1. POSH Offshore www.posh.com.sg .. / POSH ... .. / ...

2. POSH Offshore www.posh.com.sg Human Resource Corruption Free / Customer .. POSH Shell, BP POSH NOL 3. POSH Offshore www.posh.com.sg NOL System POSH . POSH () 1.8 billion dollar . . Deep Sea AHTS, AHT, Mudboat (PSV), Submersible Barge,Towing Tug, 4. POSH Offshore www.posh.com.sgDeck/Tank Barge, Container Barge, Accommodation Vessel Accommodation Vessel FPSO Dynamic Position DP System GPS BowTruster DP DP DP1, DP2, DP3 DP2 DP 5. POSH Offshore www.posh.com.sg .. 6. PROSPECTUS DATED APRIL 17, 2014 (Registered by the Monetary Authority of Singapore on April 17, 2014)This document is important. If you are in any doubt as to the action you should take,you should consult your legal, financial, tax or other professional adviser.This is the initial public offering of the ordinary shares (our Shares) of PACC Offshore ServicesHoldings Ltd. (our Company). We are issuing 252,020,000 new Shares for subscription byinvestors at the Offering Price (as defined below). The Offering (as defined below) comprises:(i) an international offering to investors, including institutional and other investors in Singapore(the International Offering), including 25,200,000 Shares (the Reserved Shares) reservedfor the directors, management, employees and business associates of our Company, oursubsidiaries and our joint ventures, and Kuok (Singapore) Limited (KSL) and its subsidiaries(including Pacific Carriers Limited (PCL) and its subsidiaries) who have contributed to oursuccess to be determined by us at our sole discretion, and (ii) an offering to the public inSingapore (the Public Offering). The International Offering and the Public Offering (together,the Offering) will consist of an aggregate of 252,020,000 Shares (the Offering Shares). Theoffering price (the Offering Price) for each Offering Share is S$1.15.At the same time as but separate from the Offering, each of Hwang Investment ManagementBerhad and Fortress Capital Asset Management (M) Sdn Bhd (collectively, the CornerstoneInvestors) has entered into a cornerstone subscription agreement with our Company(collectively, the Cornerstone Subscription Agreements) to subscribe for an aggregate of85,605,000 new Shares at the Offering Price (the Cornerstone Shares), conditional uponthe Management and Underwriting Agreement and Placement Agreement (each as definedherein) having been entered into and not having been terminated pursuant to their terms onor prior to the Listing Date (as defined here).The Offering is underwritten by DBS Bank Ltd. (DBS Bank), Merrill Lynch (Singapore) Pte.Ltd. (Merrill Lynch) and Oversea-Chinese Banking Corporation Limited (OCBC Bank)(together, the Joint Issue Managers, Bookrunners and Underwriters) at the Offering Price.In connection with the Offering, PCL (the Over-allotment Option Provider) has grantedMerrill Lynch, as stabilising manager (the Stabilising Manager), acting on behalf of theJoint Issue Managers, Bookrunners and Underwriters, an over-allotment option (the Over-allotmentOption), exercisable in whole or in part on one or more occasions from the dateof commencement of dealing in our Shares on the Singapore Exchange Securities TradingLimited (the SGX-ST) (the Listing Date) until the earlier of (i) the date falling 30 days fromthe Listing Date, or (ii) the date when the Stabilising Manager or its appointed agent hasbought, on the SGX-ST, an aggregate of 46,125,000 Shares, representing approximately18.3% of the total Offering Shares, to undertake stabilising actions, to purchase from PCL upto an aggregate of 46,125,000 Shares (the Additional Shares) (representing approximately18.3% of the total Offering Shares) at the Offering Price, solely to cover the over-allotmentof the Offering Shares, if any. The exercise of the Over-allotment Option will not increase thetotal number of issued Shares immediately after completion of the Offering.Prior to the Offering, there was no public market for our Shares. An application has beenmade to the SGX-ST for permission to list all our issued Shares, the Offering Shares, theCornerstone Shares, the Additional Shares, the Shares which may be issued upon theexercise of options to be granted under the POSH Share Option Plan (the Option Shares)and the Shares which may be issued upon the release of awards to be granted under thePOSH Performance Share Plan (the Performance Shares) on the Mainboard of the SGX-ST.Such permission will be granted when our Shares have been admitted to the OfficialList of the SGX-ST. Acceptance of applications for the Offering Shares will be conditionalPACC OFFSHORE SERVICES HOLDINGS LTD.Company Registration No.: 200603185ZIncorporated in Singapore on 7 March 2006upon, among others, permission being granted by the SGX-ST to deal in and for quotationof all our issued Shares, the Offering Shares, the Cornerstone Shares, the Additional Shares,the Option Shares and the Performance Shares. Monies paid in respect of any applicationaccepted will be returned to you, at your own risk, without interest or any share of revenue orother benefit arising therefrom if the Offering is not completed because the said permissionis not granted or for any other reason, and you will not have any right or claim againstus, the Over-allotment Option Provider or the Joint Issue Managers, Bookrunners andUnderwriters. Our Company has received a letter of eligibility from the SGX-ST for the listingand quotation of all our issued Shares, the Offering Shares, the Cornerstone Shares, theAdditional Shares, the Option Shares and the Performance Shares on the Mainboard of theSGX-ST. Our Companys eligibility to list and admission of our Shares to the Official List of theSGX-ST is not to be taken as an indication of the merits of the Offering, our Company, anyof our subsidiaries, our Shares (including the Offering Shares, the Cornerstone Shares, theAdditional Shares, the Option Shares and the Performance Shares), the POSH Share OptionPlan or the POSH Performance Share Plan. The SGX-ST assumes no responsibility for thecorrectness of any statements or opinions made or reports contained in this Prospectus.A copy of this Prospectus has been lodged with and registered by the Monetary Authority ofSingapore (the Authority or MAS) on April 7, 2014, and April 17, 2014, respectively. TheAuthority assumes no responsibility for the contents of this Prospectus. Registration of thisProspectus by the Authority does not imply that the Securities and Futures Act, Chapter 289of Singapore (the Securities and Futures Act or the SFA), or any other legal or regulatoryrequirements, have been complied with. The Authority has not, in any way, considered themerits of our Shares being offered for investment (or of the Additional Shares, where theOver-allotment Option is exercised).No Shares will be allotted on the basis of this Prospectus later than six months after the dateof registration of this Prospectus with the Authority.Investing in our Shares involves risks. See Risk Factors for a discussion of certainfactors to be considered in connection with an investment in our Shares.Nothing in this Prospectus constitutes an offer for securities for sale in the United Statesof America (United States or U.S.) or any other jurisdiction where it is unlawful to doso. The Offering Shares have not been, and will not be, registered under the United StatesSecurities Act of 1933, as amended (the Securities Act) or the securities laws of any stateof the United States and accordingly, may not be offered or sold within the United States (asdefined in Regulation S under the Securities Act (Regulation S)). The Offering Shares areonly being offered and sold outside the United States in offshore transactions as defined in,and in reliance on, Regulation S. For further details about restrictions on offers, sales andtransfers of our Shares, see Plan of Distribution.Investors applying for Offering Shares by way of application forms or electronic applications(both as referred to in Appendix G Terms, Conditions and Procedures for Applicationfor and Acceptance of the Offering Shares in Singapore) in the Public Offering will pay theOffering Price on application, subject to refund of the full amount or, as the case may be, thebalance of the application monies (in each case without interest or any share of revenue orother benefit arising therefrom and without any right or claim against us, the Over-allotmentOption Provider or the Joint Issue Managers, Bookrunners and Underwriters), where (i) anapplication is rejected or accepted in part only, or (ii) the Offering does not proceed for anyreason. Investors applying for the International Offering are required to pay the Offering Price.Offering in respect of 252,020,000 Offering Shares(subject to the Over-allotment Option)Offering Price:S$1.15 per Offering ShareJoint Issue Managers, Bookrunners and Underwriters 7. This overview section is qualified in its entirety by, and should be read inconjunction with, the full text of this Prospectus. Meanings of capitalised termsused may be found in the sections entitled Defined Terms and Abbreviationsand Glossary of Technical Terms of this ProspectusPOSHS COMPETITIVE STRENGTHS1. Largest Asia-based international operatorof offshore support vessels and one ofthe top 5 globally1 Large, diversified fleet of 112 offshore supportvessels22. Global reach with a proven internationaloperating track record POSH believes that the geographical diversificationof its operations reduces dependence on and riskexposure to any single geographical market and/orcustomer3. Strong parentage: a member of theKuok (Singapore) Limited (KSL) Group Dedicated offshore support vessel business of theKSL Group POSH believes its strategic relationships withaffiliated shipyards of the KSL Group will allow POSHto respond rapidly to changing market dynamics4. Established reputation andlong-standing relationships withkey oil and gas industry players Leading global shipyards and offshore engineeringcompanies such as Saipem, Hyundai HeavyIndustries, Technip Singapore and SapuraCloughOffshore work with POSH on a regular basis Established reputation and long-standing relationshipswith global oil and gas majors and international oiland gas contractors5. Highly-experienced and committedmanagement team Chief Executive Officer and Executive Director, Mr.Seow Kang Hoe, Gerald, has more than 40 yearsexperience in the shipping industry Management team includes 12 shore-based MasterMariners and 23 Chief Engineers with an aggregatesea-going experience of more than 600 years3 8. LARGE, MODERN AND DIVERSE FLEETOF OFFSHORE SUPPORT VESSELS Vessels1 are designed with diesel electricpropulsion and Clean-Design Notation andGreen Passports, reducing and limiting theships combustion machinery emissions andaccidental sea pollution Combined fleet of 112 vessels2, comprising:14 Anchor Handling Tug Supply (AHTS) vessels,13 Platform Supply Vessels (PSVs), 19 AnchorHandling Tugs (AHTs), 9 towing tugs, 20 barges, 5accommodation vessels3, 23 harbour tugs, 4 cranebarges and 5 support vessels 15 Vessels4 on order and scheduled fordelivery: Comprises 2 deck cargo barges, 2 ASDharbour tugs, 3 DP2 accommodation vessels, 3DP2 AHTS, 2 DP3 SSAVs and 3 vessels which ourjoint ventures have on order Services: anchor handling, ocean towage andinstallation, ocean transportation, heavy-lift,offshore accommodation, harbour towage andemergency responseTHE POSH FLEET2Number25201510505SupportVesselsCraneBargesHarbourTugsOffshore Supply Vessels Offshore Accomodation Harbour Services and Emergency Response Transportation and Installation1 DP2 PSVs, DP2 accommodation vessels and DP3 SSAVs2 As of December 31, 20133 Includes one vessel that is undergoing conversion into an accommodation vessel4 As of the Latest Practicable Date. Not including one vessel undergoing conversion into an accommodation vesselTowingTugsBarges PSV Accomodation AHTs AHTSVessels423 20135171492 9. POSH IS THE LARGEST ASIA-BASEDINTERNATIONAL OPERATOR OFOFFSHORE SUPPORT VESSELS ANDONE OF THE TOP FIVE GLOBALLY5GLOBAL REACH WITH A PROVEN INTERNATIONAL OPERATING TRACK RECORDMexicoNigeriaGabon India Malaysia5 Based on Infields data on the number of vessels operated by POSH and the other major international providers of global support vesselsNewCaledoniaEgyptChinaUAE ThailandRussiaVenezuelaCountries operated in over the yearsCountries currently operating inSingaporeAngolaIndonesia AustraliaMyanmarVietnamCongoSouthAfricaNewZealandPhilippinesBrazilUK OmanItalySaudiArabia Iran 10. 