines and machinery is 4,375,000 AUD.

8

17. Overview of condition and maintenance:

17.1 The hull, superstructure, and decks are in fair to good condition overall.

17.2 Paint coatings are in fair to good condition with some descaling and painting required.

17.3 Accommodation spaces are in good condition.

17.4 Machinery maintenance regime onboard appears to be of good standard.

17.5 No machinery issues were reported by the chief engineer.

17.6 Sewerage holding tank and macerator pump will be required to be fitted prior to any

Queensland operations. At this time sewerage is direct overboard discharge with a

Sewerage treatment plant on order for the ship.

18. Surveys and dockings next due:

Special survey; 05/07/2017, (5 yearly)

Annual; 06/07/2015, (in water)

Docking; 25/07/2015, (2.5 yearly survey)

Propeller shafts; 07/2017, (5 yearly survey)

Loadline; 30/04/2015, (annual survey)

18.1 Annual surveys by Lloyds Register were completed at Darwin on 05/09/2014.

19. Suitability of the ship for purpose:

19.1 The ship is currently employed for cargo from Darwin to Northern Territory

Communities on bi weekly service.

19.2 The ship is well suited to the current role, being specifically built by Perkins Shipping

for Northern Territory coastal trade.

19.3 As the ship is an RAV, all containers carried onboard must comply with Marine Orders

44, safe containers. This means any container carried onboard must be in inspection date for

Convention for Safe Containers (CSC). Currently most Seaswift containers do not have in

date CSC certification.

9

19.4 If in the future the ship is to opt out of being registered as an RAV, and becomes a

Domestic Commercial Vessel (DCV), as the length is >35 metres, class is required to be

maintained for the ship. This class length requirement may change in the near future to 45

metres, which would allow class to be withdrawn for this ship.

19.5 As the ship is an RAV, I recommend adding in the contract for sale, all ships certificates,

Technical manuals, plans and drawings and mandatory publications stay on-board the ship.

05/10/14

R.L. (Zac) Howells

MAIMS, MNI

AMSA/ Maritime Safety Queensland accredited marine surveyor # 315

This report is made without prejudice and is conscientiously believed to be true and accurate.

Dimensions and scantlings detailed in this report are indications of size and location and are not to be

taken as specifications.

Satisfactory stability and freeboard cannot be assumed and remain the responsibility of the owner

All reasonable attempts have been made to trace any defects present, however, there can always exist

latent defects and those which cannot be discovered without interfering with the vessels structure and

fittings.

The above report is for the use of the contracting party only and no responsibility will be accepted for

use by any other party; it is subject to these qualifications

10

Appendix A- General Arrangement Plan:

12

Appendix B- Ships certificates:

1

SURVEY REPORT No:

THIS IS TO CERTIFY, that at the request of the Sea Swift Banking Syndicate and the Sea

Swift Board, the undersigned Marine Surveyor on the 22/09/14 attended the cargo vessel:

“WARRENDER”

While she was berthed at Horn Island, Queensland for the purpose of carrying out due





H14-545


2

1. Contents:

























Length ML : 62.78 m

Beam : 14.20 m





IMO Number : 9114218

MMSI : 503060000

Classification : Lloyds Register (LR), 100 A1 LCM, UMS

Notation : Deck cargo only, equipped for the carriage of containers on the

Upper deck.

Design : Modified AHT

Place : Whangarai, New Zealand.


Previous Names : ex Gulf Cloud

3

3. Construction:



Deck : Steel plate



Bulwarks : Foredeck, side and aft decks

Deck Winches : Port and Starboard capstan on anchor windlass- foredeck

Port and Starboard mooring winches- stern

Cargo Handling : No cargo crane. Container Forklift carried onboard for loading and

Unloading operations. Container twist lock mounts are recessed into

cargo deck for flush deck.




condition.

4. Manning:

Master : Master class 3

Chief Mate : Master/ mate class 4

Watchkeeper : Master/ mate class 4

Engineer : Engineer class 3

2nd Engineer : MED 1

Deck Ratings : x2

4.1 See AMSA Minimum Safe Manning Certificate at Appendix C for additional

Certificate of competency endorsements required.

5. Tanks:

Fuel : 2x steel engine room wing tanks, 1x steel day tanks


Cargo Fuel : 6x semi integral, total capacity 1,204,000 litres

Fresh Water : 2x steel semi integral, capacity 63,200 litres total

Sewerage : Treatment plant, located in tunnel, midships

Ballast : 4x steel semi integral, total capacity 316,000

Lube Oil : 1x steel engine room wing tank, capacity 4,400 litres total

Waste Oil : 1x steel, capacity 5,510 litres total


4


Bilge : 1x bilge manifold system with Desmi S100 pump and redundancy from

Desmi S80 Firemain pump.

Alarms : Audible high level and bilge monitoring system

Fire pumps : 1x Desmi S80 Firemain pump (with redundancy as above)

1x Desmi S70 pump with Hatz air-cooled diesel engine, Emergency

Fire pump.

Fuel Transfer : 1x Desmi SA200, 900 litre per minute cargo fuel transfer pump with

fuel meter.

1x day tank transfer pump.

Fresh Water : 2 x Grundfoss 240v pressure pumps with accumulator.

Other : 1x sewerage holding tank discharge pump.

1x Grundfoss LP6B air-conditioning salt water pump.

1x Regent 2000 air-conditioning salt water pump.




7. Machinery:

Main Engines : 2x Caterpillar 3508TA, 578 kW @1600 RPM

Starboard Serial # 96Y01486

Port serial # 96Y01485



Controls : ZF, with bridge wing stations

Alarms : Audible and engine monitoring system



Gearboxes : 2x Reintjes WAF540, reduction 3.3955:1


Port Serial # 57975

Auxiliaries : Starboard; 1x Caterpillar 3304T with 85 kW, 415v alternator

Serial # 83208728

Port; 1x Caterpillar 3306T with 144 kW, 415v alternator

Serial # RJ30987U4563875





5

Bow Thruster : 1x Rexroth Hydraulic/ electric.

Hydraulics : 1x Bowthruster power pack forward

1x power pack for aft mooring winches and rescue boat crane.

