Aries Maritime Transport Limited (NASDAQ:RAMS) announced that Grandunion Inc., a company controlled by Michail S. Zolotas and Nicholas G. Fistes, acquired 18,977,778 newly issued common shares in Aries in exchange for three capesize drybulk carriers. Of such shares, 2,666,667 were transferred to Rocket Marine Inc., a company controlled by two former directors and principal shareholders in Aries, in exchange for Rocket and its affiliates entering into a voting agreement with Grandunion. Under this voting agreement, Grandunion controls the voting rights relating to the shares owned by Rocket and its affiliates. Grandunion now owns approximately 34.2% of Aries and, as a result of the voting agreement controls the vote of approximately 71% of Aries' outstanding shares.
"The closing marks a new era for Aries. We have already expended significant effort in restructuring the loan with the existing lending syndicate and bringing in new, much needed financing. As a result, we will have a stable balance sheet with which we can operate," said Nicholas G. Fistes, Chairman of Aries. "Our interests are aligned with the existing shareholders, as we have invested in Aries and acquired a significant equity position with the belief that we can create value in the long run. We can immediately benefit through Grandunion's technical and operational expertise and industry relationships."
Zolotas, Deputy Chairman and Chief Executive Officer of Aries, added, "We will immediately focus on repositioning Aries, with a view to opportunistically expanding in the drybulk and tanker sectors. We will also leverage our operating expertise by bringing in-house technical and commercial management, reducing operating expenses, increasing vessel utilization and otherwise streamlining operations."
The new management of the Company will be led by Nicholas G. Fistes as Executive Chairman, Michail S. Zolotas as Chief Executive Officer and Allan Shaw as Chief Financial Officer. The new management team intends to build the technical and commercial group of Aries and incorporate the existing Aries team into their operations
The full Board is set forth below:
Nicholas G. Fistes - Executive Chairman;
Michail S. Zolotas - Deputy Chairman
Allan Shaw - Director
Masaaki Kohsaka - Non-Executive Director
Spyros Gianniotis - Non-executive Director
Apostolos Tsitsirakis - Non-executive Director; and
Panagiotis Skiadas - Non-executive Director
The company has issued $145m in aggregate principal amount of 7% senior unsecured convertible notes due 2015, convertible into common shares at a conversion price of $0.75 per share. Investment Bank of Greece currently holds a small portion of the outstanding principal amount and the remainder is owned by a company controlled by Zolotas, financed by Marfin Egnatia Bank S.A. 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 new $221,429,999 Facility Agreement to refinance Aries' existing revolving credit facility. The company has applied $20m of the bond proceeds to pay down the new credit facility, which has been structured to provide favorable amortization, with $163.4m repayment due at the end of the five year term.
Post closing, Aries' 14 vessel fleet will consists of:
four Panamax tankers (all double-hulled)
five MR tankers (three double-hulled)
two container vessels (2,917 TEU)
three capesize drybulk vessels totaling 477,000 dwt
Five of the Company's 14 vessels are secured on period charters. Charters for two of the Company's products tanker vessels currently have profit-sharing components as well as one capesize vessel. S. Goldman Advisors LLC acted as financial advisor to Grandunion Inc., with Mintz Levin acting as lead counsel and V&P Law Firm acting as admiralty and local counsel.