T i t a n P e t r o c h e m i c a l s G r o u p L i m i t e d


Titan Petrochemicals Group Limited
(Incorporated in Bermuda with limited liability)
(Stock Code: 1192)
DISCLOSEABLE TRANSACTION
SALE OF A SHIPPING VESSEL

On 27 September 2007, Titan Virgo Co, a wholly-owned subsidiary of the Company and the
Purchaser entered into the MOA pursuant to which Titan Virgo Co agreed to sell and the
Purchaser agreed to purchase the Vessel for a consideration of US$91 million in cash
(approximately HK$709.8 million). The Vessel is a double-hulled very large crude oil carrier with
a dead weight tonnage of 299,993 tonnes built in 1993.
The Sale constitutes a discloseable transaction of the Company under Rule 14.06(2) of the
Listing Rules. A circular containing, amongst other things, further details of the Sale will be
despatched to shareholders as soon as practicable.
The Directors are pleased to announce that on 27 September 2007, Titan Virgo Co entered into
the MOA, further information on which as set out below.
MEMORANDUM OF AGREEMENT

The parties referred to below entered into the MOA on 27 September 2007 containing the
following terms:
Parties
1. Titan Virgo Co, as seller
2. Medoil LLC Dubai or its nominee, being the purchaser, who is based in Dubai and is
principally engaged in handling oil and offshore business. To the best of the Directors’
knowledge, information and belief, having made all reasonable enquiries, the Purchaser and
its beneficial owners are third parties independent of the Company, its directors, chief
executive and substantial shareholders or their respective associates as defined in the Listing
Rules.
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The Sale
Pursuant to the MOA, inter alia, Titan Virgo Co agreed to sell and Purchaser agreed to purchase
the Vessel.
Consideration
The Consideration payable by the Purchaser pursuant to the MOA is US$91 million in cash
(approximately HK$709.8 million), representing a premium of approximately 8.3% to the
prevailing market value of the Vessel referred to below.
The Purchaser shall pay a deposit of 10% of the Consideration in cash within 15 Banking Days
after the signing of the MOA. The deposit will be paid into a joint interest-bearing account in the
names of Titan Virgo Co and the Purchaser.
The Purchaser will pay the remaining 90% of the Consideration to Titan Virgo Co upon delivery of
the Vessel, but not later than 3 Banking Days after the Vessel is in every respect physically ready
for delivery, unto on any account in Singapore which Titan Virgo Co so designates and in
accordance with the terms and conditions of the MOA.
The Consideration has been agreed after arm’s length negotiations by reference to the prevailing
market value (on a ‘‘willing buyer/willing seller’’ basis) of the Vessel in its existing state (being
approximately US$84 million (approximately HK$655.2 million)) as confirmed by an Independent
Third Party, Ritchie & Bisset (Far East) Pte Ltd, professional marine surveyors and consultants.
Delivery
Titan Virgo Co shall keep the Purchaser informed of the Vessel’s itinerary and shall give the
Purchaser a written notice of readiness for delivery when the Vessel is in every respect physically
ready for delivery in accordance with the MOA. The expected time of delivery is between 15
October 2007 and 30 October 2007 at a port to be mutually agreed in Fujairah, United Arab
Emirates. If the Vessel is not delivered to the Purchaser by 30 October 2007, the Purchaser has the
option to cancel the transaction.
REASONS FOR THE SALE AND BENEFITS TO THE GROUP