Sewerage plant : 1x Hamann HL Cont Super Mini, A level treatment plant,

Capacity 2.52m3 per day.

Oily water : 1xTaiko Kikai UST-05, 500 litres per hour capacity

Air-conditioning : Ducted system with 2x compressor units throughout the

Accommodation spaces.

Hot water : 1x Rheem 180 litre 240v system.



7.2 Both Main engines are reported to have overheating problem, with full service

speed unable to be maintained with operation at lower revolutions required.

7.3 There is a plan to add heat exchangers to assist the keel cooling. I would

Recommend the establishing the cooling capacity of the existing keel cooling pipes

To determine if enough length of keel cooling is provided. The ship was built in

New Zealand where water temperatures are colder. I would recommend providing

More keel cooling if required, than adding heat exchangers, which will bring a

much higher maintenance demand.

7.4 A thorough examination of how long the overheating problem has existed needs to

be carried out and if any changes to the engines or keel cooling system have

occurred recently. An analysis of engine cooling requirements vs. keel cooling

capacity in tropical waters should be carried out before a solution is decided upon.



Alternator : 2x 24v, belt drive on main engines

2x 24v, belt drive on auxiliaries

Batteries : Main engine start banks, 24v

Auxiliary start banks, 24v

Emergency battery bank


Reefer Outlets : 12x 32 amp reefer sockets provided in 4x locations on the main

Deck, 3 outlets at each location port and starboard sides.

6



Secondary : Joystick controls on bridge wings


10. Ground Tackle:

Anchor Winch : 1x hydraulic dual winch and capstans Primary : 1x 1290 kg Stockless anchor with 32mm stud link chain.

Secondary : 1x 1290 kg Stockless anchor with 32mm stud link chain.


11. Accommodation:

Arrangement : Bridge deck with masters cabin to aft of bridge with ensuite bathroom.

Crew cabins are on the boat deck with crew lounge to starboard forward

First engineer cabin to port. Second engineer and chief mates cabin to

Port with 2x single berth cabin and 4x single berth cabin to starboard.

2x bathroom and 2x toilet forward and aft end of boat deck centre.

Main deck has pantry to port forward, crew mess and galley aft. Cooks

Cabin is to starboard forward with laundry and bathroom to starboard aft.


Furnishings : Crew accommodation area has laminate panelling and surfaces with

timber trim. Laminate covered headlining. Vinyl tile deck coverings in

Cabins with vinyl tiles in crew mess area.

Toilet s : 4x domestic toilets with macerator adaptor units

Domestic Appl. : 1x Teac LCD television- saloon

1x Fisher & Paykel 200 litre chest freezer- pantry

2x Westinghouse 200 litre chest freezers- pantry

1x Skope refrigerator- pantry

1x Fisher & Paykel refrigerator- galley

1x Westinghouse commercial upright stove/ oven- galley

1x LG microwave oven- galley

2x Siemens front loading washing machines- laundry

1x Fisher & Paykel clothes dryer- laundry


7

12. Fire Equipment:





Emergency fire pump

Galley fire blanket




Liferafts : 2x SOLAS 12 man inflatable liferafts, service due 09/2014




Lifebuoy : 8x Circular style



Other : 2x SART











Barometer : 1x Brass150mm

Radios : 1x Sailor TT-366E- GMDSS

1x Icom IC-M700 AUS- HF

1x Skanti with DSC- HF

2x Skanti VHF1000 with DSC- VHF

Autopilot : 1x TMQ AP9

Radar : 1x Sperry Bridgemaster E

Sounder : 1x Kodan CVS-118

8



Other : 1x AIS



15. Tenders:


16. Insured Value:






17.1 The hull, superstructure, and decks are in good condition overall.

17.2 Paint coatings are in fair to good condition with some descaling and painting required on

the cargo deck around container twist lock mounts.

17.3 Accommodation spaces are in fair to good condition.


17.5 Main engine overheating problem at continuous service speed revolutions requires a

permanent solution. See section 7.2- 7.4.

17.6 Last docking/ refit was carried out in Port Moresby, Papua New Guinea.

9







18.1 Annual surveys by Lloyds Register are due at this time.


19.1 The ship is currently employed for cargo on Cairns- Horn Island- Thursday Island-

Weipa weekly route.

19.2 The ship is currently carrying containerised freight. As the ship is not geared for self

loading or discharge, a container forklift is carried on deck to load and unload containers.

This means the ship cannot carry maximum containers due to the midships section of the

cargo deck having to be left free for the forklift to manoeuvre.

19.3 To maximise cargo capacity, the ship needs to operate with shore cranes available for

discharge and loading.




date CSC certification. AMSA have inspected the vessel, when loading, to check for

compliant containers recently.



maintained for the ship.



10

26/09/14

R.L. (Zac) Howells

MAIMS, MNI








fittings.



11


13


1

SURVEY REPORT No:


Swift Board, the undersigned Marine Surveyor on the 22/09/14 attended the landing barge:

“FOURCROY”

While she was berthed at Horn Island, Queensland for the purpose of carrying out due





H14-546


2

1. Contents:

























Length ML : 47.02 m

Beam : 10.90 m






MMSI : 503338000

Classification : Lloyds Register (LR), 100 A1

Notation : Landing Craft, LCM


Builder : Sealink Shipyard SDN BHD

Place : Sarawak, Malaysia


Previous Names : ex Sealink Victoria

3

3. Construction:



Deck : Steel plate





Cargo Handling : Container twist lock mounts are welded on top of steel deck with

Timber decking over for flush deck.




condition.

4. Manning:



Engineer : MED 2

Deck Ratings : x2



5. Tanks:

Fuel : 2x steel tanks, 2x steel day tanks


Cargo Fuel : 2x integral, total capacity 260,000 litres


Cargo FW : 4x steel integral, capacity 460,000 litres total

Sewerage : 1x Polyethylene holding tank, approximately 500 litres.

Ballast : 1x steel integral, total capacity 73,000 litres

Lube Oil : 1x steel engine room wing tank, capacity 1,850 litres total

Waste Oil : 1x steel engine room wing tank, capacity 1,850 litres total


4




Alarms : Audible high level and bilge monitoring system

Fire pumps : 1x Stalker 65mm Firemain pump (with redundancy as above)

1x Anditiger portable diesel, Emergency fire pump.