6. Well-positioned to capturemarket opportunities acrossall business segments The youngest deepwater AHTS and PSV fleet and theyoungest midwater AHTS and PSV fleet globally, with anaverage age of 2.3 and 2.2 years, as at December 31,2013 respectively4OFFSHORESUPPLYVESSELSOFFSHOREACCOMMODATIONHARBOURSERVICES ANDEMERGENCYRESPONSETRANSPORTATIONAND INSTALLATION 5 vessels3 (includingone vessel undergoingconversion intoa 198-personaccommodation vessel) Expected to operatethe youngest high-berthaccommodation vesselsfleet in the world withthe delivery of two750-person DP3 SSAVsby end 20144 Two 238-person DP2accommodation vesselsscheduled to be deliveredby end 2014 One 238-person DP2accommodation vesselscheduled to be deliveredby first quarter of 2015 One of the largest deepwater AHT fleets in the world4 Built up a track record in completing many demandingand high-value ocean towage projects, havingsuccessfully completed 53 floating system T&Icontracts since 19913 Awarded the transportation and installation contractfor Ichthys Central Processing Facility(CP Facility), which is expected to be the worldslargest CP Facility installed to date when completed Harbour Servicesbusiness has beenoperating for over 10years One of the two mainoffshore support vesseloperators globallyto offer emergencyresponse services whichinclude salvage, wreckremoval, rescue and oil-spillresponse services41 Based on data provided by Infield Systems Limited on the number of vessels operated by POSH and the other major international providers of global support vessels2 As of December 31, 20133 As of the Latest Practicable Date4 According to Infield Systems Limited 11. POSHS STRATEGIES1. MAINTAINING GROWTH MOMENTUM Growing since incorporation in 2006 Total assets have grown from US$35.7 million as atDecember 31, 2006 to US$1.8 billion as at December31, 2013 In-principle approval given by the Board for a capitalexpenditure budget of US$291.5 million for the furtherexpansion of our fleet in the offshore supply vessels(OSV), transportation and installation and harbourservices and emergency response business segments(including the acquisition of multifunctional supportvessels (MSV)) (Further Fleet Expansion)- Plan to implement the Further Fleet Expansion in 20142. BROADEN FLEET DIVERSIFICATION Expanding our fleet through the acquisition of larger andmore sophisticated vessels 15 vessels on order and scheduled for delivery and onevessel undergoing conversion into an accommodationvessel13. EXPAND INTO DEEPWATER OFFSHOREACCOMMODATION AND OTHER HIGH-GROWTHASSET CLASSES Focus on high-capacity and high-specification offshoreaccommodation vessels Exploring entry into the Inspection, Maintenance andRepair (IMR) segment and potential acquisition ofIMR vessels4. MAINTAIN HIGH SERVICE RELIABILITY5. OPTIMISE CHARTER MIX FOR OSV ANDOFFSHORE ACCOMMODATION FLEET To provide stable revenue streams Long-term charters: predictable and reliable cash flows Short-term charters: benefit from higher day rates6. EXPAND INTO NEW GEOGRAPHIC MARKETSWITH SIGNIFICANT GROWTH POTENTIAL Australia, Indonesia, Latin America and the EMEA2regionNet Profit: 3-Year CAGR* of 67.4%26.253.573.410.92230.9Net Profit (US$million)Net Profit Margin (%)3Year ended 31 December 2011 Year ended 31 December 2012 Year ended 31 December 2013* Compounded annual growth rate1 As of the Latest Practicable Date 2 Europe, Middle East and Africa 3 Derived by dividing net profit over revenue 12. TABLE OF CONTENTSPageNotice to Investors. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . iiiCorporate Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . xSummary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29Use of Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60Dividend Policy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63Capitalisation and Indebtedness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 64Dilution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66Exchange Rates and Exchange Controls. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69Selected Consolidated Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74Selected Pro Forma Financial Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77Managements Discussion and Analysis of Financial Condition and Results ofOperations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112Government Regulations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 145Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 156Share-Based Incentive Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 171Principal Shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 193Interested Person Transactions and Potential Conflicts of Interest . . . . . . . . . . . . . . 198Share Capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 219Description of our Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 223Taxation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 230Plan of Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 233Clearance and Settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 242Legal Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 243Independent Auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 244Experts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 245General and Statutory Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 246Defined Terms and Abbreviations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 253i 13. Glossary of Technical Terms. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 257Appendix A Industry Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-1Appendix B Letter from KPMG CF relating to the Mark-up for Shared Services . . B-1Appendix C Letter from KPMG CF relating to the Shareholders Mandate . . . . . C-1Appendix D Summary of Selected Articles of Association of our Company . . . D-1Appendix E List of Present and Past Principal Directorships of our Directorsand Executive Officers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . E-1Appendix F List of Subsidiaries and Associated Companies . . . . . . . . . . . . . . . F-1Appendix G Terms, Conditions and Procedures for Application for andAcceptance of the Offering Shares in Singapore . . . . . . . . . . . . . . . G-1Appendix H Audited Consolidated Financial Statements for the Years EndedDecember 31, 2011, 2012 and 2013 . . . . . . . . . . . . . . . . . . . . . . . . . . H-iAppendix I Unaudited Pro Forma Financial Statements for the Year EndedDecember 31, 2013. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I-iAppendix J List of Mandated Interested Persons . . . . . . . . . . . . . . . . . . . . . . . . . J-1Appendix K Independent Valuation Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . K-1ii 14. NOTICE TO INVESTORSNo person is authorised to give any information or to make any representation not contained inthis Prospectus and any information or representation not so contained must not be relied uponas having been authorised by or on behalf of us, the Over-allotment Option Provider or the JointIssue Managers, Bookrunners and Underwriters. Neither the delivery of this Prospectus nor anyoffer, sale or transfer made hereunder shall under any circumstances imply that the informationherein is correct as of any date subsequent to the date hereof or constitute a representation thatthere has been no change or development reasonably likely to involve a material adverse changein our affairs, condition and prospects or our Shares since the date hereof. In the event anychanges occur, where such changes are material or required to be disclosed by law, the SGX-STand/or any other regulatory or supervisory body or agency, or if we otherwise determine, we andthe Over-allotment Option Provider will make an announcement of the same to the SGX-ST and,if required, issue and lodge an amendment to this Prospectus or a supplementary document orreplacement document pursuant to Section 240 or, as the case may be, Section 241 of the SFAand take immediate steps to comply with the said sections. Investors should take notice of suchannouncements and documents and upon release of such announcements or documents shall bedeemed to have notice of such changes.None of us, the Over-allotment Option Provider, the Joint Issue Managers, Bookrunners andUnderwriters or any of our or their affiliates, directors, officers, employees, agents,representatives or advisers are making any representation or undertaking to any investors in ourShares regarding the legality of an investment by such investor under appropriate investment orsimilar laws. In addition, investors in our Shares should not construe the contents of thisProspectus or its appendices as legal, business, financial or tax advice. Investors should be awarethat they may be required to bear the financial risks of an investment in our Shares for an indefiniteperiod of time. Investors should consult their own professional advisers as to the legal, tax,business, financial and related aspects of an investment in our Shares.The Offering Shares have not been, and will not be, registered under the Securities Act andaccordingly, may not be offered or sold within the United States. The Offering Shares are onlybeing offered and sold outside the United States in offshore transactions as defined in, and inreliance on, Regulation S.We and the Over-allotment