The Company is a fully integrated downstream oil logistics company, providing end-to-end supply,
transportation, storage and distribution services on a single platform. The core business of the
Group encompasses global oil supply and procurement, storage, blending, transportation, ship
management and other oil related services in the oil logistics chain. The Group has also
established both onshore and offshore oil storage facilities in strategic locations in China and
South East Asia including the operation of floating storage units in Malaysian waters serving
vessels trading between Indian Ocean and Pacific Ocean.
The Company has in its 2006 annual report and its recently 2007 interim report that it will
continue to pursue its strategy of reducing its exposure to the volatile VLCC market where the
transportation rates have remained weak, while at the same time develop a more balanced
portfolio of businesses from which the Group derives its earnings. The Sale is a step towards the
implementation of this strategy, enabling the Group to realise value in the Vessel and strengthen
the cash flow of the Group which will be available for deployment for the benefit of the Group.
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The Vessel is a double-hulled very large crude oil carrier built in 1993. With the increasing age of
the Vessel, now being 14 years old, the maintenance costs are rising. The net results (both before
and after taxation and extraordinary items) attributable to the Vessel for the two financial years
ended 31 December 2006 were a profit of US$1.5 million and a loss of US$0.2 million,
respectively.
Based on the Vessel’s net book value as at 31 August 2007 but without taking into account the
effects of any depreciation from 1st September 2007 up to the date of delivery of the Vessel, the
Sale will result in the Group recording an unaudited gain of approximately US$8.5 million. Given
that the Consideration for the Sale is at a premium to the fair market value, the Directors consider
that the disposal represents a good opportunity to enable the Group to realise the value of the
Vessel. The proceeds of the Sale of US$91 million are intended to be used for general working
capital purposes.
After the Sale, the Group’s transportation division will operate seven VLCCs, and the Group’s fleet
capacity excluding the four VLCCs being used as floating storage, will become approximately 2.13
million dwt.
The Directors are of the view that the transaction contemplated under the MOA is on normal
commercial terms and that such MOA terms are fair and reasonable to the Company, and in the
interests of the shareholders of the Company as a whole.
GENERAL

The Sale constitutes a discloseable transaction of the Company under Rule 14.06(2) of the Listing
Rules. A circular containing, amongst other things, further details of the Sale will be despatched to
shareholders as soon as practicable.
DEFINITIONS

In this announcement, unless the context requires otherwise, the following terms have the
meanings as set out below:
‘‘Banking Days’’ days on which commercial banks are open for business in London and
Singapore;
‘‘Board’’ the board of Directors;
‘‘Company’’ Titan Petrochemicals Group Limited, a company incorporated in Bermuda
and the shares of which are listed on the Stock Exchange;
‘‘Consideration’’ US$91 million in cash (approximately HK$709.8 million), being the amount
of money payable by the Purchaser to Titan Virgo Co for the purchase of
the Vessel pursuant to the MOA;
‘‘Deposit’’ 10% of the Consideration, being US$9.1 million (approximately HK$70.98
million);
‘‘Directors’’ the directors of the Company;
‘‘Group’’ the Company and its subsidiaries;
‘‘HK$’’ the lawful currency of Hong Kong;
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‘‘Hong Kong’’ The Hong Kong Special Administrative Region of the People’s Republic of
China;
‘‘Listing Rules’’ The Rules Governing the Listing of Securities on the Stock Exchange;
‘‘MOA’’ the Memorandum of Agreement dated 27 September 2007 entered into
between Titan Virgo Co and the Purchaser pursuant to which Titan Virgo
Co agreed to sell and the Purchaser agreed to purchase the Vessel;
‘‘Purchaser’’ Medoil LLC Dubai or its nominee, being the purchaser, who is based in
Dubai;
‘‘Sale’’ the sale of the Vessel by Titan Virgo Co to the Purchaser pursuant to the
terms of the MOA;
‘‘Stock Exchange’’ , a wholly-owned subsidiary of the Company;
‘‘US$’’ the lawful currency of the United States of America
‘‘Vessel’’ a very large crude oil carrier with a dead weight tonnage of 299,993
tonnes built in 1993 now named ‘‘Titan Virgo’’; and
‘‘VLCC’’ Very large crude carrier.
Unless otherwise specified in this announcement, translations of US$ into HK$ are made in this
announcement, for illustration only, at the rate of US$1.00 to HK$7.80. No representation is made
that any amounts in US$ or HK$ could have been or could be converted at that rate or at any
other rate.
By order of the board
Titan Petrochemicals Group Limited
Barry Cheung Chun Yuen, JP.
Chief Executive
Hong Kong, 27 September 2007
As at the date of this announcement, the Executive Directors are Mr. Tsoi Tin Chun and Mr. Barry Cheung Chun Yuen,
JP, the Non-executive Director is Mr. Ib Fruergaard, and the Independent Non-executive Directors are Mr. John William
Crawford, JP, Mr. Abraham Shek Lai Him, JP and Miss Maria Tam Wai Chu, JP.
www.petrotitan.com
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