Pyxis Tankers Announces Results of its 2022 Annual Meeting of Shareholders & Implementation of Common Stock Reverse Split, Effective May 13, 2022
May 11 2022 - 4:10PM
Maroussi, Greece, May 11, 2022 – Pyxis Tankers
Inc. (NASDAQ Cap Mkts: PXS), (the “Company”), an international pure
play product tanker company, today announced that its 2022 Annual
Meeting of Shareholders (the “AMS”) was duly held on May 11, 2022
in London, U.K. At the AMS, the following proposals were approved
and adopted:
- The re-election of Mr. Aristides J. Pittas to serve as the
Company’s Class II Director until the 2025 Annual Meeting of
Shareholders, and
- To amend the Company’s Articles of Incorporation to effect one
or more reverse stock splits of the Company’s issued common stock,
par value $0.001 (the “Common Shares”), at a ratio of not less than
one-for-four and not more than one-for-ten and in the aggregate at
a ratio of not more than one-for-ten, inclusive, with the exact
ratio to be set at a whole number within this range to be
determined by the Company’s board of directors (the “Board”), or
any duly constituted committee thereof, in its discretion, and to
authorize the Board to implement any such reverse stock split by
filing any such amendment to the Company’s Articles of
Incorporation with the Registrar of Corporations of the Republic of
the Marshall Islands (each an ”Amendment”) at any time following
such approval (the “Reverse Stock Split”).
Following the AMS, the Board approved the filing
of an Amendment to effect a Reverse Stock Split in the ratio of one
for four outstanding Common Shares, to take effect on Friday, May
13, 2022. Beginning on such date, the Company’s Common Shares will
trade on a split-adjusted basis on the Nasdaq Capital Markets with
a new assigned CUSIP number of Y71726130.
When the reverse stock split becomes effective,
every four of the Company's issued and outstanding Common Shares
will be combined into one issued and outstanding Common Share,
without any change to the par value of $0.001 per share or any
shareholder’s ownership percentage of the Common Shares. This will
reduce the number of outstanding Common Shares from 42,455,857
shares to 10,613,964.
No fractional shares will be issued in
connection with the Reverse Stock Split. Shareholders who would
otherwise receive a fraction of a Common Share of the Company will
receive a cash payment in lieu thereof.
The Reverse Stock Split is undertaken with the
objective of meeting the minimum $1.00 per share requirement for
maintaining the listing of the Common Shares on Nasdaq.
Furthermore, following the Reverse Stock Split,
(a) the Conversion Price, as defined in the Certification of
Designation of the Company’s 7.75% Series A Cumulative Convertible
Preferred Shares (NASDAQ Cap Mkts: PXSAP) (the “Series A
Preferred”), of the Series A Preferred will be adjusted from $1.40
to $5.60 and (b) the Exercise Price, as defined in the Company’s
Warrants to purchase Common Shares (NASDAQ Cap Mkts: PXSAW) (the
“Warrant”) will be adjusted from $1.40 to $5.60.
Additional information about the reverse stock
split can be found in the Company’s proxy statement furnished to
the Securities and Exchange Commission on April 21, 2022, a copy of
which is available at www.sec.gov. or the Company’s website-
www.pyxistankers.com.
About Pyxis Tankers Inc.
We currently own a modern fleet of five tankers
engaged in seaborne transportation of refined petroleum products
and other bulk liquids. We are focused on growing our fleet of
medium range product tankers, which provide operational flexibility
and enhanced earnings potential due to their “eco” features and
modifications. We are positioned to opportunistically expand and
maximize our fleet due to competitive cost structure, strong
customer relationships and an experienced management team whose
interests are aligned with those of its shareholders. For more
information, visit: http://www.pyxistankers.com.
Forward Looking Statements
This press release includes “forward-looking
statements” intended to qualify for the safe harbor from liability
established by the Private Securities Litigation Reform Act of 1995
in order to encourage companies to provide prospective information
about their business. These statements include statements about our
plans, strategies, goals financial performance, prospects or future
events or performance and involve known and unknown risks that are
difficult to predict. As a result, our actual results, performance
or achievements may differ materially from those expressed or
implied by these forward-looking statements. In some cases, you can
identify forward-looking statements by the use of words such as
“may,” “could,” “expects,” “seeks,” “predict,” “schedule,”
“projects,” “intends,” “plans,” “anticipates,” “believes,”
“estimates,” “targets,” “continue,” “contemplate,” “possible,”
“likely,” “might,” “will,” “should,” “would,” “potential,” and
variations of these terms and similar expressions, or the negative
of these terms or similar expressions. All statements that are not
statements of either historical or current facts, including among
other things, our expected financial performance, expectations or
objectives regarding future and market charter rate expectations
and, in particular, the effects of COVID-19 on our financial
condition and operations and the product tanker industry, in
general, are forward-looking statements. Such forward-looking
statements are necessarily based upon estimates and assumptions.
Although the Company believes that these assumptions were
reasonable when made, because these assumptions are inherently
subject to significant uncertainties and contingencies which are
difficult or impossible to predict and are beyond the Company’s
control, the Company cannot assure you that it will achieve or
accomplish these expectations, beliefs or projections. The
Company’s actual results may differ, possibly materially, from
those anticipated in these forward-looking statements as a result
of certain factors, including changes in the Company’s financial
resources and operational capabilities and as a result of certain
other factors listed from time to time in the Company’s filings
with the U.S. Securities and Exchange Commission. For more
information about risks and uncertainties associated with our
business, please refer to our filings with the U.S. Securities and
Exchange Commission, including without limitation, under the
caption “Risk Factors” in our Annual Report on Form 20-F for the
fiscal year ended December 31, 2021. We caution you not to place
undue reliance on any forward-looking statements, which are made as
of the date of this press release. We undertake no obligation to
update publicly any information in this press release, including
forward-looking statements, to reflect actual results, new
information or future events, changes in assumptions or changes in
other factors affecting forward-looking statements, except to the
extent required by applicable laws.
Company
Pyxis Tankers Inc.
59 K. Karamanli Street
Maroussi 15125 Greece
info@pyxistankers.com
Visit our website at www.pyxistankers.com
Company Contact
Henry Williams
Chief Financial Officer
Tel: +30 (210) 638 0200 / +1 (516) 455-0106
Email: hwilliams@pyxistankers.com
Source: Pyxis Tankers Inc.
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