Fuel Transfer : 1x fuel cargo transfer pump with meter

1x day tank fuel transfer pump

Fresh Water : 2 x Davey 240v pressure pumps with accumulator.





7. Machinery:

Main Engines : 2x Caterpillar 3408B, 279 kW @2100 RPM

Starboard Serial # 99U0-9140

Port serial # 99U0-9141



Controls : Morse cable




Gearboxes : 2x Reintjes WAF263L


Port Serial # 61137

Auxiliaries : Starboard; 1x Cummins 6BT5.9 with 85 kW, 415v alternator

Serial # 21809255

Port; 1x Cummins 6BT5.9 with 85 kW, 415v alternator

Serial # 21744947



Cooling System : Keel cooling, with radiator backup for when hull dry in mud.


Bow Thruster : 1x Schottle STT110LK with twin Disc MG507-1 gearbox driven by

Cummins 6CTA 8.3 M1engine serial # 45556496

Hydraulics : 1x power pack in bow thruster compartment for windlasses.

Sewerage plant : Nil

5

Oily water : 1xTaiko Kikai USH-10, 1000 litres per hour capacity


Accommodation spaces. Air-cooled condenser coils aft of bridge.

Hot water : 1x Centurion 180 litre 240v system.




7.3 Port air-conditioning condenser coil, behind bridge has corroded aluminium fins.

Will require replacement in the future.




2x 12v, belt drive on auxiliaries


Auxiliary start banks, 12v



Reefer Outlets : 6x 32 amp reefer sockets.





10. Ground Tackle:




6

11. Accommodation:

Arrangement : Master and chief engineers cabins with ensuite bathrooms to port and

Starboard forward of poop deck. 2x crew cabins aft of poop deck.

4x crew cabins on main deck, with bathroom to port aft.

Crew mess and galley to starboard aft of main deck.





Toilet s : 4x domestic toilets with holding tank in engine room.

Domestic Appl. : 1x Whirlpool microwave oven- bridge

1x Haier bar refrigerator- bridge

1x Fisher & Paykel 290 litre freezer- crew mess

1x Fisher & Paykel refrigerator- crew mess

1x Panasonic LCD television- crew mess

1x 4 door SS refrigerator- galley

1x SS commercial upright stove- galley

1x – Samsung microwave oven- galley

1x Rheem urn- galley

1x LG front loading washing machine- main deck bathroom

1x Simpson clothes dryer- main deck bathroom


12. Fire Equipment:





Emergency fire pump

Galley fire blanket



7


Liferafts : 2x SOLAS 12 man inflatable liferafts, service due 07/2015




Lifebuoy : 4x Circular style, 2x smoke markers expiry 04/2016



Other : 2x SART












Radios : 1x Sailor - GMDSS

1x Furuno FS-1502- HF

1x Furuno FM-8500- VHF

1x Sailor 6222 with DSC- VHF

Autopilot : 1x Commnav 2001


1x Kodan MRD97

Sounder : 1x Furuno LS-4100



1x Furuno GP31- GPS

Other : 1x AIS

1x Furuno Navtex



8

15. Tenders:


16. Insured Value:







17.2 Paint coatings are in fair to good condition with some descaling and painting required on

Bulwarks and railings.

17.3 Cargo deck has timber decking over tank tops. At this time timbers are sound however

Condition of the steel plating and paint coatings beneath are unknown.

17.3 Accommodation spaces are in fair to good condition.



17.6 Last docking/ refit was carried out in Port Moresby, Papua New Guinea.







18.1 Annual surveys by Lloyds Register were completed at Horn Island on 21/07/2014.

9


19.1 The ship is currently employed for cargo from Horn and Thursday Islands to other

Torres Strait islands.

19.2 The ship is well suited to the current role and is a sister ship to the Malu Titan.










01/10/14

R.L. (Zac) Howells

MAIMS, MNI








fittings.



10


12


1

SURVEY REPORT No:


Swift Board, the undersigned Marine Surveyor on the 25/09/14 attended the landing barge:

“BIQUELE BAY”

While she was berthed at Darwin, Northern Territory for the purpose of carrying out due





H14-547


2

1. Contents: Section 2 - Vessel Particulars page 2
























Length ML : 58.46 m

Beam : 14.60 m



Service Speed : 9 knots approximately




MMSI : 503404000

Classification : Lloyds Register (LR), 100 A1

Notation : Landing Craft, LMC


Builder : Namcheong Dockyard SDN BH

Place : Miri, Sarawak, Malaysia


Previous Names : ex Promex Power

3

3. Construction:



Deck : Steel plate





Aft deck vertical mooring capstan.

Cargo Handling : Container twist lock mounts are welded on top of steel deck with

Timber decking over for flush deck.



be sound. All windows, bulwarks, railings and deck fittings are in fair condition.

3.2 Some corrosion wastage around exhaust pipe ends and funnel top plate.

4. Manning:



Watchkeeper : Master <35m NC

Engineer : MED 1

2nd

Engineer : MED 2

Deck Ratings : x2



5. Tanks:

Fuel : 4x steel tanks, 2x steel day tanks


Cargo Fuel/ Water: 8x integral, total capacity 1,350,000 litres


Cargo FW : 12x steel semi integral, capacity 460,000 litres total

Sewerage : 1x sewerage treatment plant

Ballast : 6x steel tanks, total capacity 260,000 litres

Lube Oil : 1x steel engine room, capacity 4,300 litres total

Waste Oil : Nil


4




Alarms : Audible high level

Fire pumps : 1x Desmi S80Firemain pump (with redundancy as above)

1x Desmi S80 and Yanmar air-cooled diesel, Emergency fire pump.

Fuel Transfer : 1x Desmi S80 fuel/ water cargo transfer pump with meter

1x day tank fuel transfer pump

Fresh Water : 2 x Davey 240v pressure pumps with accumulator.


