TEK-OCEAN GROUP LIMITED (ASX.T3K)

The liquidator reports on their activities during the creditors' voluntary winding-up of the company.

Barry Wight and Daniel Juratowitch appointed Liquidators

delisted for non-payment of annual listing fee under Listing Rule 17.15

we understand the entity failed to pay the annual listing fee

Under Listing Rule 17.6, an entity (if not already suspended) that had not paid its annual listing fees by close of business on Monday, 21 August 2023 would have its securities suspended from Official Quotation before the commencement of trading on Tuesday, 22 August 2023. The following entity has failed to pay to ASX Limited the annual listing fees for the year ending 30 June 2024 and consequently will have its securities suspended from quotation immediately. The company has failed to pay to ASX the annual listing fees for the year ending 30 June 2024, and its securities are already suspended from quotation.

The Administrators rely on relief granted under ASIC Corporations (Externally "“ Administrated Bodies) Instrument 2015/251 (the Instrument) which provides for the deferral of Financial Reporting obligations for a minimum period of 6 months from the date of appointment of Administrators and up to a maximum of 24 months if the Administration continues for longer than 6 months. Accordingly, the AGM of TEK-Ocean is deferred until at least 2 months from the date that the financial reporting relief ceases.

On 6 June 2023, the Board of Directors appointed Barry Wight and Daniel P Juratowitch of Cor Cordis, as Voluntary Administrators of the Company. Despite having successfully completed numerous notable vessel and logistics projects, recent delays in major projects, in addition to larger global economic impacts, have resulted in the Company undergoing short term liquidity challenges. In this regard we are meeting with key stakeholders to ensure their support and ongoing collaboration during the administration process to continue trading on a business-as-usual basis.

Barry Wight and Daniel P Juratowitch of Cor Cordis are appointed as Voluntary Administrators

The Company continues to be buoyed by the level of inbound requests from existing and potential new customers for TEK-Ocean's range of across its full offshore marine and engineering services offering. The Company's temporary suspension from the ASX has impacted some new business opportunities, as well as causing delays to the commencement of several pipeline projects, however Management expects that this will subside once the Company's suspension is removed. TEK-Ocean has appointed Novus Capital as Lead Manager and Sponsoring Broker for an equity capital raising. The Equity Raising is expected to be undertaken in two phases whilst the Company works towards lifting its suspension from ASX, with the initial capital raising via a convertible note and the second capital raising via the issuance of ordinary shares subject to completion of various regulatory requirements, such as convening a meeting of shareholders, for the shares to be issued. TEK-Ocean encountered some unfortunate delays with finalising its Appendix 4E and Annual Report process for the financial year ending 30 June 2022. This process is now well underway and expected to complete over the coming month, following which it is expected that the Annual Report will be finalised and sent to shareholders at some time during May 2022, and the Company will convene its annual general meeting. The Company did not obtain a binding unconditional commitment to refinance by 31 March 2023 and as such the Company's interest rate on its facilities increased by 1% per annum, as previously agreed with the CBA. TEK-Ocean has made significant progress with a number of replacement lenders and is working to have an unconditional refinancing in place shortly. The Company expects to have rectified its working capital position. Upon the release of the Company's audited accounts and the issue of a cleansing prospectus in May/June 2023, it is anticipated these collective actions will facilitate the lifting of the suspension of the Company's shares from ASX.

The company releases a notification of cessation of securities.

The company releases a notification regarding unquoted securities.

The Company's "˜Spirit' vessel is currently progressing specialised and engineered cargo carrying operations until mid December. The scope of work comprises multiple port visits on the East Coast of Australia followed by cargo delivery and collection to an Australian external Territory. We continue to be engaged on multi-operator subsea well intervention and plug and abandonment projects along the offshore North-West Shelf utilising our bespoke tooling and engineering solutions. Our consultancy, personnel and crewing division continues to show steady activity as offshore operations increase and we have engaged with external clients covering subsea intervention operations across the Carnarvon, Browse and Bonaparte basins offshore Western Australia and the Northern Territory. The Melbourne engineering team continues to support Bass Strait and NWS asset owners with decommissioning engineering solutions to aid in the recovery, reuse, and recycling of subsea assets at the end of their operating life. The Barry Beach operational base continues to support multiple clients' offshore marine operations through the provision of supply base logistics, engineering, maintenance, preservation, and storage activities. The Western Australian OCTG manufacturing and subsea service facility continues to see increasing activity and forward orders for specialised machined products and bespoke subsea technical solutions supporting multiple asset owners and global service providers with products, engineering and support for well intervention, decommissioning and plug and abandonment projects.

TEK-Ocean confirms it is progressing toward the completion of its Appendix 4E and Annual Report process. The Company presently anticipates that its Annual Report will be finalised and sent to shareholders in December 2022, following which the Company will convene its annual general meeting. The Company's operations continue in their normal course and the Company continues to tender for new project work to grow its pipeline of work following the investment made to expand the capabilities of the Company's primary asset, the TEK-Ocean Spirit vessel. The Company has renegotiated several of its existing loan facilities with its senior lender. These amendments will allow the Company to have a greatly reduced loan repayment burden (~$1.6 million) for the period to the end of June 2023. In relation to the capital raising, the Company has now received: $580,000 of investment by way of convertible notes from professional and sophisticated investors with further commitments of $500,000 to be received shortly; a total of $1,200,000 from the directors by way of unsecured loans with an interest rate of 10% per annum (this amount is inclusive of the loan amount announced to market on 29 July 2022); and $225,000 from founding shareholders of the Company by way of unsecured loans with an interest rate of 10% per annum, that will automatically convert into convertible notes.

The company releases a notification of cessation of securities.

The Company is continuing discussions with potential investors regarding the completion of a capital raising to provide working capital to the business. It is also in discussions with existing and new lenders regarding a restructuring of the existing debt facilities. The Company is also progressing the completion of its Appendix 4E and Annual Report process.

The securities of TEK-Ocean Group Limited will be suspended from quotation immediately under Listing Rule 17.3, in relation to the proposed capital raising. The securities will remain suspended until a further announcement is made.

listed entity carried for record purposes only