Option Provider are subject to the provisions of the Securities andFutures Act and the Listing Manual regarding the contents of this Prospectus. In particular, if afterthis Prospectus is registered but before the close of the Offering, we and the Over-allotmentOption Provider become aware of:(a) a false or misleading statement in this Prospectus;(b) an omission from this Prospectus of any information that should have been included in itunder Section 243 of the Securities and Futures Act; or(c) a new circumstance that has arisen since this Prospectus was lodged with the Authoritywhich would have been required by Section 243 of the Securities and Futures Act to beincluded in this Prospectus if it had arisen before this Prospectus was lodged,that is materially adverse from the point of view of an investor, we and the Over-allotment OptionProvider may lodge a supplementary or replacement document with the Authority pursuant toSection 241 of the Securities and Futures Act.iii 15. Where applications have been made under this Prospectus to subscribe for and/or purchase theOffering Shares prior to the lodgment of the supplementary or replacement document and theOffering Shares have not been issued and/or transferred to the applicants, we and theOver-allotment Option Provider shall either:(i) within seven days from the date of lodgment of the supplementary or replacement document,provide the applicants with a copy of the supplementary or replacement document, as thecase may be, and provide the applicants with an option to withdraw their applications; or(ii) treat the applications as withdrawn and cancelled and return all monies paid, without interestor any share of revenue or other benefit arising therefrom and at the applicants own risk, inrespect of any applications received, within seven days from the date of lodgment of thesupplementary or replacement document.Where applications have been made under this Prospectus to subscribe for and/or purchase theOffering Shares prior to the lodgment of the supplementary or replacement document and theOffering Shares have been issued and/or transferred to the applicants, we and the Over-allotmentOption Provider shall either:(1) within seven days from the date of lodgment of the supplementary or replacement document,provide the applicants with a copy of the supplementary or replacement document, as thecase may be, and provide the applicants with an option to return to us and the Over-allotmentOption Provider, those Offering Shares that the applicants do not wish to retain title in; or(2) treat the issue and/or sale of the Offering Shares as void and return all monies paid, withoutinterest or any share of revenue or other benefit arising therefrom and at the applicants ownrisk, in respect of any applications received, within seven days from the date of lodgment ofthe supplementary or replacement document.Any applicant who wishes to exercise his option to withdraw his application or return the OfferingShares issued and/or sold to him shall, within 14 days from the date of lodgment of thesupplementary or replacement document, notify us and the Over-allotment Option Provider,whereupon we and the Over-allotment Option Provider shall, within seven days from the receiptof such notification, return the application monies without interest or any share of revenue or otherbenefit arising therefrom and at the applicants own risk.Under the Securities and Futures Act, the Authority may in certain circumstances issue a stoporder (the Stop Order) to us and the Over-allotment Option Provider, directing that no or nofurther Offering Shares be allotted, issued or sold. Such circumstances will include a situationwhere this Prospectus (i) contains a statement which, in the opinion of the Authority, is false ormisleading, (ii) omits any information that is required to be included in accordance with theSecurities and Futures Act or (iii) does not, in the opinion of the Authority, comply with therequirements of the Securities and Futures Act.Where the Authority issues a Stop Order pursuant to Section 242 of the Securities and FuturesAct:(A) in the case where the Offering Shares have not been issued and/or transferred to theapplicants, the applications for the Offering Shares pursuant to the Offering shall be deemedto have been withdrawn and cancelled and we and the Over-allotment Option Provider, shall,within 14 days from the date of the Stop Order, pay to the applicants all monies the applicantshave paid on account of their applications for the Offering Shares; oriv 16. (B) in the case where the Offering Shares have been issued and/or transferred to the applicants,the issue and/or sale of the Offering Shares shall be deemed void and we and theOver-allotment Option Provider shall, within seven days from the date of the Stop Order, payto the applicants all monies paid by them for the Offering Shares.Where monies paid in respect of applications received or accepted are to be returned to theapplicants, such monies will be returned at the applicants own risk, without interest or any shareof revenue or other benefit arising therefrom, and the applicants will not have any claim againstus, the Over-allotment Option Provider and the Joint Issue Managers, Bookrunners andUnderwriters.The distribution of this Prospectus and the offer, subscription, purchase, sale or transfer of ourShares may be restricted by law in certain jurisdictions. We, the Over-allotment Option Providerand the Joint Issue Managers, Bookrunners and Underwriters require persons into whosepossession this Prospectus comes to inform themselves about and to observe any suchrestrictions at their own expense and without liability to us, the Over-allotment Option Provider orthe Joint Issue Managers, Bookrunners and Underwriters. This Prospectus does not constitute anoffer of, or an invitation to purchase or subscribe for, any of our Shares in any jurisdiction in whichsuch offer or invitation would be unlawful. Persons to whom a copy of this Prospectus has beenissued shall not circulate to any other person, reproduce or otherwise distribute this Prospectusor any information herein for any purpose whatsoever nor permit or cause the same to occur.In connection with the Offering, the Over-allotment Option Provider has granted the StabilisingManager, acting on behalf of the Joint Issue Managers, Bookrunners and Underwriters, theOver-allotment Option, exercisable in whole or in part on one or more occasions from the ListingDate until the earlier of (i) the date falling 30 days from the Listing Date, or (ii) the date when theStabilising Manager or its appointed agent has bought, on the SGX-ST, an aggregate of46,125,000 Shares, representing approximately 18.3% of the total Offering Shares, to undertakestabilising actions, to purchase from PCL up to an aggregate of 46,125,000 Additional Shares(representing 18.3% of the total Offering Shares) at the Offering Price, solely to cover theover-allotment of the Offering Shares, if any. The exercise of the Over-allotment Option will notincrease the total number of issued Shares immediately after completion of the Offering.In connection with the Offering, the Stabilising Manager or its appointed agent may over-allotShares or effect transactions which may stabilise or maintain the market price of our Shares atlevels above those that would otherwise prevail in the open market. Such transactions may beeffected on the SGX-ST and in other jurisdictions where it is permissible to do so, in each casein compliance with all applicable laws and regulations, including the Securities and Futures Actand any regulations thereunder. However, we cannot assure you that the Stabilising Manager orits appointed agent will undertake stabilising action. Such transactions may commence on or afterthe Listing Date and, if commenced, may be discontinued at any time and shall not be effectedlater than the earlier of (i) the date falling 30 days from the Listing Date, or (ii) the date when theStabilising Manager or its appointed agent has bought, on the SGX-ST, an aggregate of46,125,000 Shares, representing approximately 18.3% of the total Offering Shares, to undertakestabilising actions.v 17. NOTICE TO INVESTORS IN THE EUROPEAN ECONOMIC AREAThis Prospectus is not a prospectus for the purposes of the Prospectus Directive as implementedin Member States of the European Economic Area. This Prospectus has been prepared on thebasis that all offers of the Offering Shares will be made pursuant to an exemption under theProspectus Directive from the requirement to produce a prospectus in connection with offers of theOffering Shares. Accordingly, any person making or intending to make any offer within theEuropean Economic Area of the Offering Shares which are the subject of the offeringcontemplated in this Prospectus should only do so in circumstances in which no obligation arisesfor us or any of the Underwriters to produce a prospectus for such offers. The expressionProspectus Directive means Directive 2003/71/EC (and amendments thereto, including the 2010PD Amending Directive, to the extent implemented in the relevant Member State), and includesany relevant implementing measure in the relevant Member State and the expression 2010 PDAmending Directive means Directive 2010/73/EU.FORWARD-LOOKING STATEMENTSThis Prospectus contains forward-looking statements which are statements that are not historicalfacts, including statements about our beliefs and expectations. Forward-looking statementsgenerally can be identified by the use of forward-looking terminology, such as may, will,could, expect, anticipate, intend, plan, believe, seek, estimate, project and similarterms and phrases. These statements include, among others, statements regarding our businessstrategy, future financial position and results, and plans and objectives of our management forfuture operations. Forward-looking statements are, by their nature subject to substantial risks anduncertainties, and investors should not unduly rely on such statements.Forward-looking statements reflect our current views with respect to future events and are not aguarantee of future performance. These statements are based on our managements beliefs andassumptions, which in turn are based on currently available information. Although we believe theassumptions upon which these forward-looking statements are based are reasonable, any ofthese assumptions could prove to be inaccurate, and the forward-looking statements based onthese assumptions could be incorrect. Actual results may differ materially from informationcontained in the forward-looking statements as a result of a number of factors, many of which arebeyond our control, including: our ability to obtain financing in the future to fund capital expenditures, acquisitions and othergeneral corporate activities; the availability of cash for payment of dividends; our ability to obtain shareholder approval, if