1xyanmar air-cooled diesel portable emergency fire pump




7. Machinery:

Main Engines : 2x Caterpillar 3412, 500 kW @1800 RPM

Starboard Serial # 60M05229

Port serial # 60M05227



Controls : Morse cable




Gearboxes : 2x Twin Disc MG5201-1

Starboard Serial # 3W5484

Port Serial # 3W5483

Auxiliaries : Starboard; 1x Cummins 6BT5.9 with 96 kW, 415v alternator

Serial # 29105361

Centre; 1x Cummins 6BT5.9 with 86 kW, 415v alternator

Serial # 21905773

Port; 1x Cummins WTA8556 with 232 kW, 415v alternator

Serial # 23149794

Hours : Starboard; 19,803 from logbook at 1200 25/09/14

Centre; 20,029 from logbook at 1200 25/09/14

Port; 10,544 from logbook at 1200 25/09/14

Cooling System : Keel cooling, with ballast tank system for when hull dry in mud.


Bow Thruster : Nil

5

Hydraulics : 1x power pack in bow for windlasses.

1x power pack in engine room aft for aft mooring capstan.

Sewerage plant : 1x Seung Co ISS-15N treatment plant.


Accommodation spaces. Bridge Daikin split system.

Hot water : 1x Dux 160 litre 240v system.







1x 12v, belt drive on auxiliary

2x 24v belt drive on auxiliaries


Auxiliary start banks, 24v and 12v


Shore power : Nil

Reefer Outlets : 19x 32 amp reefer sockets.




Rudders : 2x balanced

10. Ground Tackle:




6

11. Accommodation:

Arrangement : Master and chief engineers cabins with ensuite bathrooms to port and

Starboard forward of poop deck. 3x single crew cabins to forward of

Boat deck. Bathroom to port aft.

4x crew cabins on main deck, with bathroom to starboard aft.

Crew mess and officers mess to port aft of main deck.

Galley centre aft of main deck.





Toilet s : 4x domestic toilets with treatment plant in engine room.

Domestic Appl. : 1x Whirlpool microwave oven- bridge

1x Haier bar refrigerator- bridge

1x Fisher & Paykel 290 litre freezer- crew mess

1x Fisher & Paykel refrigerator- crew mess

1x Panasonic LCD television- crew mess

1x 4 door SS refrigerator- galley

1x SS commercial upright stove- galley

1x – Samsung microwave oven- galley

1x Rheem urn- galley

1x LG front loading washing machine- main deck bathroom

1x Simpson clothes dryer- main deck bathroom

11.1 Accommodation spaces are fair condition.

12. Fire Equipment:


Fire Alarm : Fire alarm panel, Autronica BX10



Emergency fire pump

Galley fire blanket



7


Liferafts : 1x SOLAS 12 man inflatable liferaft, service due 07/2015

1x SOLAS 16 man inflatable liferaft, service due 05/2015




Lifebuoy : 4x Circular style, 2x smoke markers expiry 12/2014, 04/2017



Other : 2x SART








Compass : 1x Anschutz STD-20 gyro compass




Radios : 1x Sailor - GMDSS

1x Sailor 6301- HF

1x Sailor RM2042- VHF

1x Sailor RT2048- VHF

Autopilot : 1x Sperry Navipilot 4000


1x JRC JMA-3204

Sounder : 1x Skipper GDS101



1x Furuno GP31- GPS

Other : 1x AIS

1x Veinland BNWAS


mixture of added on laptop and desktop computers.

8

15. Tenders:


16. Insured Value:







17.2 Paint coatings are in fair condition with some descaling and painting required overall.

17.3 Cargo deck has timber decking over tank tops. Timbers on the starboard side midships

Are loose. Condition of the steel plating and paint coatings beneath are unknown.

17.3 Accommodation spaces are in fair condition with wear and tear apparent.



17.6 Ship is due for docking and shaft surveys in 2015, and will require some blasting and

Painting and general refit.


Special survey; 03/2015, (5 yearly)

Annual; 03/2015, (in water)

Docking; 03/2015, (2.5 yearly survey)


Loadline; 03/2015, (annual survey)

18.1 Annual surveys by Lloyds Register were completed at Darwin on 16/05/2014.

9


19.1 The ship is currently in layup, having been operated on Groote Eyland- Gove- Darwin

Prior.

19.2 The ship has large cargo deck capacity.










04/10/14

R.L. (Zac) Howells

MAIMS, MNI








fittings.



10


12


Filed on behalf of Sea Swift Pty Limited (The Applicant)Prepared by Luke WoodwardLaw firm Gilbert + TobinTel +61 2 9263 4014 Fax +61 2 9263 4111Email [email protected]

Address for serviceLevel 37, 2 Park Street, Sydney, NSW 2000DX 10348 SSE

.

This is the annexure marked “ ” annexed to the statement of dated .




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-10


Our Ref: 56246 Contact Officer: John Rouw Contact Phone: (03) 9290 1402

16 January 2015 Gina Cass-Gottlieb Partner Gilbert + Tobin Lawyers By email: [email protected] CC: [email protected] Dear Ms Cass-Gottlieb Sea Swift – proposed acquisition of certain assets of Toll Marine Logistics Australia – market feedback and information request I refer to our previous correspondence regarding the proposed acquisition of certain assets of Toll Marine Logistics Australia by Sea Swift Pty Ltd (proposed acquisition). The Australian Competition and Consumer Commission (ACCC) has conducted market inquiries with a range of interested parties about the proposed acquisition. Attachment A sets out a summary of the issues raised by interested parties along with some preliminary ACCC staff commentary on the issues. I have also set out a request for further information at Attachment B. The summary and comments should not be regarded as representing the ACCC’s concluded view, or an exhaustive review of the competition concerns the ACCC may have. The ACCC is still conducting inquiries with market participants and new issues may come to light. I request your response to the Attachment B information request by 2 February 2015. If you respond fully by this date the ACCC does not anticipate delaying the indicative decision date. You are welcome to provide the information in tranches. If you wish to meet to explain some of the answers, we would be amenable to this.



If you have any queries relating to this letter, please contact Gabrielle Ford on (03) 9290 1942, Natasha Cox on (03) 9290 1938 or John Rouw on (03) 9290 1402. Yours sincerely

Tom Leuner General Manager Merger Investigations Branch

Attachment A – Market feedback Relevant markets The ACCC is considering whether there is a product market for general freight shipping services which is distinct from project or charter services. Market inquiries have suggested that project/charter-freight providers would need to significantly change or expand their operations in order meet the needs of general-freight customers.

