Seanergy Maritime Launches Tender Offer to Purchase its Outstanding Class E Warrants
November 29 2022 - 4:05PM
Seanergy Maritime Holdings Corp. (NASDAQ: SHIP) (the “Company” or
“Seanergy”) announced that it will commence tomorrow a tender offer
to purchase its outstanding Class E Warrants (the “Warrants”) to
purchase one common share, par value $0.0001, (the “shares”) at a
price of $0.20 per warrant. The tender offer will expire at the end
of the day, 5:00 P.M., Eastern Time, on January 10, 2023 unless
extended. The Board of Directors determined that it is in the
Company’s best interest to offer to purchase the Warrants at this
time given the current market conditions and interests of
shareholders.
Pursuant to the tender offer, the Company’s
warrantholders may tender their warrants until the tender offer
expires. Warrantholders will receive the purchase price in cash,
less any applicable withholding taxes and without interest, subject
to the conditions of the tender offer. These provisions are
described in the Offer to Purchase and in the Letter of Transmittal
relating to the tender offer that will be filed with the U.S.
Securities and Exchange Commission. The tender offer is not
conditioned upon the receipt of financing or any minimum number of
Warrants being tendered, but is subject to certain other
conditions. Specific instructions and an explanation of the terms
and conditions of the tender offer are contained in the Offer to
Purchase and related materials that will be mailed to
warrantholders.
The Company has retained Continental Stock
Transfer & Trust, N.A. as the depositary for the tender offer
and Morrow Sodali LLC as the information agent.
Copies of the Offer to Purchase, the related
Letter of Transmittal and the Notice of Guaranteed Delivery will be
mailed to the Company’s warrantholders. Warrantholders who would
like to obtain a copy of these documents, without charge, or who
have any questions, may direct their inquiries to Morrow Sodali
LLC, the information agent for the tender offer, toll free at
800-662-5200. Warrantholders are urged to carefully read all of
these materials prior to making any decision with respect to the
tender offer.
About the Company
Seanergy Maritime Holdings Corp. is the only
pure-play Capesize ship-owner publicly listed in the U.S. Seanergy
provides marine dry bulk transportation services through a modern
fleet of Capesize vessels. The Company's operating fleet consists
of 17 Capesize vessels with an average age of approximately 12.5
years and aggregate cargo carrying capacity of approximately
3,020,012 dwt.
The Company is incorporated in the Marshall
Islands and has executive offices in Glyfada, Greece. The Company's
common shares trade on the Nasdaq Capital Market under the symbol
“SHIP”.
Please visit our company website at:
www.seanergymaritime.com.
Certain Information Regarding the Tender
Offer
The information in this press release describing
Seanergy’s tender offer is for informational purposes only and does
not constitute an offer to buy or the solicitation of an offer to
sell Seanergy’s securities in the tender offer. The tender
offer will be made only pursuant to the Offer to Purchase and the
related materials that Seanergy will distribute to its
warrantholders, as they may be amended or supplemented.
Warrantholders should read such Offer to Purchase and related
materials carefully and in their entirety because they contain
important information, including the various terms and conditions
of the tender offer. Warrantholders of Seanergy may obtain a free
copy of the Tender Offer Statement on Schedule TO, the Offer to
Purchase and other documents that Seanergy will file with the
Securities and Exchange Commission from the Securities and Exchange
Commission’s website at www.sec.gov. Warrantholders who would like
to obtain a copy of these documents, without charge, or who have
any questions, may direct their inquiries to Morrow Sodali LLC, the
information agent for the tender offer, toll free at 800-662-5200.
Warrantholders are urged to carefully read all of these materials
prior to making any decision with respect to the tender offer.
Cautionary Statement Regarding
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. Words such as "may",
"should", "expects", "intends", "plans", "believes", "anticipates",
"hopes", "estimates" and variations of such words and similar
expressions are intended to identify forward-looking statements.
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, the Company's operating
or financial results; the Company's liquidity, including its
ability to service its indebtedness; competitive factors in the
market in which the Company operates; shipping industry trends,
including charter rates, vessel values and factors affecting vessel
supply and demand; future, pending or recent acquisitions and
dispositions, business strategy, areas of possible expansion or
contraction, and expected capital spending or operating expenses;
risks associated with operations outside the United States; broader
market impacts arising from war (or threatened war) or
international hostilities, such as between Russia and Ukraine;
risks associated with the length and severity of the ongoing novel
coronavirus (COVID-19) outbreak, including its effects on demand
for dry bulk products and the transportation thereof; and other
factors listed from time to time in the Company's filings with the
SEC, including its most recent annual report on Form 20-F. The
Company's filings can be obtained free of charge on the SEC's
website at www.sec.gov. Except to the extent required by law, the
Company expressly disclaims any obligations 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.
For further information please
contact:
Seanergy Investor RelationsTel: +30 213 0181
522E-mail: ir@seanergy.gr
Capital Link, Inc.Paul Lampoutis230 Park Avenue
Suite 1540New York, NY 10169Tel: (212) 661-7566E-mail:
seanergy@capitallink.com
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