Seanergy to Acquire Remaining Stakes in BET, MCS
Seanergy Maritime Holdings Corp. (NASDAQ: SHIP) (NASDAQ: SHIPW) announced that it has entered into letters of intent for the acquisition of the remaining ownership percentages in each of Bulk Energy Transport (Holdings) Limited (BET) and Maritime Capital Shipping Limited (MCS). The company acquired a 50% interest in BET in August 2009 and a 51% interest in MCS in May 2010.
Pursuant to the letter of intent with Mineral Transport Holdings Inc. (the BET Seller), the company has agreed to acquire the remaining 50% interest in BET owned by the BET Seller for a purchase price of $33,000,000, which will be paid by the company to the BET Seller in the form of cash in the amount of $7,000,000 and shares of the company's common stock totaling to $26,000,000 at an agreed price of $1.05 per share. The acquisition is subject to final documentation expected to be entered into by the BET Seller and the company by September 15th, 2010, and is also subject to lenders' approval and to approval by the company's Board of Directors.
Pursuant to the letter of intent with Maritime Capital Shipping (Holdings) Limited (the MCS Seller), the company has agreed to acquire the remaining 49% interest in MCS owned by the MCS Seller for a purchase price of $29,000,000, which will be paid by the company to the MCS Seller in the form of cash in the amount of $3,000,000 and shares of the company's common stock totaling to $26,000,000 at an agreed price of $1.05 per share. The acquisition is subject to final documentation expected to be entered into by the MCS Seller and the company by September 15th, 2010, and is also subject to lenders' approval and to approval by the company's Board of Directors.
Both the BET Seller and the MCS Seller are related to the company. The shares of the company's common stock forming part of the BET and the MCS purchase price will be issued to four entities affiliated with members of the Restis family.
Following the acquisitions, the company will own a fleet of 20 dry bulk vessels with a combined cargo-carrying capacity of approximately 1,292,544 dwt and an average fleet age of 12.8 years, comprising of four Capesize, three Panamax, two Supramax, one Handymax and ten Handysize dry bulk carriers.
The Chairman and CEO of the company, Dale Ploughman, commented as follows: "I am pleased to announce the achievement of another transformational milestone in the development of Seanergy. The deal to acquire all minority stakes in both BET and MCS was agreed at a premium of 14% on the share price based on the closing price of $0.92 on August 25th. This transaction generates several benefits to our Company. It simplifies our balance sheet and ownership structure, expands our revenue and profit generation capacity and is accretive to earnings per share. By issuing new shares at a premium, we avoided dilution and the significant cost usually associated with capital raising. Furthermore, the fact that the sellers of the minority stakes will exchange them for shares of Seanergy and at a premium tangibly indicates their confidence in the future prospects on our Company. In the short period of less than two years as a publicly traded company, we have more than tripled our fleet from six to 20 vessels, quadrupled our deadweight tonnage, enhanced our fleet's operational versatility without sacrificing the strength of our balance sheet and achieved a charter portfolio that generates sizeable and stable cash flows with significant upside potential. We will continue our strategy of seeking accretive growth opportunities to further enhance shareholder value for the long term and build Seanergy into an industry leader."