The ACCC is also considering whether it may be appropriate to define geographic markets that are narrower than those identified by the merger parties. For example, market inquiries have suggested that there may be differences between:

the Outer Torres Strait Islands (OTSI) and the Cairns-Horn/Thursday Island-Weipa route, such as:

o the vessels that can be deployed (line-haul versus landing barge) and practical access (tides, depths etc);

o the number and identity of the customers and the volumes they require (for example, Rio Tinto and Woolworths are not present in the OTSI); and

o port facilities and management arrangements.

different destinations in the Northern Territory, based on such factors as sailing time from Darwin, the nature of customers at different locations and the port facilities and management arrangements,

which may limit supply-side substitutability between different routes within either Far North Queensland (including the Torres Strait) (FNQ) or the Northern Territory (NT). Further, the ACCC is considering the extent to which Sea Swift and Toll Marine overlap in the supply of fuel to marine and other customers in the NT or FNQ. Competition issues The ACCC has received a very large number of submissions expressing concerns about the impact this transaction will have on competition, particularly in the supply of shipping services, especially general freight services, in FNQ and the NT. Market inquiries have indicated that competition between Toll and Sea Swift in the NT and FNQ has led to significant price decreases and some service improvements. Many market participants have submitted that prices were significantly higher and service levels were diminished when only one of Toll or Sea Swift operated in these regions with no or little competition. Market inquiries indicate that Toll and Sea Swift have competed vigorously and effectively against each other in recent years. Barriers to and likelihood of entry / expansion Market inquiries have suggested that there are barriers to entry and expansion and limits on potential entry and expansion, particularly in FNQ, such as:

additional infrastructure and systems required for general freight service as compared to project freight;

the need to secure one or more large foundation customers in order for a route to be viable, in areas where there are a small number of such customers;

access to the port facilities at Gove, Groote Eylandt, Weipa and Horn/ Thursday Island; and

the likely competitive responses of incumbents. Countervailing power The ACCC is considering the extent to which countervailing power of customers would be sufficient to constrain Sea Swift post-acquisition. Currently, it appears that while large customers may potentially be able to use the threat of sponsoring new entry to obtain better prices from an incumbent provider, it is unclear whether the benefit of this countervailing power would flow through to smaller/ad hoc customers on the same routes. The counterfactual In light of the issues outlined above, the state of competition in the absence of the proposed acquisition is a critical issue in the ACCC’s assessment. The ACCC continues to assess the merger parties’ submission that it is not feasible for more than one service provider to operate in the regions and markets in the future without the proposed acquisition. For instance, some market participants suggested that there might be price points between the current rates and the higher rates that Sea Swift and Toll Marine apparently charged before they entered the Northern Territory and Queensland respectively at which two competitors could operate sustainably. The ACCC’s analysis of the relevant counterfactual will include an evaluation of these submissions and the extent of the downturn in demand for coastal shipping services in these regions, as submitted by the parties. A number of questions in the attached request for information are relevant to the ACCC’s analysis of the counterfactual. The proposed undertaking As you are aware, the ACCC has not publicly consulted on the proposed undertaking provided by the parties. Nevertheless, market inquiries have indicated that limitations on third party access to the port facilities at Gove are likely to limit competition in the NT market, while the scope for increased competition in the FNQ market is limited for the reasons outlined in the barriers to entry section above. The ACCC acknowledges that the proposed undertaking attempts to address these issues. However, we make the following preliminary observations on the extent to which the proposed undertaking is likely to be effective:

Price regulation provisions such as those contained in the proposed undertaking are likely to be difficult for the ACCC to accept, due to the complexities in monitoring and enforcing them. There are also particular issues with the proposed provisions, such as the setting of the initial Maximum Base Price and the interpretation of concepts such as ‘reasonable evidence’ and ‘reasonable methodology’. We also note that there appears to be no limitation on the amount MergeCo could charge for items such as the Consignment Note Fee and Other Charges.

The proposed service obligations in Schedule 2 appear to involve a significant reduction in service frequency on some routes, compared to the current situation where both Sea Swift and Toll operate on those routes. The enforcement of these obligations would also be subject to the interpretation of concepts such as ‘reasonable endeavours’ and ‘economic viability’.

The access obligations in Schedule 6 are highly qualified and do not clearly set out the process by which capacity at the port of Gove would be allocated. These provisions would be difficult for the ACCC to monitor and accordingly may provide a prospective access seeker with insufficient certainty of access.

The access provisions also do not include any obligations relating to ring-fencing of information and decision making and limits on discrimination between access seekers.

The proposal for the costs of dispute resolution processes to be shared between MergeCo and the access seeker/customer (subject to the expert or arbitrator determining otherwise) may deter the access seeker/customer from pursuing dispute resolution.

It is unclear why the parties consider that a five year term is appropriate for the proposed undertaking. The Perkins Industries Pty Ltd undertaking now in place relating to Gove does not have an expiry date.

The comments above should not be taken as an exhaustive list of the ACCC’s concerns with the proposed undertaking.

Attachment B – Information request Shipping routes 1. Please provide an updated version of Attachment A to the submission of 5

December 2014, ‘Sea Swift’s and TML’s current shipping schedule’, indicating the identity of any other provider of scheduled general-freight services to any of those destinations and the frequency of their service (for example, Ezion/Teras Australia’s service to Port Keats/Wadeye).

Facilities 2. Please describe the landing and freight-handling facilities at each

port/destination in the Northern Territory and Far North Queensland (including the Torres Strait) visited by Sea Swift or Toll Marine. Please include information on ramps, wharves or jetties, cranes, forklifts, hardstands/laydown areas and warehouse/depots (including cold-storage facilities).

3. For each port referred to in question 2, please identify

a. who owns or leases the facility; b. who manages or operates it, including who determines access to it; c. what criteria govern access to the facilities; and d. who uses it?

4. Please outline the terms of all agreements under which Sea Swift accesses

the ports referred to in question 2, including the term (length) of any such agreement and whether Sea Swift has any exclusive or preferential rights.

