UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2015
Commission File Number: 000-51672
FREESEAS INC.
(Name of Registrant)
10, Eleftheriou Venizelou Street (Panepistimiou
Ave.), 106 71, Athens, Greece
(Address of principal
executive office)
Indicate by check mark whether the registrant
files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ¨
Form 40-F ¨
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant
is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
On June 12, 2015, FreeSeas Inc. (the “Company”)
held its annual meeting of shareholders (the “Annual Meeting”), at which the Company’s shareholders approved
three proposals. The proposals are described in detail in its proxy statement filed as an exhibit to a Report of Foreign Private
Issuer on Form 6-K filed on May 18, 2015.
Proposal 1
The Company’s shareholders elected
one individual to the Board of Directors as set forth below:
Name |
|
Votes
For |
|
Votes
Withheld |
|
Broker
Non-Votes |
Xenophon Galinas |
|
1,951,401 |
|
667,458 |
|
|
Proposal 2
The Company’s shareholders ratified
the appointment of RBSM LLP as the Company’s independent registered public accounting firm for the fiscal year ending December
31, 2015, as set forth below:
Votes
For |
|
Votes
Against |
|
Abstentions |
|
12,997,733 |
|
2,944,813 |
|
316,301 |
|
Proposal 3
The Company’s shareholders grant
discretionary authority to the Company’s board of directors to (A) amend the Amended and Restated Articles of Incorporation
of the Company to effect one or more consolidations of the issued and outstanding shares of common stock, pursuant to which the
shares of common stock would be combined and reclassified into one share of common stock at a ratio within the range from 1-for-2
up to 1-for-50 (the “Reverse Stock Split”) and (B) determine whether to arrange for the disposition of fractional interests
by shareholder entitled thereto, to pay in cash the fair value of fractions of a share of common stock as of the time when those
entitled to receive such fractions are determined, or to entitle shareholder to receive from the Company’s transfer agent,
in lieu of any fractional share, the number of shares of common stock rounded up to the next whole number, provided that, (X) that
the Company shall not effect Reverse Stock Splits that, in the aggregate, exceeds 1-for-50, and (Y) any Reverse Stock Split is
completed no later than the first anniversary of the date of the Annual Meeting, as set forth below:
Votes
For |
|
Votes
Against |
|
Abstentions |
|
9,964,808 |
|
6,146,096 |
|
147,942 |
|
The following exhibit
is filed herewith:
Exhibit
Number
|
Description |
99.1 |
Press Release, dated June 18, 2015, issued by the Company |
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
FREESEAS INC. |
|
|
|
|
|
Date: June 18, 2015 |
By: |
/s/ DIMITRIS PAPADOPOULOS |
|
|
Dimitris Papadopoulos |
|
|
Chief Financial Officer |
|
Exhibit 99.1
FreeSeas Inc. Announces Results of
Annual Meeting of Shareholders
Athens, Greece, June 18, 2015 - FreeSeas
Inc. (Nasdaq: FREE) (“FreeSeas” or the “Company” ), a transporter of dry-bulk cargoes through the ownership
and operation of a fleet of Handysize vessels and an owner of a controlling stake in a company commercially operating tankers,
announced today that at the annual meeting of the Company’s shareholders held on June 12, 2015, the shareholders: (i) re-elected
Mr. Xenophon Galinas to the Board of Directors for another three year term; (ii) ratified the appointment of RBSM LLP, as our independent
registered public accounting firm for the fiscal year ending December 31, 2015; and (iii) granted discretionary authority to the
Company’s board of directors to (A) amend the Amended and Restated Articles of Incorporation of the Company to effect one
or more consolidations of the issued and outstanding shares of common stock, pursuant to which the shares of common stock would
be combined and reclassified into one share of common stock at a ratio within the range from 1-for-2 up to 1-for-50 (the “Reverse
Stock Split”) and (B) determine whether to arrange for the disposition of fractional interests by shareholder entitled thereto,
to pay in cash the fair value of fractions of a share of common stock as of the time when those entitled to receive such fractions
are determined, or to entitle shareholder to receive from the Company’s transfer agent, in lieu of any fractional share,
the number of shares of common stock rounded up to the next whole number, provided that, (X) that the Company shall not effect
Reverse Stock Splits that, in the aggregate, exceeds 1-for-50, and (Y) any Reverse Stock Split is completed no later than the first
anniversary of the date of the Annual Meeting.
About FreeSeas Inc.
FreeSeas Inc. is a Marshall Islands corporation
with principal offices in Athens, Greece. FreeSeas is engaged in the transportation of drybulk cargoes through the ownership and
operation of drybulk carriers and also is an owner of a controlling stake in a company commercially operating tankers. Currently,
it has a fleet of Handysize vessels. FreeSeas' common stock trades on the Nasdaq Capital Market under the symbol FREE. Risks and
uncertainties are described in reports filed by FreeSeas Inc. with the SEC, which can be obtained free of charge on the SEC's website
at http://www.sec.gov. For more information about FreeSeas Inc., please visit the corporate
website, www.freeseas.gr.
Forward-Looking Statements
This press release contains forward-looking
statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended) concerning future events and the Company's growth strategy and measures to implement such strategy. Words
such as ''expects,'' ''intends,'' ''plans,'' ''believes,'' ''anticipates,'' ''hopes,'' ''estimates,'' and variations of such words
and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to be
correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently
subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may
differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to
differ materially include, but are not limited to, changes in the demand for dry bulk vessels; competitive factors in the market
in which the Company operates; risks associated with operations outside the United States; and other factors listed from time to
time in the Company's filings with the Securities and Exchange Commission. The Company expressly disclaims any obligation or undertaking
to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's
expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Contact Information:
At the Company
FreeSeas Inc.
Dimitris Papadopoulos, Chief Financial
Officer
011-30-210-45-28-770
Fax: 011-30-210-429-10-10
dp@freeseas.gr
www.freeseas.gr