6-K
Okeanis Eco Tankers Corp. (ECO)
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TORULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2023
Commission File Number: 001-41858
Okeanis Eco Tankers Corp.
(Translation of registrant’s name into English)
c/o OET Chartering Inc., Ethnarchou Makariou Ave.,&2 D. Falireos St., 185 47 N. Faliro, 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-Fx Form 40-F ¨
INFORMATION CONTAINED INTHIS FORM 6-K REPORT
Attached to this report on Form 6-K as Exhibit 99.1 is a copy of the press release of Okeanis Eco Tankers Corp. (the “Company”) dated December 4, 2023, titled “Okeanis Eco Tankers Corp.
- Concludes U.S. regulatory review process for NYSE listing and provides update on share registration conversion and trading suspension.”
Attached to this report on Form 6-K as Exhibit 99.2 is a copy of the press release of the Company dated December 5, 2023, titled “Okeanis Eco Tankers Corp. – Information about trading suspension.”
SIGNATURES
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.
| Okeanis Eco Tankers Corp. | |
|---|---|
| By: | /s/ Iraklis<br> Sbarounis |
| Name: | Iraklis Sbarounis |
| Title: | Chief Financial Officer |
Date: December 6, 2023
Exhibit 99.1
Okeanis Eco Tankers Corp. - Concludes U.S.regulatory review process for NYSE listing and provides update on share registration conversion and trading suspension
ATHENS, GREECE, December 4, 2023: Reference is made to the stock exchange announcement made by Okeanis Eco Tankers Corp. (“OET” or the “Company”) on November 2, 2023 (the “Announcement”), regarding the Company’s public filing of a registration statement with the U.S. Securities and Exchange Commission (“SEC”) to list its common shares on the New York Stock Exchange (“NYSE”).
The U.S. regulatory review process has concluded. Following this, the Company has filed an acceleration request asking the SEC to declare its registration statement effective on December 6, 2023. First day of listing on NYSE is expected to be on or about December 11, 2023. The Company’s registration statement on Form 20-F is available on www.sec.gov.
TRADING SUSPENSION
As detailed in the Announcement, and due to technical settlement procedures in the VPS, a trading suspension in the Company’s common shares on Oslo Børs will be required for a period expected to be at least two trading days (the “Trading Suspension”) in connection with the changes to the Company’s share registration structure (described as “Share Registration Conversion” in the Announcement). The Company will make a request to Oslo Børs to approve the Trading Suspension prior to implementation of the Share Registration Conversion.
During the Trading Suspension, the Company’s common shares will be temporarily suspended from trading on Oslo Børs. From the perspective of an investor holding the Company’s common shares in the VPS, the last settlement cycle for common shares traded prior to the Trading Suspension is expected to take place on December 8, 2023. Investors trading in the Company’s common shares prior to start of the Trading Suspension should not agree to settlement periods that would provide for settlement after the expected last day of the Trading Suspension, being December 8, 2023. Any such trades are expected to be cancelled.
Following completion of the Share Registration Conversion, the Trading Suspension will end, and the Company's common shares will resume trading as normal.
Below are the expected key dates in connection with the Trading Suspension:
| - | December 6, 2023: Last day of trading in the Company’s common shares on Oslo Børs prior<br>to the Trading Suspension. All trades done on December 6, 2023 must be executed with regular settlement T+2 or shorter. |
|---|---|
| - | December 7, 2023: First trading day of the Trading Suspension in the Company’s common shares<br>on Oslo Børs. |
| --- | --- |
| - | December 8, 2023: Second trading day of the Trading Suspension in the Company’s common shares<br>on Oslo Børs. The Share Registration Conversion is expected to be completed after Oslo Børs opening hours. |
| --- | --- |
| - | December 11, 2023: Expected end of the Trading Suspension and the Company’s common shares will<br>resume normal trading from start of trading on Oslo Børs with the same ticker code of “OET”. Expected first day of<br>trading in the Company’s common shares on NYSE with the ticker code of “ECO”. |
| --- | --- |
The Company will confirm the dates for the expected Trading Suspension in a separate announcement.
No action will be required by an investor holding common shares in the VPS in connection with the Share Registration Conversion and investors' registered holdings in the VPS will continue.
In conjunction with the listing on NYSE, the Company's ticker on Oslo Børs is to remain "OET". The Company’s common shares will continue to trade under the same ISIN as today (MHY641771016).
ADVISORS
Advokatfirmaet BAHR AS is acting as Norwegian legal advisor to the Company, Watson Farley & Williams LLP is acting as U.S. legal counsel to the Company and Fearnley Securities AS is acting as financial advisor to the Company in relation to the listing on the New York Stock Exchange.
Contact:
Iraklis Sbarounis, CFO
Tel: +30 210 480 4200
ir@okeanisecotankers.com
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
About OET
OET is a leading international tanker company providing seaborne transportation of crude oil and refined products. The Company was incorporated on April 30, 2018 under the laws of the Republic of the Marshall Islands and is listed on Oslo Børs under the symbol OET. The sailing fleet consists of six modern scrubber-fitted Suezmax tankers and eight modern scrubber-fitted VLCC tankers.