necessary, to implement any of our strategies orto undertake expansion plans; the availability of vessels for purchase, the time which it may take to construct new vessels,or vessels useful lives; general offshore market conditions and trends, including charter rates, vessel values, bunkerfuel expenses and factors affecting vessel supply and demand; the strength of world economies and currencies and general domestic and internationalpolitical conditions; changes in governmental rules and regulations or actions taken by regulatory authorities;and other factors discussed under Risk Factors.vi 18. Because of these factors, we caution you not to place undue reliance on any of our forward-lookingstatements. Forward-looking statements we make represent our judgment on the datessuch statements are made. New risks and uncertainties arise from time to time, and it isimpossible for us to predict these events or how they may affect us. Save as required by allapplicable laws of applicable jurisdictions, including the Securities and Futures Act, and/or rulesof the SGX-ST, we assume no obligation to update any information contained in this document orto publicly release the results of any revisions to any forward-looking statements to reflect eventsor circumstances that occur, or that we become aware of, after the date of this Prospectus.INDUSTRY AND MARKET DATAThis Prospectus includes market share and industry data and forecasts that we obtained fromindustry publications and surveys, reports of governmental agencies and internal companysurveys. Infield Systems Limited (the Independent Market Research Consultant) was theprimary source for third party industry data and forecasts. Industry publications and surveys andforecasts generally state that the information contained therein has been obtained from sourcesbelieved to be reliable, but there can be no assurance as to the accuracy or completeness ofincluded information. While we, the Over-allotment Option Provider and the Joint Issue Managers,Bookrunners and Underwriters have taken reasonable actions to ensure that the information isextracted accurately and in its proper context, we, the Over-allotment Option Provider and theJoint Issue Managers, Bookrunners and Underwriters have not independently verified any of thedata from third party sources or ascertained the underlying economic assumptions relied upontherein and neither we, the Over-allotment Option Provider nor the Joint Issue Managers,Bookrunners and Underwriters makes any representation as to the accuracy or completeness ofthat information. Statements as to our market position are based on the most currently availablemarket data.The information and data contained in the report appearing in Appendix A Industry Overviewwere taken from Infields databases and other sources available in the public domain. Infield hasadvised us that it accurately describes the offshore marine services market, subject to theavailability and reliability of the data supporting the statistical and graphical informationpresented. Infields methodologies for collecting information and data, and therefore theinformation discussed in the report appearing in Appendix A Industry Overview, may differ fromthose of other sources, and does not reflect all or even necessarily a comprehensive set of theactual transactions occurring in the offshore marine services market. Although we, the Over-allotmentOption Provider and the Joint Issue Managers, Bookrunners and Underwriters believethe information and data in report appearing in Appendix A Industry Overview to be accurate,we, the Over-allotment Option Provider and the Joint Issue Managers, Bookrunners andUnderwriters have not independently verified the information or data. The source of all tables andcharts in the report appearing in Appendix A Industry Overview is Infield unless otherwiseindicated.vii 19. CERTAIN DEFINED TERMS AND CONVENTIONSIn this Prospectus, references to S$ or Singapore dollars or Singapore cents are to the lawfulcurrency of the Republic of Singapore, references to US$, U.S. dollars or U.S. cents are tothe lawful currency of the United States of America, references to Rp. or rupiah are to the lawfulcurrency of Indonesia, references to peso or Mexican Peso are to the lawful currency ofMexico, references to are to the lawful currency of the United Kingdom, references to C areto Euro, the lawful currency of certain nations within the European Union, references to R areto the lawful currency of South Africa and references to RM are to the lawful currency ofMalaysia. For the readers convenience, unless otherwise indicated, certain U.S. dollar amountsin this Prospectus have been translated into Singapore dollars based on the exchange rate ofS$1.27 = US$1.00, quoted by Bloomberg L.P. on the Latest Practicable Date. However, suchtranslations should not be construed as a representation that Singapore dollar or U.S. dollaramounts have been, could have been or could be converted into U.S. dollars or Singapore dollars,as the case may be, at the rate indicated, any particular rate or at all. See Exchange Rates andExchange Controls Exchange Rates for further information regarding rates of exchangebetween the Singapore dollar and the U.S. dollar.We have included the exchange rate quoted above in its proper form and context in thisProspectus. Bloomberg L.P. has not provided its consent, for the purposes of Section 249 of theSecurities and Futures Act, to the inclusion of the exchange rate quoted above in this Prospectus,and is thereby not liable for such information under Sections 253 and 254 of the Securities andFutures Act. While we, the Over-allotment Option Provider and the Joint Issue Managers,Bookrunners and Underwriters have taken reasonable actions to ensure that the above exchangerate has been reproduced in its proper form and context, neither we, the Over-allotment OptionProvider, the Joint Issue Managers, Bookrunners and Underwriters nor any other party hasconducted an independent review of the information or verified the accuracy of the contents of therelevant information.All trademarks appearing herein are the property of their respective owners.In this Prospectus, references to the Latest Practicable Date refer to March 25, 2014.Any discrepancies in any tables, graphs or charts included in this Prospectus between the totalsand the sums of the amounts listed are due to rounding.The information on our website or any website directly or indirectly linked to our website or thewebsites of any of our related corporations or other entities in which we may have an interest isnot incorporated by reference into this Prospectus and should not be relied on.In this Prospectus, references to our Company or POSH are to PACC Offshore ServicesHoldings Ltd. and, unless the context otherwise requires, we, us, our and our Group referto PACC Offshore Services Holdings Ltd. and its subsidiaries taken as a whole. Unless the contextotherwise requires, references in this Prospectus to our vessels, fleet, vessel fleet or combinedvessel fleet refer to vessels which POSH and its subsidiaries own, as well as vessels held throughour joint ventures, which we account for as jointly controlled entities using the equity method, andreferences to and descriptions of our business in this Prospectus refer to the business carried outby our Group together with such joint ventures. All references to our Board of Directors or ourDirectors are to the board of Directors of PACC Offshore Services Holdings Ltd.In this Prospectus, the definitions and explanation of technical terms found in this section andDefined Terms and Abbreviations apply throughout where the context so admits.viii 20. Our customers named in this Prospectus are generally referred to, in this Prospectus, by theirtrade names. Our contracts with these customers are typically with an entity or entities in thatcustomers group of companies.In addition, unless we indicate otherwise, all information in this Prospectus assumes (i) that theOver-allotment Option is not exercised; and (ii) that no Offering Shares have been re-allocatedbetween the International Offering and the Public Offering.ix 21. CORPORATE INFORMATIONDirectors Kuok Khoon Ean (Chairman and Non-ExecutiveDirector)Seow Kang Hoe, Gerald (Chief Executive Officerand Executive Director)Wu Long Peng (Non-Executive Director)Teo Joo Kim (Non-Executive Director)Ahmad Sufian @ Qurnain Bin Abdul Rashid(Independent Director)Ma Kah Woh (Independent Director)Jude Philomen Benny (Lead Independent Director)Wee Joo Yeow (Independent Director)Company Secretary Tay Cheng Imm Dawn, Bachelor of LawsRegistered Office 1 Kim Seng Promenade, #07-02Great World CitySingapore 237994Principal Place of Business 1 Kim Seng Promenade, #06-01Great World CitySingapore 237994Company Registration Number 200603185ZOver-allotment Option Provider Pacific Carriers Limited1 Kim Seng Promenade, #07-02Great World CitySingapore 237994Share Registrar Boardroom Corporate & Advisory Services Pte. Ltd.50 Raffles Place#32-01 Singapore Land TowerSingapore 048623Joint Issue Managers, Bookrunnersand UnderwritersDBS Bank Ltd.12 Marina BoulevardMarina Bay Financial Centre Tower 3Singapore 018982Merrill Lynch (Singapore) Pte. Ltd.50 Collyer Quay#14-01 OUE BayfrontSingapore 049321Oversea-Chinese Banking Corporation Limited65 Chulia Street #06-00OCBC CentreSingapore 049513x 22. Legal Advisers to our Company andthe Over-allotment Option Provider asto Singapore lawAllen & Gledhill LLPOne Marina Boulevard #28-00Singapore 018989Legal Advisers to our Companyas to Indonesia lawHadromi & Partners Law FirmSetiabudi Atrium, 2nd Floor, Suite 209AJl. H.R. Rasuna Said Kav. 62Jakarta 12920, IndonesiaLegal Advisers to our Companyas to Malaysia lawJeff Leong, Poon & WongB-11-8, Level 11, Megan Avenue IIJalan Yap Kwan Seng50450 Kuala Lumpur, MalaysiaLegal Advisers to our Companyas to Mexico lawBasham, Ringe y Correa, S.C.Paseo de los Tamarindos 400-A 9 PisoBosques de Las LomasMxico D.F.Legal Advisers to the Joint IssueManagers, Bookrunners andUnderwriters as to Singapore lawWongPartnership LLP12 Marina Boulevard Level 28Marina Bay Financial Centre Tower 3Singapore 018982Legal Advisers to the Joint IssueManagers, Bookrunners andUnderwriters as to United Statesfederal securities lawSidley Austin LLPLevel 31Six Battery RoadSingapore 049909Independent Auditors Ernst & Young LLPPublic Accountants and Chartered AccountantsOne Raffles QuayNorth Tower, Level 18Singapore 048583Partner-in-charge: Yee Woon Yim,Chartered AccountantIndependent Financial Adviser KPMG Corporate Finance Pte Ltd16 Raffles Quay#22-00Hong Leong BuildingSingapore 048581Independent Market ResearchConsultantInfield Systems LimitedSuite 5021 Alie StreetLondon E1 8DEUnited Kingdomxi 23. Independent Valuer Clarkson Valuations LimitedSt. Magnus House3 Lower Thames StreetLondon EC3R 6HEUnited KingdomPrincipal Bankers Bank of America NA, Singapore Branch50 