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COMMITMENTS AND CONTINGENCIES
6 Months Ended
Jun. 30, 2017
COMMITMENTS AND CONTINGENCIES.  
COMMITMENTS AND CONTINGENCIES

16. COMMITMENTS AND CONTINGENCIES

 

From time to time the Company has been, and expects to continue to be, subject to legal proceedings and claims in the ordinary course of its business, principally personal injury and property casualty claims. Such claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. See Note 13, Lease commitments, for lease commitments

 

2011 VLCC POOL DISPUTE

 

Pursuant to an arbitration commenced in January 2013, on August 2, 2013, five vessel owning subsidiaries of the Company (the “2011 VLCC Pool Subs”) that entered into the 2011 VLCC Pool submitted to London arbitration in accordance with the terms of the London Maritime Arbitrator’s Association claims of balances due following the withdrawal of their respective vessels from the 2011 VLCC Pool. The claims are for, among other things, amounts due for hire of the vessels and amounts due in respect of working capital invested in the 2011 VLCC Pool. The respondents in the arbitrations, the 2011 VLCC Pool Operator and agent, assert that lesser amounts are owed to the 2011 VLCC Pool Subs by the 2011 VLCC Pool and that the working capital amounts of approximately $1.9 million in the aggregate are not due to be returned until a later date pursuant to the terms of the pool agreements. The respondents also counterclaim for damages for alleged breaches of collateral contracts to the pool agreements, claiming that such contracts purport to extend the earliest date by which the 2011 VLCC Pool Subs were entitled to withdraw their vessels from the 2011 VLCC Pool. Such counterclaim for damages has not yet been quantified and the amount of the counterclaim cannot be reasonably estimated at this time. Submissions in this arbitration have closed but the claim remains pending.

 

ATLAS CHARTER DISPUTE

 

On April 22, 2013, GMR Atlas LLC, a vessel owning subsidiary of the Company, submitted to arbitration in accordance with the terms of the London Maritime Arbitrator’s Association a claim for declaratory relief as to the proper construction of certain provisions of a charterparty contract (the “Atlas Charterparty”) between GMR Atlas LLC and, the party chartering a vessel from GMR Atlas LLC (the “Atlas Claimant”) relating to, among other things, customer eligibility. The Atlas Claimant is an affiliate of the 2011 VLCC Pool Operator. The Atlas Claimant initially counterclaimed (the “Initial Atlas Claims”) for repayment of hire and other amounts paid under the Atlas Charterparty during the period from July 22, 2012 to November 4, 2012 and also asserted claims for interests and costs. GMR Atlas LLC provided security for those claims, plus amounts in respect of interest and costs, in the sum of $3.5 million pursuant to an escrow agreement (the “Escrow Account”). The Initial Atlas Claims were dismissed with prejudice to the extent they were for repayment of hire or other amounts paid prior to October 26, 2012 and this dismissal is no longer subject to appeal.

 

The Atlas Claimant served further submissions on March 7, 2014 which set out claims in the aggregate amount of $4.0 million plus an unquantified claim for interest and legal costs (the “Subsequent Atlas Claims”) arising from the Atlas Charterparty, including primarily claims for damages (as opposed to a claim for repayment) for alleged breaches of customer eligibility requirements. The Subsequent Atlas Claims, in addition to setting out new claims not previously asserted, also include the portion of the Initial Atlas Claims which had not been dismissed. The $3.5 million security previously provided in respect of the Initial Atlas Claims remains held in respect of the Subsequent Atlas Claims. The aggregate amount of claims currently asserted by the Atlas Claimant in respect of the Atlas Charterparty is $4.0 million plus an unquantified claim for interest and legal costs. These claims are presently proceeding in London arbitration. An arbitration hearing took place in December 2016.

 

The arbitration tribunal’s decision was published on May 9, 2017 (the “Decision”) and the tribunal ruled that GMR Atlas LLC had been in breach of certain customer eligibility requirements as claimed by the Atlas Claimant. The Decision stated that the Atlas Claimant was entitled to recover the sum of $3.3 million in respect of the Subsequent Atlas Claims (the “Declaratory Sum”). However the Declaratory Sum represents the loss suffered by the entire 2011 VLCC Pool as a result of the breach of certain customer eligibility requirements, not just the loss suffered by the Atlas Claimant alone which was just one participant in the 2011 VLCC Pool at the relevant time. The Declaratory Sum is therefore subject to distribution among all of the members (at the relevant time) of the 2011 VLCC Pool, which includes our 2011 VLCC Pool Subs, to whom a portion of the Declaratory Sum will be payable. The tribunal has reserved the right to make further decisions in regard to the sums to be distributed among the members of the 2011 VLCC Pool, as well as in respect of any questions of interest and legal costs.

 

The Atlas Claimant is challenging the Decision. An application has been made to the tribunal under section 57 of the Arbitration Act which allows a tribunal to correct or provide further reasoning for an award, or to produce an additional award. Submissions in that application closed on June 30, 2017 and the tribunal’s ruling is awaited.

 

As of June 30, 2017 and December 31, 2016, an amount due from the 2011 VLCC Pool dispute of $1.9 million and $3.4 million, respectively, was included in Other assets (noncurrent). During the three and six months ended June 30, 2017, the Company recorded as general and administrative expenses a write-off of assets of $1.5 million and litigation loss of $0.4 million, both of which are related to the Atlas charter dispute. The Company may incur further charges in connection with this legal proceeding.