4. The basic facts of LF-2023-72628-1
The fishing vessel Stormfuglen, with a basic quota of 317.5 tons and no structure quota, was owned by Stormfuglen AS, a subsidiary of Stormfuglen Holding AS, with the latter’s shares held by two sisters. One of them was a manager in Stormfuglen AS, as well as being skipper of the vessel. In 2020 the sisters decided to sell the vessel. Shipbroker A in the brokerage firm Atlantic Marine – familiar with the sale of fishing vessels and quotas – was contacted by telephone on 14th May 2020, with the understanding that there should be no public sales process. The broker accepted the instruction, without giving a written confirmation. The same day, A contacted a representative of a group of companies wishing to acquire ring net quotas. Four of the group were interested. An agreement for the sale of the vessel, together with its quota, was formalized on 15th June 2020, based upon the standard Sale form 1987 template, but with this agreement including the option for the parties to amend the terms to being solely a sale of shares in the vessel (without the quota) – if completed prior to 30th December 2020:
“It is understood that the parties will have to agree that sale of the shares is preferable to the carrying out the contract as now existing. If the sale of shares is chosen, the parties must agree on a contract by which the transaction will be completed.”
On 3rd November 2020, the parties agreed on the sale of shares at a price of about NOK 270 million. The price reflected the parties’ agreement on a discount of NOK 58 million, to compensate the buyers for loss of write-off and lower entrance value, when compared to a sale of the vessel with quota.