Collyer Quay#14-01 OUE BayfrontSingapore 049321DBS Bank Ltd.12 Marina BoulevardMarina Bay Financial Centre Tower 3Singapore 018982Oversea-Chinese Banking Corporation Limited65 Chulia Street #06-00OCBC CentreSingapore 049513Receiving Bank DBS Bank Ltd.12 Marina BoulevardMarina Bay Financial Centre Tower 3Singapore 018982xii 24. SUMMARYYou should read the following summary together with the more detailed information regarding usand the Offering Shares being sold in this Offering, including our financial statements and relatednotes appearing elsewhere in this Prospectus. You should carefully consider, among other things,the matters discussed in Risk Factors.OverviewWe are the largest Asia-based international operator of offshore support vessels and one of thetop five globally, based on Infields data on the number of vessels operated by us and the othermajor international providers of global support vessels, with a diversified fleet servicing offshoreoil and gas exploration and production (E&P) activities. Our offshore support vessels performanchor handling services, ocean towage and installation, ocean transportation, heavy-lift andoffshore accommodation services. Our vessels also provide harbour towage and emergencyresponse services.As of December 31, 2013 and as of the Latest Practicable Date, we operated a combined fleet of112 and 110 vessels, respectively, including 45 and 47 vessels, respectively, owned by our jointventures (of which, as of the Latest Practicable Date, one vessel is undergoing conversion into anaccommodation vessel and two vessels are chartered by a joint venture as a charterer onlong-term charters). This combined fleet comprises Anchor Handling Tug Supply Vessels(AHTS), Anchor Handling Tugs (AHTs), ocean-towing tugs, Platform Supply Vessels (PSVs),accommodation vessels, utility vessels and crane and deck barges. As of the Latest PracticableDate, we have on order and scheduled for delivery 15 vessels, comprising two deck cargo barges,two Azimuth Stern Drive (ASD) harbour tugs, three Dynamic Positioning (DP) 2 or DP2accommodation vessels, three DP2 AHTS, two DP3 Semi-Submersible Accommodation Vessels(SSAVs), and three vessels which our joint ventures have on order. In addition, we have onevessel that is undergoing conversion into an accommodation vessel. Please see Business Vessels to be Delivered for further details.Our fleet operates worldwide serving offshore oilfields in Asia, Africa and Latin America. We haveprovided vessels and services for projects involving many of the worlds major oil companies, aswell as many large international offshore contractors, such as Saipem, Hyundai Heavy Industries,Technip and SapuraClough Offshore.We earn revenue primarily from time charters of our vessels. We also earn significant revenuefrom lump-sum project contracts for which our vessels are deployed.We manage and measure our business performance in four distinct operating segments which arethe Offshore Supply Vessels (OSV) Segment, the Transportation and Installation (T&I)Segment, the Offshore Accommodation (OA) Segment and the Harbour Services andEmergency Response (HSER) Segment.See Business for further information on our business.1 25. Our Competitive StrengthsLargest Asia-based international operator with a diversified fleet of offshore supportvesselsWe are the largest Asia-based international operator of offshore support vessels and one of thetop five globally, based on Infields data on the number of vessels operated by us and the othermajor international providers of global support vessels. As of December 31, 2013 and as of theLatest Practicable Date, we operated a combined fleet of 112 and 110 vessels, respectively,including 45 and 47 vessels, respectively, owned by our joint ventures (of which, as of the LatestPracticable Date, one vessel is undergoing conversion into an accommodation vessel and twovessels are chartered by a joint venture as a charterer on long-term charters). This combined fleetcomprises AHTS, AHTs, ocean-towing tugs, PSVs, accommodation vessels, utility vessels andcrane and deck barges. As of the Latest Practicable Date, we have on order and scheduled fordelivery 15 vessels, comprising two deck cargo barges, two ASD harbour tugs, three DP2accommodation vessels, three DP2 AHTS, two DP3 SSAVs, and three vessels which our jointventures have on order. In addition, we have one vessel that is undergoing conversion into anaccommodation vessel. Please see Business Vessels to be Delivered for further details.Our large and diverse fleet, coupled with our ability to provide value-added services (such as theadded value in providing transportation services through our T&I Segment together withpositioning and set-up services through our OSV Segment), enables us to deliver comprehensivesolutions to our customers by leveraging on our multi-segment offshore capabilities to activelycross-sell our services and secure contracts that are otherwise difficult as a single service-provider,thereby setting us apart and positioning us favourably to compete for tenders. Ourinvolvement across a wide scope of the offshore oilfield services through our different businesssegments enables us to better understand and respond to our customers needs and allows us toanticipate future offshore oilfield service needs. Our diversified fleet and service offerings enableus to achieve financial performance and resilience during industry downturns. We have beenprofitable every financial year since our business expansion in 2007.We constantly monitor demand for offshore services, charter rates, vessel types and fleet sizethrough our involvement across the wide scope of offshore oilfield services through our differentbusiness segments. With this knowledge, we are able to optimise the portfolio mix of our fleet inorder to better service our customers and respond in a timely manner to industry trends. Forexample, as at the Latest Practicable Date, we have ordered two DP3 SSAVs to cater to theincreased demand for deepwater accommodation vessels. We believe this is a key competitiveadvantage that differentiates us from our competitors.2 26. Global reach with a proven international operating track recordWe have a proven international operating track record over many years.As of the Latest Practicable Date, we have completed 53 floating system (including floating production storage and offloading vessels and structures(FPSOs)) transportation and installation contracts since 1991. Our operational track record allows us to meet the qualifying criteria in tenderprocesses across various markets. Our diverse fleet of modern vessels allows greater cross-border operability and flexibility to operate in marketsacross various regions. Whilst our industry is international, most players often operate within the territorial waters of several different nations, eachwith its own unique set of local operational considerations and regulations. We believe we have an advantage over our competitors with ourinternational track record and experience operating in all the different markets. We believe that the geographical diversification of our operations alsoreduces our dependence on and risk exposure to any single geographical market and/or customer.3 27. Well-positioned to capture market opportunities across all our business segmentsWe believe that each of our business segments is well-positioned to capture market opportunities.Offshore Supply VesselsWe are one of the leading Asia-based operators of AHTS and PSVs with a fleet of 14 AHTS and13 PSVs as at December 31, 2013 and 15 AHTS and 13 PSVs as at the Latest Practicable Date.According to Infield, we have the youngest deepwater AHTS and PSV fleet and the youngestmidwater AHTS and PSV fleet globally, with an average age of 2.3 and 2.2 years, as at December31, 2013, respectively. The age profile of our fleet is a key competitive advantage as modernvessels are often preferred due to better reliability and emphasis on higher environmental andsafety standards.Our modern deepwater AHTS are well-placed to benefit from the growing demand for deepwatervessels arising from increased deepwater oil and gas E&P activity across the world. Furthermore,all of our AHTS and PSVs are equipped with Dynamic Positioning or DP technology which isincreasingly a pre-requisite for most offshore projects.Transportation and InstallationWe are one of Asias leading operators providing deepwater towage services for varioushigh-value offshore assets, such as rigs and FPSOs, and offshore construction, transportation andsupport services in the shallow-water segment.According to Infield, we have one of the largest deepwater AHT fleets in the world ranked by fleetsize. We have built up a track record in completing many demanding and high-value ocean towageprojects, having successfully completed 53 floating system (including FPSOs) transportation andinstallation contracts since 1991 as of the Latest Practicable Date. According to Infield, we havebeen involved in at least seven of the 35 floating unit installations that have taken place inAsia-Pacific between 2010 and 2013, including five of the 15 largest in terms of topside weight.In the first half of 2013, we were awarded the transportation and installation contract for IchthysCentral Processing Facility (CP Facility) as well as the Ichthys FPSO. Once the Ichthys CPFacility is completed, the structure is expected to be the worlds largest CP Facility installed todate.Offshore AccommodationAs at the Latest Practicable Date, we have ordered two 750-person DP3 SSAVs. These vesselsare scheduled to be delivered by the end of 2014. As at the Latest Practicable Date, we are in thefinal stages of procuring a charter contract for the commercial deployment of one of the vesselswhen it is delivered. The execution of the charter contract is pending the completion of dueapproval process of the counterparty. Notwithstanding, there is no assurance that the chartercontract will ultimately be executed by the counterparty. Such vessels are expected to capture therising demand for high-capacity and high-specification accommodation vessels specially cateringto the deepwater segment. These vessels will have modern structural designs (including one ofthe largest offshore heli decks), technology (such as DP3) and equipment and will be certified asComfort Class (DNV Notation (1A1) Ship shaped) by DNV by complying with strict noise andvibration control requirements. The specifications of these vessels include having a deck spaceof 2,000 square metres, a maximum deck load of 3,000 metric tonnes and 390 cabins of one, twoor four persons. According to Infield, as at the close of 2013, there were only three operationalSSAVs with berth capacity of more than 600-person and another three on order or under4 28. construction (including our two 750-person DP3 SSAVs). According to Infield, upon the delivery ofour two DP3 SSAVs, we will operate the