Fuel 5. Please list all the locations from which Sea Swift sells fuel (including marine

fuel), for example from motherships in the Gulf of Carpentaria or a depot on Thursday Island, the total volume and value sold during 2014 or FY14/15) and a description of the customers who buy the fuel, including a list of the top 10 customers and their contact details.

Financial and economic information

Please provide: 6. Copies of cash flow statements covering the last five financial years for Sea

Swift’s NT and FNQ businesses.

7. The underlying cost and revenue data (including any estimates, explanatory notes, or other documents) that were provided to RBB Economics for the purpose of its report at Attachment I to your submission.

a. Where possible, please provide figures broken down by region, customer type (contracted/ad hoc), date, route, and volume.

8. An update on the progress of the Sea Swift cost restructuring referred to in

the parties' submission and the RBB Report.

9. Data showing the volumes (e.g. TEU/tonne/cubic metre as applicable) shipped over the last five years in the NT and FNQ (e.g. each voyage/week/month as applicable). Where possible, please break volumes down into routes and/or destinations and into customer type (contracted/ad hoc).

10. A list of shipping contracts (excluding ad hoc customers) won by SeaSwift in

the NT or FNQ (including the Torres Strait) during the last five years and, for each contract, provide the following details:

a. Frequency of service (e.g. voyage frequency) b. Average (or estimated) volume of goods shipped under contract per

voyage.

11. Price lists or standard shipping rates for ad hoc shipping services for the NT and FNQ for the last five years.

12. The RBB Report finds that in order to reach an (economic) breakeven return in each region, the average price of shipping services in each of FNQ and NT would need to increase by certain stated percentages (see Tables 1 and 2 of the Report). Regarding these findings:

a. State whether SeaSwift has attempted to increase its prices in order to return its shipping operations in FNQ and/or the NT to profit.

b. If so, what has been the effect? c. If not, why has SeaSwift chosen not to increase its prices? d. Does SeaSwift agree with the RBB Report's findings that price

increases of these magnitudes would result in at least break-even returns for SeaSwift?

e. If not, what price increases does SeaSwift consider would be necessary to return their shipping operations in FNQ and the NT to at least break-even? Please provide evidence to support your answer.

13. In FNQ, SeaSwift currently stops at most larger ports twice weekly and most

smaller ports once weekly. Regarding this schedule: a. Please provide details of which services are for SeaSwift's contracted

customers and which are for ad hoc customers only. b. What does SeaSwift consider would be the effect of reducing the

frequency of scheduled voyages (e.g. to fortnightly or monthly voyages instead of weekly) on:

i. SeaSwift's ability to service its contracted customers; ii. SeaSwift's costs; iii. SeaSwift's revenue; and iv. demand for SeaSwift's shipping services




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-11


1

23 Marcus Clarke Street

Canberra ACT 2601

GPO Box 3131

Canberra ACT 2601

tel: (02) 6243 1368

[email protected]

www.accc.gov.au

Our ref: 56246 Your ref: Contact officer: Gabrielle Ford Contact phone: (03) 9290 1942

29 May 2015

Gina Cass-Gottlieb Partner Gilbert + Tobin

By email: [email protected] CC: [email protected]

Dear Ms Cass-Gottlieb

Sea Swift Pty Ltd proposed acquisition of Toll Marine Logistics’ northern Australia marine freight business

I refer to previous correspondence regarding the proposed acquisition of Toll Marine Logistics’ northern Australia marine freight business by Sea Swift Pty Ltd (proposed acquisition).

The ACCC understands that under the Asset and Share Sale Agreement (Sale Agreement) between Sea Swift Pty Ltd, Toll Holdings Limited, and Sea Swift (Holdings) Pty Limited (the parties) the sunset date for the ACCC condition precedent (ACCC condition precedent) is 30 May 2015.

As you are aware, the proposed date for the announcement of the ACCC’s decision has been updated to 11 June 2015.

Accordingly, the ACCC requests that each of Sea Swift Pty Ltd and Sea Swift (Holdings) Pty Limited provide by close of business today a written undertaking to the ACCC as follows:

1. Sea Swift Pty Ltd and Sea Swift (Holdings) Pty Limited will not waive the ACCC condition precedent or otherwise take any steps to complete the proposed acquisition until the ACCC completes its review and informs the parties in writing of the outcome of that review;

2. in the event the ACCC opposes the proposed acquisition, Sea Swift Pty Ltd and Sea Swift (Holdings) Pty Limited will not take any further steps to complete the proposed acquisition without giving the ACCC at least five business days’ notice of their intention to proceed with the proposed acquisition.

Should Sea Swift Pty Ltd or Sea Swift (Holdings) Pty Limited decide not to provide such an undertaking and proceed to take steps to complete the proposed acquisition, the ACCC reserves its rights to make an application for appropriate orders from the Court.


http://www.accc.gov.au/


If you have any questions relating to this letter, please contact Gabrielle Ford on (03) 9290 1942 or Natasha Cox on (03) 9290 1938.

Yours sincerely

David Jones Acting General Manager Merger Investigations




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-12


Sydney

2 Park Street Sydney NSW 2000 Australia GPO Box 3810 Sydney NSW 2001 T +61 2 9263 4000 F +61 2 9263 4111 www.gtlaw.com.au

34022396_1

Partner Gina Cass-Gottlieb Contact Emma Ringland

T +61 2 9263 4119 [email protected]

Our ref GCG:EXR:1023046

29 May 2015

By email

David Jones, Acting General Manager, Merger Investigations Australian Competition & Consumer Commission 23 Marcus Clarke Street Canberra ACT 2601 Email [email protected] Copies:

[email protected] [email protected] Confidential

Dear Mr Jones

Sea Swift Pty Ltd proposed acquisition of Toll Marine Logistics’ northern Australia marine freight business

We refer to your letter received today that requested an undertaking from our clients, Sea Swift Pty Ltd and Sea Swift (Holdings) Pty Limited (Sea Swift). We adopt the terms as defined in your letter.

