EX-4.26 6 dex426.htm WAIVER LETTER, DATED APRIL 15, 2009 TO A LOAN AGREEMENT DATED OCTOBER 5, 2007 Waiver Letter, dated April 15, 2009 to a loan agreement dated October 5, 2007

Exhibit 4.26

Private & Confidential

 

LOGO

 

To: Dryships Inc.

c/o Cardiff Marine Inc.

Omega Building

80 Kifissias Ave.

Marousi 151 25

 

Attn: Messrs G. Economou, A. Ioannides,

15 April 2009

Dear Sirs,

We are pleased to provide you with amendments to the Loan Agreement dated 5 October 2007 between Piraeus Bank A.E (The “Lender”) and Boone Star Owners Inc. and Iokasti Owning Company Limited, (the “Loan Agreement”) relating to a term loan facility up to US$ 90,000,000 (the “Facility”). Save to the extent of amendments required to give efficacy to this letter, all other terms of the Loan Agreement remain intact. If these amendments are acceptable to you, kindly revert to us by 29 April 2009 so that we may proceed with the preparation of the relevant documentation.

 

BORROWERS (JOINT AND SEVERAL):    Boone Star Owners Inc. and Iokasti Owning Company Limited
CORPORATE GUARANTOR:    Dryships Inc.
COLLATERAL VESSELS:   

•     M/V Samatan, a 74,500 dwt, built in 2001, bulk carrier (“M/V Samatan”);

 

•     M/V Pachino (ex-VOC Galaxy), a 51,200 dwt, built in 2002, bulk carrier (“M/V Pachino”).

ADDITIONAL COLLATERAL VESSELS:   

•     M/V Delray (ex-Lanikai ex-Lacerta), a 71,860 dwt, bulk carrier built in 1994 (“ M/V Delray”);

 

•     M/V Toro, a 73,034 dwt, bulk carrier built in 1995 (“M/V Toro”).

ADDITIONAL CORPORATE GUARANTORS:

   Lotis Traders Inc., owner of M/V Delray and Farat Shipping Company Limited, owner of M/V Toro.

FACILITY AMOUNT:

   Initial Facility Amount: US$ 90,000,000. Current principal outstanding US$ 80,000,000 (Eighty million United States dollars).
INTEREST PERIODS:    3, 6 or 9 month interest periods at Borrowers’ option, or such other period as may be requested by the Borrowers and accepted by the Lender at its sole discretion (subject to availability).

 

 

SHIPPING CENTRE


Private & Confidential

 

 

INTEREST RATE:    The interest rate on the Facility will be based on the London Interbank Offered Rate for US Dollar deposits (“LIBOR”) plus the Applicable Margin. LIBOR will be calculated by reference to the rate appearing on Reuters Screen page BBA Libor.
   In the event that the LIBOR does not represent the Lender’s Cost of funding, then the LIBOR will be substituted by the rate equal to the arithmetic mean of the rates offered for the relevant Interest Period in the London Interbank Market for deposits in Dollars on the day of commencement of the relevant Interest Period as same appear in REUTERS screen at the corresponding electronic pages of: KLIEMM (Carl Kliem GmgH), USDDEPO=ICAP (Icap Plc) and USDDEPO=TTKL (Tullett Prebon Plc) as per Piraeus Bank A.E standard “Market disruption & Non- availability” clause.
   Interest will be calculated on the basis of the actual number of days elapsed in a 360 day year. Interest shall be payable in arrears on the last day of each interest period, but in the event that a period in excess of 3 months is selected then interest will be payable every 3 months.
WAIVER PERIOD:    From 31/12/2008 until 31/3/2011
APPLICABLE MARGIN:    2% p.a. from 1/4/2009 and during the Waiver Period. Thereafter Applicable Margin to be reduced to 1.5% p.a. for the period until the final maturity of the Facility, provided that Minimum Asset Cover Requirement is fully met and there is no event of default.
MANDATORY PREPAYMENT:    For the duration of the Waiver Period, in the event of a sale of any of the Collateral Vessels any receipt of insurance proceeds from the total loss of any of the Collateral Vessels, upon the sale or loss of any of the Collateral Vessel the entire sale or insurance proceeds to be applied towards the respective outstanding Advance of the Facility Amount. However if the amount of the sale proceeds of the Collateral Vessel sold or lost is greater that the respective Advance outstanding, then the surplus funds will be applied pro-rata towards the existing loan facility agreement dated 13 March 2008, as amended on 12/12/2008 between Piraeus Bank and Annapolis Shipping Company Limited, Atlas Owning Company Limited, Farat Shipping Company Limited & Lansat Shipping Company Limited.
SECURITY:    Additional security to include:
  

•    Second priority mortgages on each of the Additional Collateral Vessels;

 

 

SHIPPING CENTRE

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Private & Confidential

 

 

 

• 

  Second priority assignment of all earnings and insurances of each of the Additional Collaterals Vessels;
 

• 

  Corporate Guarantee of each of the Additional Corporate Guarantors;
 

• 

  Specific assignment of all earnings of M/V Samatan from the existing time charter between Boone Star Owners Inc. and Korea line Corp at US$ 39,500 per day until May 2013.
MINIMUM REQUIRED SECURITY COVER:   Subject to no event of default, Minimum Required Security Cover to be waived during the Waiver Period.
FINANCIAL COVENANTS OF THE CORPORATE GUARANTOR:   Subject to no event of default, Financial Covenants of Dryships Inc. (Corporate Guarantor), to be waived during the Waiver Period.
ADDITIONAL COVENANTS:   No cash Dividends for the Borrowers and the Corporate Guarantors without the prior written consent of the Lender from 31/1/2/2008 until 31/12/2009.

Please sign and return a copy of this letter to signify your acceptance latest by 29th April 2009. In the event that we do not receive your acceptance by such date, this offer shall be automatically cancelled and considered null and void.

 

For and on behalf of

Piraeus Bank A.E.

      

/s/ Serafeim Kriempardis

   

/s/ Jason Dallas

  
Serafeim Kriempardis     Jason Dallas   
Head of Shipping     Relationship Manager   

 

 

SHIPPING CENTRE

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Private & Confidential

 

 

We acknowledge receipt of your offer letter dated 15 April 2009 and confirm that the terms and conditions contained are accepted by ourselves and that you may proceed, at our cost, to the preparation of all necessary documentation.

For and on behalf of the Borrowers:

 

/s/ George Economou

   
For Boone Star Owners Inc.    
Name:  

George Economou

   
Date:  

21/4/2009

   

/s/ George Economou

   
For Iokasti Owning Company Limited    
Name:  

George Economou

   
Date:  

21/4/2009

   

The Corporate Guarantor and Additional Corporate Guarantors:

 

/s/ George Economou

 

For Dryships Inc.

 
Name:  

George Economou

   
Date:  

21/4/2009

   

 

 

SHIPPING CENTRE

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Private & Confidential

 

 

/s/ George Economou

     
For Lotis Traders Inc.      
Name:  

George Economou

     
Date:  

21/4/2009

     

/s/ George Economou

     
For Farat Shipping Company Limited      
Name:  

George Economou

     
Date:  

21/4/2009

     

 

 

SHIPPING CENTRE

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