United States Court of Appeals for the Fifth Circuit United States Court of Appeals Fifth Circuit

FILED March 24, 2023 No. 22-20345 Lyle W. Cayce Clerk Corporativo Grupo R SA DE C.V.,

Plaintiff—Appellant,

versus

Marfield Limited Incorporated; Shanara Maritime International, S.A.,

Defendants—Appellees,

Caterpillar Financial Services Asia Pte Ltd; Eksportfinans ASA; The Norwegian Government, represented by the Norwegian Ministry of Trade and Industry and Eksportkreditt Norge AS; KFW IPEX-Bank GmbH,

Intervenors—Appellees.

Appeal from the United States District Court for the Southern District of Texas USDC No. 4:19-CV-1963 Case: 22-20345 Document: 00516688844 Page: 2 Date Filed: 03/24/2023

No. 22-20345

Before Wiener, Stewart, and Engelhardt, Circuit Judges. Jacques L. Wiener, Jr., Circuit Judge: Plaintiff-Appellant Corporativo Grupo R SA DE C.V. (“Grupo R”) appeals some of the district court’s findings of fact and conclusions of law following a January 2022 bench trial. Grupo R asserts that the district court erred by (1) incorrectly interpreting and applying vessel mortgage recordation requirements under Panamanian law and (2) recognizing specific lien claims by parties who failed to obtain substitute security following the judicial sale of a vessel. We AFFIRM. I. Factual Background In 2008, Intervenors-Appellees Caterpillar Financial Services Asia Pte Ltd (“Caterpillar”) and Eksportfinans ASA (“Eksportfinans”) provided a loan to Marfield Limited Incorporated (“Marfield”) for the construction of an offshore construction vessel named the M/V CABALLO MAYA (“MAYA”). To secure payment of this loan, Marfield executed and delivered a First Preferred Naval Mortgage to Eksportfinans and a Second Preferred Naval Mortgage to Caterpillar on December 19, 2008. As further security for outstanding sums owed to Caterpillar, Marfield executed a Third Preferred Naval Mortgage on April 17, 2014, encumbering the whole of the MAYA. The MAYA was flagged in Panama, so all three of those mortgages were submitted to the Panama Maritime Authority Directorate General of Public Registry of Property of Vessels (“PMA”), which is the central office for the recordation of Panamanian ship mortgages. The PMA reviewed all three mortgages twice and accepted them for recordation. In 2012, Caterpillar and Intervenor-Appellee the Norwegian Government (“Norway”) provided a loan to Shanara Maritime International S.A. (“Shanara”) for construction of another offshore construction vessel named the M/V CABALLO MARANGO (“MARANGO”). To secure this

2 Case: 22-20345 Document: 00516688844 Page: 3 Date Filed: 03/24/2023

No. 22-20345

loan, Shanara executed and delivered a First Preferred Naval Mortgage to Caterpillar and Norway on February 9, 2012. The following year, KFW IPEX-Bank GmbH (“KFW”) provided a loan to Shanara to finance the acquisition of cranes for installation aboard the MARANGO. To secure payment of this loan, Shanara executed and delivered a Second Preferred