On behalf of Sea Swift, we confirm that our clients undertake to the ACCC not to take any further steps to complete the proposed acquisition without giving the ACCC at least five business days’ notice of their intention to proceed with the proposed acquisition. If the ACCC wishes this undertaking issued directly by our clients, they will do so next week as soon as appropriate board authority has been obtained.

On behalf of our clients we also wish to inform the ACCC that our clients will not be completing the proposed acquisition on or prior to the sunset date. We understand that Sea Swift is continuing to negotiate with Toll in relation to an alternative transaction, and hopes to be in a position to advise the ACCC of this next week. In view of this likely development, Sea Swift is expecting to ask the ACCC for an extension to the final decision date beyond 11 June 2015.

Please let us know if you would like to discuss.

Kind regards

Gina Cass-Gottlieb Partner T +61 2 9263 4006 [email protected]

Emma Ringland Lawyer T +61 2 9263 4119 [email protected]

http://www.gtlaw.com.au/




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-13


ACCC DECISION ON SEA SWIFT’S ACQUISITION OF TOLL MARINE LOGISTICS (NT/FNQ) DELAYED AT THE MERGER PARTIES’ REQUEST

12 June 2015 Sea Swift Pty Ltd and Toll Marine Logistics Australia, a subsidiary of Toll Holdings Limited, requested the ACCC delay its decision on Sea Swift Pty Ltd’s proposed acquisition of Toll Marine Logistics Australia’s Northern Territory/Far North Queensland marine freight business. “The ACCC was ready to make and announce a decision in this matter yesterday, but Sea Swift and Toll requested we delay our decision so that they could make submissions about changes to the transaction and a new proposed undertaking that will attempt to address our preliminary competition concerns,” ACCC Chairman Rod Sims said. “This shows the difficulties the ACCC faces with setting deadlines in the informal merger process and highlights that in many cases, delays to ACCC decisions are caused by last minute requests from merger parties,” Mr Sims said. The ACCC has agreed to delay its decision by four weeks to 9 July 2015 so that the revised transaction can be presented and assessed. In the meantime, Toll and Sea Swift will continue to compete and there will be no change to operations. The ACCC understands that there has been uncertainty in the community about the future of the Toll Marine business in the Northern Territory and Far North Queensland. The ACCC has requested and Toll Marine has provided an undertaking to the ACCC that it will not cease providing services before 30 November 2015 unless the matter is resolved sooner. The ACCC has previously expressed its preliminary concern that the proposed acquisition is likely to substantially lessen competition in the supply of marine freight services in the Northern Territory and Far North Queensland, including the Torres Strait Islands. Sea Swift and Toll Marine are both suppliers of scheduled marine freight services to the Northern Territory, far north Queensland and coastal communities including the Torres Strait Islands.

Customers and communities in these remote regions require regular replenishment of basic inputs and supplies, including fuel for electrical generators. Large and small retailers in the regions, ranging from a major supermarket chain to community-owned stores require regular, reliable deliveries, particularly for perishable food. Other customers require occasional freight services of items ranging from vehicles to household items. The communities are home to many disadvantaged consumers, often with very low incomes.

Some of these communities cannot receive any freight by road and others are only able to receive limited volumes. This is either because they are located on islands or because the roads to them are routinely not in good enough condition to handle trucks.

Further information is available at www.accc.gov.au



.




ACT of 2016




Annexure PSR-14




.




ACT of 2016




Annexure PSR-15





Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-16


Toll Marine Logistics GPO Box 1019 Darwin NT 0800

T +61 8 8982 2000

F +61 8 8941 0412 www.tollgroup.com

Perkins Shipping Pty Ltd

ABN 69 009 597 835

Thursday 26 February 2015

Dear Customer,

Proposed sale of Toll Marine Logistics NT and QLD marine assets to Sea Swift

As announced to the Australian Securities Exchange (ASX) on 25 November 2014, Toll has entered into an agreement with Sea Swift for the sale of assets related to its Far North Queensland and Northern Territory general freight operations. The sale is subject to ACCC review and following an initial review, the ACCC is seeking further feedback from the market with responses requested by mid-March 2015 before a final decision by 16 April 2015.

Toll’s general freight marine business has come under significant pressure in recent yea rs which has resulted in the business becoming unsustainable. Challenges facing the business include aggressive expansion of capacity, reduced prices, reduced volumes due to the closure of the Gove refinery and declining capital expenditure and infrastructure programmes by mining companies and governments.

Despite our best efforts to reduce costs and enter new markets to increase the revenue base and turn around profitability, the financial position is such that Toll was left with two choices:

1. Pursue the transaction with Sea Swift, with comprehensive undertakings offered to the ACCC to allay any perceived concerns about changes to capacity, scheduling or pricing; or

2. Wind up the business and sell our assets.

Toll understands the essential service nature of the services we provide and for that reason we chose to pursue the transaction with Sea Swift. The below table outlines some of the issues we considered when deciding to pursue the transaction with Sea Swift:

Transaction with Sea Swift proceeds Toll winds up the business in NT and FNQ Court enforceable service commitments which require Sea Swift to maintain a base level of frequency of its scheduled services

No commitments regarding service or frequency

Court enforceable restrictions on price increases which set a cap for freight charges

No restrictions on price increases

Court enforceable access commitments to port facilities at Nhulunbuy

No enforceable access commitments for third parties at Nhulunbuy

Enforceable dispute resolution procedure which includes independent arbitration should customers not be able to reach agreement with Sea Swift

No enforceable dispute resolution procedure

Vessels will be available to be used with court enforceable security of supply

No guarantee assets will be available to be used in the markets (i.e. may get sold overseas)

Toll firmly believes that the enforceable undertakings offered to the ACCC will, if accepted, protect residents of the affected remote communities from potential or perceived adverse outcomes of moving to a single full service provider. Without these court enforceable commitments, residents and customers will be left with much less protection and certainty. Naturally, Sea Swift will continue to be subject to competition from existing third parties an d the threat of new providers entering the market.

Toll feels the undertakings offered to the ACCC as part of the Sea Swift transaction are a key step to protect residents in these communities, compared to an outcome in which Toll has to wind up its general freight marine business in Far North Queensland and the Northern Territory. For this reason, we seek your support for the transaction with Sea Swift to proceed.