youngest high-berth accommodation vessel fleet in theworld.As at the Latest Practicable Date, we have also ordered three 238-person DP2 accommodationvessels, of which two are scheduled to be delivered by the end of 2014 and one is scheduled tobe delivered by the first quarter of 2015. In addition, we have one vessel that is undergoingconversion into a 198-person accommodation vessel, which is expected to be delivered by thesecond quarter of 2014.When all of the accommodation vessels that are under construction or undergoing conversion aredelivered by 2015, our accommodation capacity will increase from 879 persons as at the LatestPracticable Date to 3,291 persons (this includes one 191-person accommodation vessel that iscommitted for sale after the Latest Practicable Date).Harbour Services and Emergency ResponseOur Harbour Services business has been operating for over 10 years. We own, operate andmanage a fleet of harbour tugs and heavy lift crane barges, which are actively engaged insupporting harbour towage operators and providing heavy lift services to shipyards engaged in theconstruction, and repair and conversion of ships and offshore drilling units, and other offshorestructures and topside production and processing facilities. In November 2013, our subsidiary,POSH Semco Pte. Ltd. (POSH Semco), was granted a public licence by the Maritime and PortAuthority of Singapore (MPA) for the provision of towage services to vessels within the limits ofthe port and the approaches to the port as described in Government Regulations. According toInfield, we are also one of the two main offshore support vessel operators globally to offeremergency response services which include salvage, wreck removal, rescue and oil-spillresponse services. Emergency, salvage and oil spill response services encompass emergencyassistance to vessels that encounter grounding, collision, incidences of fire and oil spillage as aconsequence of collisions and groundings. In particular, salvage refers to the process ofrecovering a vessel, its cargo, or other property after a shipwreck, grounding or other marineaccidents or incidents, and encompasses refloating, towing and recovery of a sunken, groundedor incapacitated vessel.Established reputation and long-standing relationships with key oil and gas industryplayersAs a result of our proven international operating track record, we have built a strong reputationand an extensive network of customers including global oil and gas majors and international oiland gas contractors. Leading global shipyards and offshore engineering companies, such asSaipem, Hyundai Heavy Industries, Technip and SapuraClough Offshore, also work with us on aregular basis. Our reputation and long-standing relationships with customers enable us tocompete effectively and continue to grow our business.Strong parentageWe believe that our Group benefits significantly from being a member of the KSL Group. Ourparent, KSL, shares common heritage with two other holding companies, namely, Kerry HoldingsLimited in Hong Kong and Kuok Brothers Sdn Bhd in Malaysia, in that they were all founded bythe Kuok family, which together with their related companies, are commonly referred to as theKuok Group. The Kuok Group is a well-regarded conglomerate with diversified investments incommodities, hospitality, logistics, real estate and shipping businesses, among others. The KuokGroup is the single largest shareholding group in listed companies such as Hong Kong-listedKerry Properties Limited, Shangri-La Asia Ltd. and SCMP Group Ltd. (publisher of the South5 29. China Morning Post), Singapore-listed Wilmar International Limited and Malaysia-listed PPBGroup Berhad (PPB) and Malaysian Bulk Carriers Berhad (MBC). Our parentage makes us apreferred partner for leading local entities when we enter new markets or form strategic alliances.As the dedicated offshore support vessel business of the KSL Group, we have ready access to theaffiliated shipyards of the KSL Group. We believe our strategic relationships with these shipyardswill allow us to respond rapidly to changing market dynamics through quick turnaround times fornewbuilds (although there is no publicly available information on the turnaround times for othershipyards) and manage our own maintenance and refurbishment costs as we enjoy operationaladvantages from our ready access to these shipyards such as the ability to gain a closer level ofcontrol and cooperation with the shipyards in terms of design and technical specifications, costingand procurement of equipment, and delivery timelines, as described below: We are actively engaged in determining the design and technical specifications of thevessels. In this regard, the specifications of the vessels and the identification and costing ofthe various engines, parts and technical equipment (including replacement parts andequipment) are specified by us. We are actively involved in the procurement of such engines,parts and equipment (including identifying and selecting the suppliers and engaging innegotiations with such suppliers) prior to the shipyards placing the orders for and importingthese engines, parts and equipment on our behalf for regulatory, operational and logisticalconvenience. In this way, we are able to gain a closer level of control over the costing ofengines, parts and equipment (including replacement parts and equipment), which in turntranslates into costs savings. We station our technical superintendents in the shipyards as our vessels are being built, tomonitor the construction and to ensure that the construction is correctly carried out inaccordance with our approved designs and specifications and to further ensure timelydelivery. Another perspective of timely delivery relates to a scenario where we require vessels for aspecific delivery in the future. This could be due to potential deployment or anticipation of asupply crunch for certain asset classes due to various reasons (for example, aging vesselsscheduled for scrap etc.), and in this regard, not all shipyards may have available berths andcapacity space to meet such future deliveries. Not all shipyards are willing to build vessels to bespoke design specifications and haveseparate arrangements on the equipment package; instead, they prefer to build repeatdesigns, to benefit from their experience and economies of scale and gain discounts for theirown benefit from equipment suppliers and manufacturers.Our transactions with the KSL Group are conducted on an arms length basis, as further detailedin the section on Interested Person Transactions and Potential Conflicts of Interest.Highly-experienced and committed management team with a proven track recordWe have a committed, experienced and highly-qualified management team led by our ChiefExecutive Officer and Executive Director, Mr. Seow Kang Hoe, Gerald who has more than 40years of experience in the shipping industry (including 15 years of sea-going experience and morethan 20 years of senior management experience), as further described in Management Directors. Our Executive Officers come with varied and synergistic backgrounds includingEngineering, Marine and Finance which enable them to lead and manage our Company.6 30. Our management team includes 12 shore-based Master Mariners and 23 Chief Engineers with anaggregate sea-going experience of more than 600 years, as at the Latest Practicable Date. Thedepth and diversity of our managements technical and operational expertise and experienceenable us to identify, evaluate and capitalise on market opportunities and to better anticipateindustry trends and invest in relevant assets to respond to our customers needs. In this regard,we have successfully expanded the scale of our fleet in terms of both capabilities and size (thevessels we operate grew from 98 vessels as at December 31, 2011 to 110 vessels as at the LatestPracticable Date, of which, as of the Latest Practicable Date, one vessel is undergoing conversioninto an accommodation vessel). Our extensive experience and expertise in marine operations,marine engineering and fleet management allow us to proactively manage our fleet and achievea high level of reliability, safety and efficiency in our operations.Recognising the technical capabilities required to operate and manage the two 750-person DP3SSAVs which we have ordered as at the Latest Practicable Date and which are scheduled fordelivery by the end of 2014, we have established an internationally-experienced managementteam with a proven track record. Heading this team is our Project Director, Operations, with morethan 30 years of experience in North Sea and Latin America, including 17 years of handlingday-to-day operations for four SSAVs.StrategyBroaden fleet diversificationWe look to continue to diversify our fleet and leverage on our multi-segment offshore capabilitiesto actively cross-sell our services and secure contracts that would otherwise be difficult as asingle-service provider.We are enhancing our market-leading positions in each of our OSV, T&I and HSER Segments (asfurther described under Our Competitive Strengths Well-positioned to capture marketopportunities across all our business segments), and also the capabilities of our OA Segment, bycurrently expanding our fleet through the acquisition of larger and more sophisticated vessels. Asof the Latest Practicable Date, we have on order and scheduled for delivery 15 vessels,comprising two deck cargo barges, two ASD harbour tugs, three DP2 accommodation vessels,three DP2 AHTS, two DP3 SSAVs, and three vessels which our joint ventures have on order. Inaddition, we have one vessel that is undergoing conversion into an accommodation vessel. Withrespect to the OA Segment, recognising the technical capabilities required to operate and managethe DP3 SSAVs, we have established an internationally-experienced management team with aproven track record (as further described under Our Competitive Strengths Highly-experiencedand committed management team with a proven track record). With respect to theHSER Segment, in November 2013, our subsidiary, POSH Semco, was granted a public licenceby the MPA for the provision of towage services to vessels within the limits of the port and theapproaches to the port as described in Government Regulations. Please see Business Vessels to be Delivered for further details, including details on the contracted delivery date.Please also see Managements Discussion and Analysis of Financial Condition and Results ofOperations Capital Expenditures and Divestments for further details on our contractualcommitments relating to vessels which our Company and our subsidiaries have on order andscheduled for delivery and how such committed future capital expenditures are expected to befunded.We adopt investment management processes in evaluating our fleet expansion plans. Factorswhich determine the level and timing of our fleet expansion include our