ATHENS, Greece, Sept. 17 /PRNewswire/ -- Grandunion Inc., a company controlled by Michail S. Zolotas and Nicholas G. Fistes, announced today that it has entered into an Agreement with Aries Maritime Transport Limited ("Aries") pursuant to which Aries will issue 18,977,778 common shares to Grandunion in exchange for three capesize drybulk carriers.
Mr. Zolotas, executive director and President of Grandunion, stated, "We are pleased to have reached agreement with Aries and look forward to closing the transaction quickly. We anticipate that new management, a stronger balance sheet and a new strategy will improve Aries' operating and financial performance. We also plan to make changes to vessel management with the goal of improving vessel utilization and reducing costs. Finally, we anticipate that the Company will benefit from the network of relationships that we bring, including long-term relationships with leading financial institutions and industry leaders."
New Board Constituency In connection with the transactions contemplated by the agreements: Aries will increase the size of its board to seven members, composed of: -- Mr. Nicholas G. Fistes, as non-executive Chairman; -- Mr. Michail S. Zolotas, as executive director and President; -- Mr. Allan L. Shaw, as executive director and Chief Financial Officer; -- Messrs. Masaaki Kohsaka, Spyros Gianniotis and Apostolos Tsitsirakis as non-executive directors; and -- Mr. Panagiotis Skiadas, a current director, who will remain on the board as a non executive director. Financing Arrangements
Investment Bank of Greece has committed to purchase $145 million in aggregate principal amount of 7% senior unsecured convertible notes due 2014 (the "Convertible Notes"), convertible into common shares at a conversion price of $0.75 per share. The proceeds of the Convertible Notes are expected to be used for general corporate purposes, to fund vessel acquisitions and to partially repay existing indebtedness.
Aries' existing syndicate of lenders has entered into a commitment letter to refinance Aries' existing fully revolving credit facility.
Voting Agreement
In addition, Rocket Marine Inc., a company controlled by Mons Bolin and Captain Gabriel Petridis, currently directors of Aries, has agreed to enter into a voting agreement with the Company in exchange for 2,666,667 common shares of Aries. Under the voting agreement, the controlling persons of Rocket Marine will agree to cause Rocket Marine to vote its common shares of Aries in accordance with instructions from Grandunion on all matters to be considered and voted upon by Aries' shareholders.
Following the closing of the share issuance to Grandunion and the transfer by the Company of 2,666,667 common shares to Rocket Marine, Grandunion will own approximately 34.2% and Rocket Marine will own approximately 36.8% of Aries' total outstanding common shares. Through the voting agreement, Grandunion will control the vote of 71% of Aries' shares.
Other Important Matters
The transaction is subject to a number of conditions, including but not limited to (1) the entry into definitive agreements for the issuance of the Convertible Notes and the closing of that transaction; (2) the entry into definitive agreements with the Aries' existing syndicate of lenders for the refinancing of Aries' existing credit facility; and (3) the absence of any event reasonably likely to have a material adverse effect on Aries or the three capesize drybulk carriers.
Investors are urged to read Aries' Form 6-K which has been filed with the U.S. Securities and Exchange Commission which contains important information concerning certain conditions under which the Securities Purchase Agreement may be terminated as well as information concerning related agreements to be entered into in connection with the transactions contemplated by the Securities Purchase Agreement. Grandunion expects that the transactions contemplated by the Securities Purchase Agreement will be completed by September 30, 2009.
About Grandunion, Inc.
Grandunion is a Marshall Islands corporation controlled by Michail Zolotas and Nicholas Fistes. Each of Messrs. Zolotas and Fistes has over 20 years' experience operating shipping companies. Mr. Fistes serves currently as the Chairman of Grandunion, Chairman of the International Association of Independent Tanker Owners (IntertanKo) and a member of the Executive Committee of Intercargo, the international association of dry cargo vessel owners. Mr. Zolotas is the CEO of Grandunion. Both Mr. Fistes and Mr. Zolotas hold memberships in a number of classification societies.
About Aries Maritime Transport Limited
Aries Maritime Transport Limited is an international shipping company that owns and operates products tankers and container vessels. The Company's products tanker fleet consists of five MR tankers and four Panamax tankers, all of which are double-hulled. The Company also owns a fleet of two container vessels in capacity of 2,917 TEU each. Four of the Company's 11 vessels are secured on period charters. Charters for two of the Company's products tanker vessels currently have profit-sharing components.
Forward-Looking Statements
This press release includes "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include matters that involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from results expressed or implied by this press release. Actual results may differ due to factors such as material adverse events affecting either Grandunion or Aries or the ability of either Grandunion or Aries to satisfy the conditions to completion of the transactions. Grandunion undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after the date of this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.
CONTACT: Investor Relations CJP Communications Thomas J. Rozycki, Jr. +1 212 279 3115 (x208) trozycki@cjpcom.com
Grandunion Inc.
CONTACT: Thomas J. Rozycki, Jr., Investor Relations, CJP Communications,
+1-212-279-3115 (x208), trozycki@cjpcom.com