Please contact Darren Rowland on (03) 9694 3234 if you have any queries relating to this letter.

Yours sincerely,

Scott Woodward General Manager, Toll Marine Logistics



.




ACT of 2016




Annexure PSR-17


Filed on behalf of Sea Swift Pty Limited (The Applicant)Prepared by Luke WoodwardLaw firm Gilbert + TobinTel +61 2 9263 4014 Fax +61 2 9263 4111Email [email protected]

Address for serviceLevel 37, 2 Park Street, Sydney, NSW 2000DX 10348 SSE

.



ACT of 201




Annexure PSR-18

23 Marcus Clarke StreetCanberra ACT 2601

GPO Box 3131Canberra ACT 2601

tel: (02) 6243 1368 [email protected]

www.accc.gov.au

Our ref: 56246 Contact officer: Natasha Cox Contact phone: (03) 9290 1938

9 July 2015

Gina Cass-Gottlieb Richard Murphy Partner Partner Gilbert & Tobin Minter Ellison Lawyers 2 Park Street 525 Collins Street Sydney NSW 2000 Melbourne VIC 3000

By email: [email protected]; [email protected]

Copy to: [email protected]; [email protected]@minterellison.com

Dear Ms Cass-Gottlieb and Mr Murphy

Sea Swift Pty Ltd – proposed acquisition of certain assets of Toll’s marine freight operations in the Northern Territory and far north Queensland

I refer to our previous correspondence regarding the proposed acquisition of certain assets of the Toll Marine Logistics business (TML) by Sea Swift Pty Ltd (Sea Swift) (the proposed acquisition).

The Australian Competition and Consumer Commission (the ACCC) has considered the information provided by you and other material it has before it and, based on that information, the ACCC has formed the view that the proposed acquisition would have the effect, or be likely to have the effect, of substantially lessening competition in the market or markets for the supply of scheduled marine shipping services in the Northern Territory and far north Queensland, in contravention of section 50 of the Competition and Consumer Act 2010 (the Act).

The ACCC considered the proposed undertakings provided by the parties and reached the view that they were incapable of addressing the competition concerns arising from the proposed acquisition.

We note that on 29 May 2015 Gilbert + Tobin provided an undertaking on behalf of Sea Swift that Sea Swift will not take any further steps to complete the proposed acquisition without giving the ACCC at least five business days’ notice of its intention to proceed with the proposed acquisition.

If you have any questions relating to this letter, please contact Natasha Cox on (03) 9290 1938.

Yours sincerely

David Jones Acting General Manager Merger Investigations




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-19


ACCC OPPOSES SEA SWIFT PTY LTD’S PROPOSED ACQUISITION OF TOLL MARINE LOGISTICS The Australian Competition and Consumer Commission has decided to oppose the proposed acquisition by Sea Swift Pty Ltd of the Northern Territory and far north Queensland marine freight business of Toll Marine Logistics Australia (a division of Toll Holdings Limited, whose ultimate owner is Japan Post) because it would be likely to substantially lessen competition.

“Sea Swift and Toll Marine are the two largest suppliers of marine freight services in the NT and FNQ and, on many routes, are the only two suppliers of scheduled freight services. Over the last two years, they have been engaged in a price war with each other,” ACCC Commissioner Roger Featherston said.

“During this price war, Toll has agreed to sell its business to Sea Swift for a substantial amount of money, and a 20% shareholding in Sea Swift. Not only would this merger eliminate the competition between them, it would also increase the barriers to entry or expansion for other freight providers.” “The proposed transaction strengthens Sea Swift’s position and power in these markets and denies other freight suppliers the opportunity of expanding as a consequence of any exit by Toll.” “As far as the ACCC is aware, Toll did not offer its business on the market or look for any other potential acquirer of the business or of any of the assets used in its business.

“As Sea Swift is the party with the most to gain from an end to the price war and Toll’s exit from these markets, it is not surprising that Toll considered Sea Swift would pay the highest price for the business, but the ACCC has to consider the effects upon competition, not the commercial benefits to the party selling the assets,” Mr Featherston said. The ACCC had previously expressed its preliminary view that the proposed acquisition was likely to substantially lessen competition. In an attempt to address this concern the parties offered undertakings to the ACCC. The ACCC considered the proposed undertakings and decided they were incapable of addressing the competition concerns.

The ACCC intends to issue a public competition assessment in due course. Further information is available from the public register at [hyperlink] .

Background

Sea Swift and Toll Marine Logistics are both providers of scheduled marine freight services to the Northern Territory, far north Queensland and coastal communities including the Torres Strait Islands.

Customers and communities in these remote regions of NT and FNQ require regular replenishment of basic inputs and supplies, including fuel for electrical generators. Large and small retailers in the regions, ranging from a major supermarket chain to community-owned stores, require regular, reliable deliveries, particularly for perishable food. Other customers require occasional freight services for items ranging from vehicles to household items. The communities are home to many disadvantaged consumers, often with very low incomes.

Some of these communities cannot receive freight by road at all or in any significant volume. This is either because they are located on islands or because the condition of the roads are often not good enough to handle trucks, particularly in the long tropical wet season.

Sea Swift Pty Ltd provides scheduled freight shipping services, cruise and marine transport, project logistics and mothershipping services in northern Australia (motherships deliver supplies to and collect catch from commercial fishing boats at sea). It was established in 1987 and is based in Cairns, Queensland. It recently expanded its services to Darwin, Gove and nearby communities in the Northern Territory where Toll Marine operates.

Toll Marine provides scheduled and charter shipping services in the NT and FNQ. It recently expanded its services into the Torres Strait where Sea Swift operates. Toll Marine’s business also includes providing logistics services to the oil and gas industries, but these assets are not included in the proposed acquisition.

Media inquiries ACCC Media 1300 138 917 MR 118/15 9 July 2015




Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.



ACT of 2016





21 September 2015.

Annexure PSR-20





Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.




ACT of 2016





21 September 2015.

Annexure PSR-21





Tel +61 2 9263 4014 Fax +61 2 9263 4111


Address for service


DX 10348 SSE

.




ACT of 2016





21 September 2015.

Annexure PSR-22


NOTICE OF LODGMENT

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