assessment of the marketdemand and cost of investment for new vessels, our ability to secure attractive charter rates and7 31. our expected return on investment. By adhering to a disciplined and structured set of criteria forevaluating and determining the need for fleet expansion, we are able to maintain a sustainablegrowth model.Separately, we continue to upgrade our existing assets through our fleet optimisation programmeto further enhance our competitiveness and ability to secure new and more complex contracts.Under the fleet optimisation programme, we may dispose of older and/or lower-specificationvessels that are less efficient to operate and upgrade existing vessels with more sophisticatedtechnology and equipment. We may also acquire or build new vessels to optimise the number andmix of vessels within the fleet. For example, we have upgraded a DP1 AHTS into a DP2 AHTS.In addition, as at the Latest Practicable Date, we have one vessel that is undergoing conversioninto an accommodation vessel. Please see Business Vessels to be Delivered for furtherdetails, including details on the contracted delivery date. Please also see ManagementsDiscussion and Analysis of Financial Condition and Results of Operations Capital Expendituresand Divestments for further details on our contractual commitments relating to vessels which ourCompany and our subsidiaries have on order and scheduled for delivery and how such committedfuture capital expenditures are expected to be funded. In this way, we continue to respond to ourcustomers requirements and are likely to secure charters at higher charter rates.Expand into deepwater offshore accommodation and other high-growth asset classesWe intend to actively expand our fleet and venture into new market opportunities, such asdeepwater offshore accommodation, that are expected to be in high demand going forward.Our two SSAVs that are scheduled to be delivered by the end of 2014 were specially designed withadditional ancillary features to enhance the vessels overall functionality. The two vessels arebeing constructed using modern structural designs and are equipped with the latest technologyand specifications. Some key features include their DP3 technology, telescopic gangway, widedeck area and a moon-pool which provide us with the flexibility to expand into the Inspection,Maintenance and Repair (IMR) segment in the future. The IMR segment comprises routineinspection, maintenance and repair work to ensure system integrity and continued performance ofoffshore assets, including subsea facilities and installations. In particular, such work could involvea combination of services such as survey and maintenance of pipelines, support for diving,structural inspections, support for laying cables and hoses, bolt inspection and replacement,support for drilling, light inspection work, support for the maintenance of offshore infrastructuresand well stimulation. As at the Latest Practicable Date, we are in the final stages of procuring acharter contract for the commercial deployment of one of the vessels when it is delivered. Theexecution of the charter contract is pending the completion of due approval process of thecounterparty. Notwithstanding, there is no assurance that the charter contract will ultimately beexecuted by the counterparty.Aside from our high-capacity and high-specification offshore accommodation vessels, we areexploring entry into IMR services to complement our range of deepwater offshore services. Theseservices complement our Companys OSV services by allowing our Company to provide additionalvalue-added services (for instance, divers to conduct inspection and survey of deepwaterstructures) to customers of the OSV Segment in respect of deepwater structures that ourCompany has provided OSV services for. In connection with this, we are currently exploring thefeasibility of acquiring new asset classes such as IMR vessels. In December 2013, our Board ofDirectors gave in-principle approval for a capital expenditure budget of US$291.5 million which ismainly for the further expansion of our fleet (including the acquisition of multifunctional supportvessels (MSVs)) (as further described in Maintaining our growth momentum below). Save forthe foregoing, as at the Latest Practicable Date, our Company has not identified any specific IMRassets to be acquired. A decision to invest in these IMR assets has not yet been made and willbe subject to completion of our feasibility study on the provision of such services, including a study8 32. on the potential return on investment and cost of return. We currently expect to fund any capitalexpenditures that may be incurred in connection with the acquisition of such IMR assets from cashflows from operations and bank borrowings.Maintain high service reliabilityWe believe it is important to maintain a high level of service reliability given the increasinglystringent environmental regulations and the strong emphasis on safety and quality standards.One of our core policies is to be actively involved in monitoring the construction of our vesselsincluding vessel design, equipment selection and quality of construction. This ensures that thevessels are constructed to meet our quality and technical specification requirements. We practiseplanned maintenance programmes for our vessels. In addition, we have recently implementedpredictive maintenance measures for our high-specification and high-capacity vessels.We continue to invest significantly in our workforce by recruiting, developing and retaining talent.We believe that our highly-experienced and well-trained workforce play an important role in thesuccess and growth of our Group and in maintaining our high level of service standards andoperational efficiency. For example, we undertake ongoing in-house education programmes tokeep our crew abreast of market developments and knowledge through holding sea staff seminarsin the Philippines, where we inculcate in our workforce our Groups vision and core values,conduct training to maintain continual education, and build rapport and team work between theshore and sea staff.Optimise charter mix for our OSV and OA fleetIn order to provide stable revenue streams, we intend to optimise our mix of long-term chartercontracts and short-term charter contracts for our OSV and OA fleet. However, we do not have atarget ratio of long-term charter contracts to short-term charter contracts as this depends on thestate of the market (such as the demand and supply dynamics). We aim to maintain and preferlong-term charters which provide us with predictable and reliable cash flows, and less exposureto seasonality and revenue volatility. We would also like to further optimise our charter mix byengaging in short-term contracts which allow us to benefit from higher day rates.Expand into new geographic markets with significant growth potentialWe aim to continue growing our presence in markets which offer significant growth potential suchas Australia, Indonesia, Latin America and the EMEA region or Europe, Middle East and Africa. Wewill expand our presence in Mexico which will serve as our springboard for our strategic expansioninto other regions of Latin America. Accordingly, we are constantly looking out for suitableopportunities to enhance the scale of our business through synergistic strategic alliances andmergers and acquisitions which will better enable us to establish our presence in new high-growthmarkets. As at the Latest Practicable Date, we have not formalised any specific plans for suchexpansion as our Company has not identified any such opportunities to enhance the scale of ourbusiness or any targets for such mergers and acquisitions. We currently expect to fund any suchexpansion from cash flows from operations and bank borrowings.Maintaining our growth momentumOur Company is a relatively young company and we have been growing since we wereincorporated, from total assets of US$35.7 million as at December 31, 2006 to US$1.8 billion asat December 31, 2013. We believe we are still in a growth phase, and we intend to continue toenhance and retain our market-leading positions by maintaining our growth momentum in ourbusiness segments.9 33. In December 2013, our Board of Directors gave in-principle approval for a capital expenditurebudget of US$291.5 million which is mainly for the further expansion of our fleet in the OSV, T&Iand HSER Segments (including the acquisition of MSVs as further described in Expand intodeepwater offshore accommodation and other high-growth asset classes) (Further FleetExpansion). This is in addition to the vessels we have on order and scheduled for delivery asdescribed in Business Vessels to be Delivered. Whilst we have identified the relevant types ofvessels to be acquired, we have not contractually committed to acquire any of these assets as atthe Latest Practicable Date. We currently plan to implement such Further Fleet Expansion in 2014and expect to fund such acquisitions from cash flows from operations and bank borrowings. Theplanned partial repayment of the outstanding amounts under our revolving facilities using the netproceeds from the Offering and the issue of the Cornerstone Shares would increase our availabledebt headroom under these facilities, which may be utilised towards funding the Further FleetExpansion and our future capital expenditure.ValuationsWe have obtained charter-free valuations for the vessels we operated as of December 31, 2013,including 45 vessels owned by our joint ventures (of which one vessel is undergoing conversioninto an accommodation vessel and one vessel is chartered by a joint venture as a charterer on along-term charter), as well as vessels we had on order as of December 31, 2013, to reflect thevalue that would be obtained from selling these vessels in the market on a willing buyer, willingseller basis without any charter agreements in place. The valuations could be materially affectedshould any of the vessels be tendered for sale with a pre-existing charter attached.These vessels were valued by the Independent Valuer as at December 31, 2013 and are not aguide to the market values of the vessels at any other point in time. The valuation was based onrecent transactions, negotiations and brokers market knowledge.No physical inspection or examination of the vessels classification records was performed priorto the valuation of the vessels. For the full terms and methodology of the Independent Valuer,please see their valuation certificate which is reproduced in full in Appendix K IndependentValuation Certificate. There can be no assurance that the valuations prepared by the IndependentValuer reflect the true value of the vessels, or that other independent valuers would have arrivedat the same valuation. Please see Risk Factors Valuations of the vessels may not be indicativeof the true value of the vessels.The appraised value of each of the vessels is set out below. Please see Appendix K Independent Valuation Certificate for further details.10 34. Offshore Supply VesselsNo. Vessel Type Current NameCharter-free Value(US$)1 AHTS POSH Conquest 53,000,0002 AHTS POSH Constant(1) 53,000,0003 AHTS POSH Champion 50,350,0004 AHTS POSH Commander 50,350,0005 AHTS POSH Courage 53,500,0006 AHTS POSH Concorde 53,500,0007 AHTS POSH Persistence 31,000,0008 AHTS POSH Resolve 20,000,0009 AHTS POSH Resolute 20,000,00010 AHTS POSH Rapid 20,000,00011 AHT Salvirile 5,500,00012 AHT Salvision 5,500,00013 PSV POSH Shearwater(1) 29,000,00014 PSV POSH Skua 23,000,00015 Mudboat (PSV) POSH Gannet 29,500,00016 PSV POSH Sandpiper 29,000,00017 PSV POSH Fulmar (Hull PX 1018) 29,000,00018 PSV POSH Pelican (Hull PX 1019) 29,000,00019 PSV Caballo Babieca(2) 19,000,00020 Mudboat (PSV) Don Casiano(2) 22,500,00021 PSV Caballo Argento(2) 26,000,00022 Mudboat (PSV) Caballo Monoceros(2) 20,950,00023 Mudboat (PSV) Caballo Copenhagen(2) 25,500,00024 Mudboat (PSV) Caballo Scarto(2) 24,250,00025 Mudboat (PSV) Rodrigo DPJ(3)(5) 20,950,00026 AHTS Caballo Grano de Oro(3)(6) 28,000,00027 AHTS WINPOSH Rampart(4) 20,500,00028 AHTS WINPOSH Resolve(4) 20,500,00029 AHTS WINPOSH Regent(4) 19,000,000Notes:(1) We have sold to and chartered back this vessel from our joint venture, PT. Mandiri Abadi Maritim, on a long-termcharter.