Forward-Looking Statements
Matters discussed in this release may contain certain forward-looking statements relating to corporate affairs, the business, financial performance and results of the Company and its subsidiaries and/or the industry in which they operate. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. The forward-looking statements contained in this release, including assumptions, opinions and views of the Company or cited from third-party sources, are solely opinions and forecasts that are subject to risks, uncertainties and other factors, including risks described under the section captioned “Risk Factors,” in OET’s registration statement on Form 20-F filed with the SEC on November 2, 2023, which contains additional information about factors that could affect actual results, including risks relating to the Company’s industry, business operations, financing and liquidity, regulation and other risks described in the registration statement. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons. The Company does not provide any assurance that the assumptions underlying such forward-looking statements are free from errors, nor does the Company accept any responsibility for the future accuracy of the opinions expressed in the presentation or the actual occurrence of the forecasted developments. No obligations are assumed to update any forward-looking statements or to conform to these forward-looking statements to actual results.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice.
Exhibit 99.2
Okeanis Eco Tankers Corp. – Informationabout trading suspension
ATHENS, GREECE, December 5, 2023: Reference is made to the stock exchange announcements made by Okeanis Eco Tankers Corp. (“OET” or the “Company”) on November 2, 2023 regarding the Company’s public filing of a registration statement with the U.S. Securities and Exchange Commission to list its common shares on the New York Stock Exchange (“NYSE”) and on December 4, 2023 regarding the conclusion of the regulatory review process for the NYSE Listing and the update on the share registration conversion and the trading suspension as further described therein (the “Announcements”).
As detailed in the Announcements, a trading suspension in the Company's common shares on Oslo Børs will be required for an expected period of at least two trading days (the “Trading Suspension”) in connection with the share re-registration process (described as the “Share Registration Conversion” in the Announcements). Oslo Børs has approved the Trading Suspension.
During the Trading Suspension, the Company’s common shares will be temporarily suspended from trading on Oslo Børs. From the perspective of an investor holding the Company’s common shares in the VPS, the last settlement cycle for common shares traded prior to the Trading Suspension will take place on December 8, 2023. Investors trading in the Company’s common shares prior to start of the Trading Suspension should not agree to settlement periods that would provide for settlement after December 8, 2023. Any such trades with settlement after December 8, 2023 are expected to be cancelled.
Following completion of the Share Registration Conversion, the Trading Suspension will end, and the Company's common shares will resume trading as normal.
Below are the key dates in connection with the Trading Suspension:
| - | December 6, 2023: Last day of trading in the Company’s common shares on Oslo Børs prior<br>to the Trading Suspension. All trades done on December 6, 2023 must be executed with regular settlement T+2 or shorter. |
|---|---|
| - | December 7, 2023: First trading day of the Trading Suspension in the Company’s common shares<br>on Oslo Børs. |
| --- | --- |
| - | December 8, 2023: Second trading day of the Trading Suspension in the Company’s common shares<br>on Oslo Børs. The Conversion is expected to be completed after Oslo Børs opening hours. |
| --- | --- |
| - | December 11, 2023: Expected end of the Trading Suspension and the Company’s common shares will<br>resume normal trading from start of trading on Oslo Børs with the same ticker code of “OET”. Expected first day of<br>trading in the Company’s common shares on NYSE with the ticker code of “ECO”. |
| --- | --- |
No action will be required by an investor holding common shares in the VPS in connection with the Share Registration Conversion and investors' registered holdings in the VPS will continue.
In conjunction with the listing of the Company’s common shares on NYSE, the Company's ticker on Oslo Børs is expected to remain "OET". The Company’s common shares will continue to trade under the same ISIN as today (MHY641771016).
ADVISORS
Advokatfirmaet BAHR AS is acting as Norwegian legal advisor to the Company, Watson Farley & Williams LLP is acting as U.S. legal counsel to the Company and Fearnley Securities AS is acting as financial advisor to the Company in relation to the listing on the New York Stock Exchange.
Contact:
Iraklis Sbarounis, CFO
Tel: +30 210 480 4200
ir@okeanisecotankers.com
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act.
About OET
OET is a leading international tanker company providing seaborne transportation of crude oil and refined products. The Company was incorporated on April 30, 2018 under the laws of the Republic of the Marshall Islands and is listed on Oslo Børs under the symbol OET. The sailing fleet consists of six modern scrubber-fitted Suezmax tankers and eight modern scrubber-fitted VLCC tankers.
Forward-Looking Statements
Matters discussed in this release may contain certain forward-looking statements relating to corporate affairs, the business, financial performance and results of the Company and its subsidiaries and/or the industry in which they operate. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. The forward-looking statements contained in this release, including assumptions, opinions and views of the Company or cited from third-party sources, are solely opinions and forecasts that are subject to risks, uncertainties and other factors, including risks described under the section captioned “Risk Factors,” in OET’s registration statement on Form 20-F filed with the SEC on November 2, 2023, which contains additional information about factors that could affect actual results, including risks relating to the Company’s industry, business operations, financing and liquidity, regulation and other risks described in the registration statement. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons. The Company does not provide any assurance that the assumptions underlying such forward-looking statements are free from errors, nor does the Company accept any responsibility for the future accuracy of the opinions expressed in the presentation or the actual occurrence of the forecasted developments. No obligations are assumed to update any forward-looking statements or to conform to these forward-looking statements to actual results.
The information, opinions and forward-looking statements contained in this announcement speak only as at its date and are subject to change without notice.