6-K
Seanergy Maritime Holdings Corp. (SHIP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October, 2021
Commission File Number: 001-34848
SEANERGY MARITIME HOLDINGS CORP.
(Translation of registrant’s name into English)
154 Vouliagmenis Avenue
166 74 Glyfada
Athens, 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-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
Attached to this report on Form 6-K (this “Report”) as Exhibit 99.1 is a copy of the press release of Seanergy Maritime Holdings Corp. (the “Company”) dated October 19, 2021, titled “Seanergy Maritime Announces Acquisition of its 17^th^ Capesize Vessel with Prompt Delivery and Completion of Previously-Announced Vessel Sale.”
Attached to this Report on Form 6-K as Exhibit 99.2 is a copy of the press release of the Company dated October 26, 2021, titled “Seanergy Maritime Announces New Sustainability-Linked Loan Facility and Signs the Call to Action for Shipping Decarbonization.”
This Report on Form 6-K, excluding the statements attributed to the Company’s Chief Executive Officer, is hereby incorporated by reference into the Company's Registration Statements on Form F-3 (File Nos. 333-257693, 333-253332, 333-238136, 333-237500, 333-221058, 333-166697, 333-169813 and 333-214967).
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.
| Date: October 29, 2021 | ||
|---|---|---|
| SEANERGY MARITIME HOLDINGS CORP. | ||
| By: | /s/ Stamatios Tsantanis | |
| Name: | Stamatios Tsantanis | |
| Title: | Chief Executive Officer |
Exhibit 99.1
Seanergy Maritime Announces Acquisition of its 17^th^ Capesize Vessel with Prompt Delivery and Completion of Previously-Announced Vessel Sale
October 19, 2021 - Glyfada, Greece - Seanergy Maritime Holdings Corp. (the “Company”) (NASDAQ: SHIP) announced today that it has entered into a definitive agreement with an unaffiliated third party to purchase a Capesize vessel (the “Vessel”). In addition, the Company has recently completed the sale and delivery of its oldest Capesize vessel, the M/V Leadership, 2001-built, to its new owners.
The Vessel was built in 2010 at a reputable shipyard in Japan, has a cargo-carrying capacity of approximately 181,500 deadweight tons (“dwt”) and will be renamed M/V Dukeship. The M/V Dukeship is expected to be delivered within November 2021, subject to the satisfaction of certain customary closing conditions. Following her delivery, Seanergy’s fleet will increase to 17 Capesize vessels with an aggregate cargo capacity exceeding 3 million dwt.
The Vessel is fitted with a ballast water treatment system, while the special survey was recently completed by the current owner and, therefore, the Company does not anticipate incurring any significant off-hire or capital expenditures for this Vessel for the next two years.
The purchase price of $34.3 million is expected to be funded with cash on hand.
Stamatis Tsantanis, the Company’s Chairman & Chief Executive Officer, stated:
“I am very pleased to announce our 7^th^Japanese capesize acquisition within 2021. Our total investment since the beginning of our fleet expansion program in 2020 has reached $205 million.
The addition of the M/V Dukeship will further enhance our operating leverage as a leading pure-play Capesize company and, given the Vessel’s prompt delivery in a strong Capesize market, the acquisition is expected to be immediately accretive for our shareholders.
The spot Capesize market currently exceeds $60,000 per day, rendering the latest addition a high revenue-generating investment, while the forward curve indicates that the positive market trend will be sustained for the next years.”