(2) Owned by our joint venture, Servicios Martimos Gosh, S.A.P.I. de C.V.(3) Owned by our joint venture, Sermargosh2 S.A.P. I. de C.V. and its subsidiaries.(4) Owned by our joint venture, PT. Win Offshore.(5) To be renamed POSH Honesto.(6) To be renamed POSH Hermosa.11 35. Transportation and InstallationNo. Vessel Type Current NameCharter-free Value(US$)30 Submersible Barge POSH Giant I 9,250,00031 Submersible Barge POSH Giant II 11,250,00032 AHT POSH Achiever 12,600,00033 AHT POSH Assistor 12,600,00034 AHT Maritime Putri 4,600,00035 AHT Maritime Putra 4,600,00036 AHT POSH Pahlawan 7,750,00037 AHT POSH Panglima 7,750,00038 AHT Salvaree 3,350,00039 AHT Maritime Mesra 4,250,00040 AHT POSH Mulia 4,250,00041 Towing Tug Greenville 126 1,450,00042 Towing Tug Greenville 168 1,450,00043 Towing Tug Maritime Ratu 1,800,00044 Towing Tug Maritime Raja 1,800,00045 Towing Tug Maritime Ratna 1,950,00046 Towing Tug Salvalour 2,600,00047 Deck/Tank Barge Maritime Honour 3,400,00048 Deck/Tank Barge Maritime Glory 2,100,00049 Deck/Tank Barge Maritime Pride 2,100,00050 Deck/Tank Barge Maritime Courage 2,350,00051 Deck/Tank Barge Maritime Faith 1,450,00052 Deck/Tank Barge Maritime Icon 1,500,00053 Deck/Tank Barge Maritime Topaz 1,500,00054 Deck/Tank Barge Maritime West 1,450,00055 Deck/Tank Barge Maritime Falcon 1,050,00056 Deck/Tank Barge Maritime Hawk 1,050,00057 Deck/Tank Barge Maritime Swift 950,00058 Towing Tug Mandiri Tango 3 1,350,00059 Towing Tug Tango 7 1,900,00060Coal/Bulk/Container BargeMandiri Bravo 2 1,500,00061Coal/Bulk/Container BargeMandiri Bravo 4 1,500,00062Coal/Bulk/Container BargeBravo 7 2,000,00012 36. No. Vessel Type Current NameCharter-free Value(US$)63 Deck/Tank Barge WINPOSH 3301(1) 2,100,00064SubmersibleLaunch FloatoverBargePOSH Mogami(2) 25,000,00065 AHT Salveritas(3) 26,500,00066 AHT Salviceroy(3) 26,500,00067 AHT Salvigilant(3) 26,500,00068 AHT Salvanguard(3) 26,250,00069 AHT Salviscount(3) 26,250,00070 AHT Terasea Falcon(3) 45,000,00071 AHT Terasea Hawk(3) 45,000,00072 Towing Tug Tenaga Maju(4) 700,00073 Deck/Tank Barge Maritime East(4) 1,100,00074 Deck/Tank Barge Maritime Hope(4) 1,100,00075 AHT Terasea Eagle (Hull 78)(5) 45,000,000Notes:(1) Owned by our joint venture, PT. Win Offshore.(2) Owned by our joint venture, Nimitrans Pte. Ltd.(3) Owned by our joint venture, POSH Terasea Pte. Ltd. and its subsidiaries.(4) Owned by our joint venture, PT. Mandiri Abadi Maritim.(5) Chartered by our joint venture, POSH Terasea Pte. Ltd.s subsidiary, as a charterer on a long-term charter (and onthat basis, the vessel is accounted for as a vessel owned by our joint venture).Offshore AccommodationNo. Vessel Type Current NameCharter-free Value(US$)76AccommodationVesselPAC Bintan 18,500,00077AccommodationVesselPOSH Bali 17,000,00078AccommodationVesselPOSH Bangka 17,100,00079AccommodationVesselPW Natuna(1) 23,000,00080AccommodationVesselJasa Setia (to be renamedPOSH Bawean)(2) 17,100,000Notes:(1) Owned by our joint venture, Pacific Workboats Pte. Ltd.(2) This vessel is undergoing conversion into an accommodation vessel and is chartered back from our joint venture,PT. Mandiri Abadi Maritim, on a long-term charter.13 37. Harbour Services and Emergency ResponseNo. Vessel Type Current NameCharter-free Value(US$)81Utility/EmergencySupportSalvixen 250,00082 Workboat Work Boat I 185,00083Utility/EmergencySupportSalvern 250,00084 ASD Tug POSH Humility 6,450,00085 Harbour Tug POSH Harvest 4,900,00086 ASD Tug POSH Helper 6,500,00087 Harbour Tug PW Rapi 460,00088 Harbour Tug PW Rajin 460,00089 Harbour Tug Intan 675,00090 Harbour Tug Ikhlas 675,00091 Crane Barge Semco L301 1,100,00092 Crane Barge Semco L88 450,00093 Crane Barge PW L-1501(1) 2,500,00094 Crane Barge PW L-801(1) 13,000,00095ASD Tug/Harbour TugPW Tekun(1) 3,650,00096ASD Tug/Harbour TugPW Teguh(1) 3,850,00097ASD Tug/Harbour TugPW Tegap(1) 3,650,00098ASD Tug/Harbour TugPW Tegas(1) 3,850,00099ASD Tug/HarbourTugPW Zeta(1) 3,950,000100ASD Tug/Harbour TugPW Gamma(1) 5,150,000101ASD Tug/Harbour TugPW Kappa(1) 5,150,000102 Utility Tug PW Resource(1) 2,800,000103 Utility Tug PW Reliance(1) 4,000,000104ASD Tug/Harbour TugPW Iota(1) 5,000,000105ASD Tug/Harbour TugPW Lambda(1) 5,000,000106ASD Tug/Harbour TugPW Tenang(1) 5,000,00014 38. No. Vessel Type Current NameCharter-free Value(US$)107ASD Tug/Harbour TugPW Tenaga(1) 5,000,000108ASD Tug/Harbour TugPW Teraju(1) 5,200,000109ASD Tug/Harbour TugPW Tepat(1) 5,200,000110ASD Tug/Harbour TugSea Basset(2) 1,500,000111ASD Tug/Harbour TugPW Benar(1) 5,650,000112ASD Tug/Harbour TugPW Berani(1) (Hull PX 1026) 5,650,000Notes:(1) Owned by our joint venture, Pacific Workboats Pte. Ltd.(2) Owned by our joint venture, PT. Win Offshore.Vessels to be delivered (1)No. Vessel Type Current NameCharter-free Value(US$)113Accommodationvessel LightConstruction VesselPOSH Endurance (Hull PX1020)43,000,000114Accommodationvessel LightConstruction VesselPOSH Endeavour (Hull PX1021)43,000,000115 AHTSWINPOSH Ready(2) (Hull PX1022)22,000,000116 AHTS POSH Radiant (Hull PX 1023) 22,000,000117Semi SubmersibleAccommodationVesselPOSH Xanadu (Hull C1213) 240,000,000118Semi SubmersibleAccommodationVesselPOSH Arcadia (Hull C1318) 240,000,000119Accommodationvessel LightConstruction VesselPOSH Enterprise (Hull PX1031)43,000,000120 AHTS Hull PX 1032 22,000,000121ASD Tug/HarbourTugHull PX 1033 5,650,000122ASD Tug/HarbourTugHull PX 1035 5,650,000123 AHT Terasea Osprey (Hull 79)(3) 45,000,000124ASD Tug/HarbourTugPW Tetap (Hull PX 1029)(4) 5,350,00015 39. No. Vessel Type Current NameCharter-free Value(US$)125ASD Tug/HarbourTugPW Tangkas (Hull PX 1030)(4) 5,350,000Notes:(1) Excluding one vessel that is undergoing conversion into an accommodation vessel. See Offshore Accommodationabove.(2) As of the Latest Practicable Date, the construction of the vessel has been completed and the vessel has beendelivered and is owned by our joint venture, PT. Win Offshore.(3) As of the Latest Practicable Date, the construction of the vessel has been completed and the vessel has beendelivered and is chartered by our joint venture, POSH Terasea Pte. Ltd.s subsidiary, as a charterer on a long-termcharter (and on that basis, the vessel is accounted for as a vessel owned by our joint venture).(4) Under construction and pending delivery to our joint venture, Pacific Workboats Pte. Ltd.Company BackgroundOur Company was incorporated in Singapore on March 7, 2006 under the Companies Act as aprivate company limited by shares under the name of PACC Offshore Pte. Ltd. On October 23,2007, we changed our name to PACC Offshore Services Holdings Pte. Ltd. On April 2, 2014, wewere converted into a public company limited by shares and changed our name to PACC OffshoreServices Holdings Ltd.Our telephone number is (65) 6733 3500 and our facsimile number is (65) 6738 9300. Our websiteaddress is http://www.posh.com.sg. Information contained on our website is not incorporated byreference into, and does not form part of, this Prospectus.16 40. THE OFFERINGOur Company . . . . . . . . . . . . . . . . . . . PACC Offshore Services Holdings Ltd., a companyincorporated under the laws of Singapore.Offering Shares . . . . . . . . . . . . . . . . . 252,020,000 ordinary shares of our Company.Offering . . . . . . . . . . . . . . . . . . . . . . . Consists of the International Offering and the PublicOffering, each as described below.International Offering . . . . . . . . . . . . . 212,020,000 Offering Shares are being offered by way ofan international placement to investors, includinginstitutional and other investors in Singapore, pursuantto the Offering.The Offering Shares have not been, and will not be,registered under the Securities Act and, accordingly,may not be offered or sold within the United States. TheOffering Shares are only being offered and sold outsidethe United States in offshore transactions as defined in,and in reliance on, Regulation S. These Offering Shareswill, subject to certain conditions, be underwritten by theJoint Issue Managers, Bookrunners and Underwriters atthe Offering Price.Public Offering . . . . . . . . . . . . . . . . . . 40,000,000 Offering Shares are being offered at theOffering Price by way of an offering to the public inSingapore.These Offering Shares will, subject to certain conditions,be underwritten by the Joint Issue Managers,Bookrunners and Underwriters at the Offering Price.Reserved Shares . . . . . . . . . . . . . . . . 25,200,000 Offering Shares out of the Offering Shares inthe International Offering have been reserved for thedirectors, management, employees and businessassociates of our Company, our subsidiaries and ourjoint ventures, and KSL and its subsidiaries (includingPCL and its subsidiaries) who have contributed to oursuccess to be determined by us at our sole discretion.The Reserved Shares will be offered on the same termsas the other Offering Shares in the International Offering.In the event that any of such Reserved Shares are notfully taken up, they will be available to satisfy over-subscription(if any) for Offering Shares in theInternational Offering and/or the Public Offering.17 41. Cornerstone Investors . . . . . . . . . . . . At the same time as but separate from the Offering, eachof the Cornerstone Investors has entered into acornerstone subscription agreement with our Companyto subscribe for an aggregate of 85,605,000 new Sharesat the Offering Price, conditional upon the Managementand Underwriting Agreement and Placement Agreementhaving been entered into and not having beenterminated pursuant to their terms on or prior to theListing Date.Clawback and Re-allocation. . . . . . . . Offering Shares m