Quartet Merger Corp Announces First Quarter 2014 Results for Its Merger Target, Pangaea Logistics Solutions Ltd
June 25 2014 - 5:17PM
Business Wire
Quartet Merger Corp. (NASDAQ:QTET; QTETU; QTETR) (“Quartet”)
today announced unaudited financial results for the three months
ended March 31, 2014 for its intended merger target, privately held
Pangaea Logistics Solutions Ltd. (“Pangaea” or the “Company”).
Eric Rosenfeld, Quartet’s Chairman and Chief Executive Officer
commented, “We are very pleased with Pangaea's first quarter
results and we believe that they show great progress toward the
achievement of Pangaea’s 2014 net income earnout target of $27.3
million.”
Q1 2014 HIGHLIGHTS
For the first quarter of 2014, Pangaea reported revenue of
$114.2 million, an increase of 20.1%, compared with $95.1 million
in the first quarter of 2013. Higher revenue growth was
predominately due to an increase in shipping days as well as the
Company’s average TCE (time charter equivalent) rate.
Income from operations for the quarter totaled $10.1 million, an
increase of 53.7% compared with $6.5 million for the first quarter
of 2013. This increase was due to both higher revenues and an
increase in operating profit margins from 6.9% in 2013 to 8.8% in
2014.
Net income attributable to Pangaea Logistics Solutions for the
quarter was $6.6 million, an increase of 43.5% compared with $4.6
million in the first quarter of 2013.
About Quartet Merger Corp.
Quartet was incorporated in Delaware on April 19, 2013 as a
blank check company whose objective is to effect a merger, capital
stock exchange, asset acquisition or other similar business
combination with an operating business. On November 1, 2013,
Quartet consummated its initial public offering (“IPO”) of
8,400,000 units, each unit consisting of one share of common stock
and one right to automatically receive one-tenth of one share of
common stock upon consummation of an Initial Business Combination.
The units were sold at an offering price of $10.00 per unit,
generating gross proceeds of $84,000,000. On November 5, 2013,
Quartet consummated the sale of an additional 1,260,000 units that
were subject to the underwriters’ over-allotment option, for
aggregate additional proceeds of $12,600,000. Simultaneously with
each of the consummation of the IPO and the exercise of the
over-allotment option, Quartet consummated a private placement of
an aggregate of 608,125 units to its Sponsors and EarlyBirdCapital,
Inc., (“EBC”)the representative of the underwriters of its IPO, and
their respective designees. The private units were sold at an
offering price of $10.00 per unit, generating gross proceeds of
$6,081,250. Of the net proceeds from Quartet’s IPO (including the
exercise of the over-allotment option), $92,410,500, plus
$6,081,250 received from the Private Placement for an aggregate of
$98,491,750, was placed in a trust account.
Jefferies LLC is the lead advisor in connection with the merger
and will receive a fee in connection therewith. In addition, EBC
acted as managing underwriter of Quartet’s IPO and as Quartet’s
investment banker and will receive a fee upon consummation of the
merger. Quartet and its directors and executives officers, and
Jefferies LLC and EBC may be deemed to be participants in the
solicitation of proxies for the special meeting of Quartet’s
stockholders to be held to approve the merger.
Stockholders are advised to read Quartet’s first amended proxy
statement/registration statement filed on June 24, 2014 and, when
available, the definitive proxy statement/registration statement in
connection with the solicitation of proxies for the special meeting
because these statements contain important information. The
definitive proxy statement/registration statement will be mailed to
stockholders as of a record date to be established for voting on
the merger. Stockholders will also be able to obtain a copy of the
proxy statement/registration statement, without charge, by
directing a request to: Quartet Merger Corp., 777 Third Avenue,
37th Floor, New York, NY 10017. The preliminary proxy
statement/registration statement and definitive proxy
statement/registration statement, once available, can also be
obtained, without charge, at the Securities and Exchange
Commission's internet site (http://www.sec.gov).
Safe Harbor Language
This press release includes certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, including statements regarding future financial
performance, future growth and future acquisitions. These
statements are based on Pangaea’s and Quartet’s managements’
current expectations or beliefs and are subject to uncertainty and
changes in circumstances. Actual results may vary materially from
those expressed or implied by the statements herein due to changes
in economic, business, competitive and/or regulatory factors, and
other risks and uncertainties affecting the operation of Pangaea’s
business. These risks, uncertainties and contingencies include:
business conditions; weather and natural disasters; changing
interpretations of GAAP; outcomes of government reviews; inquiries
and investigations and related litigation; continued compliance
with government regulations; legislation or regulatory
environments; requirements or changes adversely affecting the
business in which Pangaea is engaged; fluctuations in customer
demand; management of rapid growth; intensity of competition from
other providers of logistics and shipping services; general
economic conditions; geopolitical events and regulatory changes;
the possibility that the merger does not close, including due to
the failure to receive required security holder approvals or the
failure of other closing conditions; and other factors set forth in
Quartet’s filings with the Securities and Exchange Commission. The
information set forth herein should be read in light of such risks.
Further, investors should keep in mind that certain of Pangaea’s
financial results are unaudited and do not conform to SEC
Regulation S-X and as a result such information may fluctuate
materially depending on many factors. Accordingly, Pangaea’s
financial results in any particular period may not be indicative of
future results. Neither Quartet nor Pangaea is under any obligation
to, and expressly disclaims any obligation to, update or alter its
forward-looking statements, whether as a result of new information,
future events, changes in assumptions or otherwise.
Prosek PartnersThomas Rozycki, 212-279-3115Managing
DirectororQuartet Merger CorpDavid Sgro, 212-319-7676Chief
Financial Officer
Pangaea Logistics Solutions Ltd. (NASDAQ:QTETU)
Historical Stock Chart
From Mar 2024 to Apr 2024
Pangaea Logistics Solutions Ltd. (NASDAQ:QTETU)
Historical Stock Chart
From Apr 2023 to Apr 2024