Company fleet upon Vessel’s delivery:
| Vessel Name | Vessel Class | Capacity (DWT) | Year Built | Yard | Employment |
|---|---|---|---|---|---|
| Patriotship | Capesize | 181,709 | 2010 | Imabari | T/C – fixed rate |
| Worldship | Capesize | 181,415 | 2012 | Koyo - Imabari | T/C – fixed rate |
| Hellasship | Capesize | 181,325 | 2012 | Imabari | T/C Index Linked |
| Fellowship | Capesize | 179,701 | 2010 | Daewoo | T/C Index Linked |
| Championship | Capesize | 179,238 | 2011 | Sungdong SB | T/C Index Linked |
| Partnership | Capesize | 179,213 | 2012 | Hyundai | T/C Index Linked |
| Knightship | Capesize | 178,978 | 2010 | Hyundai | T/C Index Linked |
| Lordship | Capesize | 178,838 | 2010 | Hyundai | T/C Index Linked |
| Goodship | Capesize | 177,536 | 2005 | Mitsui | Voyage/Spot |
| Friendship | Capesize | 176,952 | 2009 | Namura | T/C Index Linked |
| Tradership | Capesize | 176,925 | 2006 | Namura | T/C Index Linked |
| Flagship | Capesize | 176,387 | 2013 | Mitsui | T/C Index Linked |
| Gloriuship | Capesize | 171,314 | 2004 | Hyundai | T/C Index Linked |
| Geniuship | Capesize | 170,057 | 2010 | Sungdong SB | T/C Index Linked |
| Premiership | Capesize | 170,024 | 2010 | Sungdong SB | T/C Index Linked |
| Squireship | Capesize | 170,018 | 2010 | Sungdong SB | T/C Index Linked |
| Dukeship* | Capesize | 181,453 | 2010 | Japanese yard | N/A |
| Total / Average age | 3,011,083 | 11.5 |
* delivery expected by mid-November 2021
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About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp. is the only pure-play Capesize ship-owner publicly listed in the US. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. Upon delivery of the M/V Dukeship, the Company's operating fleet will consist of 17 Capesize vessels with an average age of 11.5 years and aggregate cargo carrying capacity of approximately 3,011,083 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”, its Class A warrants under “SHIPW” and its Class B warrants under “SHIPZ”.
Please visit our company website at: www.seanergymaritime.com.
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; 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 Relations
Tel: +30 213 0181 522
E-mail: ir@seanergy.gr
Capital Link, Inc.
Daniela Guerrero
230 Park Avenue Suite 1536
New York, NY 10169
Tel: (212) 661-7566
E-mail: seanergy@capitallink.com
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Exhibit 99.2
Seanergy Maritime Announces New Sustainability-Linked Loan Facility and Signs the Call to Action for Shipping Decarbonization
October 26, 2021 - Athens, Greece - Seanergy Maritime Holdings Corp. (“Seanergy” or the “Company”) (NASDAQ: SHIP) announced today that it has received a commitment letter from a leading European bank for a sustainability-linked loan facility to finance part of the acquisition cost of the M/V Worldship.
Moreover, Seanergy became a signatory to the Call to Action for Shipping Decarbonization (“Call to Action”), a global coalition of over 190 industry leaders and organizations representing the entire maritime value chain.
Financing of the M/V Worldship
Pursuant to the commitment letter, the sustainability-linked loan will be for an amount of $16.85 million and will amortize over a five-year term with a final balloon payment of $6.1 million at maturity. The interest rate will be 3.05% plus LIBOR per annum, which can be further improved based on certain emission reduction thresholds. The approval is subject to definitive documentation, which we expect to be completed within November 2021.
Call to Action for Shipping Decarbonization
The Call to Action was developed by a task force convened by the Getting To Zero Coalition in September 2021 and will be delivered to world Governments in November 2021, in advance of the UN Climate Change Conference (“COP26”) in Glasgow. The signatories to this Call to Action firmly believe that an equitable decarbonization of the maritime supply chain by 2050 is both possible and necessary.
Stamatis Tsantanis, the Company’s Chairman & Chief Executive Officer, stated:
“We are very pleased to announce another innovative financing for Seanergy which is consistent both with our conservative leverage approach, as well as our commitment to our sustainability objectives. The proceeds of this new loan will further enhance our strong liquidity position. At the same time, we are excited to actively participate along with global industry leaders in the Call to Action, a significant initiative aiming to contribute to our industry’s decarbonization targets.
Seanergy has long ago prioritized its ESG agenda and has implemented concrete actions and collaborations upon this matter. In this context, we are encouraging stakeholder engagement on all levels, including that of our financiers and governmental organizations, as means to support the common goal of a “greener” shipping.”
About Seanergy Maritime Holdings Corp.
Seanergy Maritime Holdings Corp. is the only pure-play Capesize ship-owner publicly listed in the US. Seanergy provides marine dry bulk transportation services through a modern fleet of Capesize vessels. Upon delivery of the M/V Dukeship, the Company's operating fleet will consist of 17 Capesize vessels with an average age of 11.5 years and aggregate cargo carrying capacity of approximately 3,011,083 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”, its Class A warrants under “SHIPW” and its Class B warrants under “SHIPZ”.
Please visit our company website at: www.seanergymaritime.com.
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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; 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 Relations
Tel: +30 213 0181 522
E-mail: ir@seanergy.gr
Capital Link, Inc.
Paul Lampoutis
230 Park Avenue Suite 1536
New York, NY 10169
Tel: (212) 661-7566
E-mail: seanergy@capitallink.com
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