Navios Maritime Acquisition Corporation Announces Offer to Acquire Outstanding Units of Navios Maritime Midstream Partners L...
28 Junho 2018 - 6:41PM
Navios Maritime Acquisition Corporation (“Navios Acquisition”)
(NYSE:NNA), an owner and operator of tanker vessels, announced
today that it has submitted a proposal to the board of directors of
Navios Maritime Midstream Partners L.P. (“Navios Midstream”)
(NYSE:NAP) to acquire the publicly held units of Navios Midstream
not already owned by Navios Acquisition in a stock for units
exchange.
Subject to negotiation and execution of a
definitive agreement, Navios Acquisition is proposing consideration
of 6.292 Navios Acquisition shares for each outstanding publicly
held unit of Navios Midstream as part of a transaction that would
be structured as a merger of Navios Midstream with Navios
Acquisition. The proposed consideration represents a value of
$3.838 per common unit of Navios Midstream based on the closing
price of Navios Acquisition’s shares as of June 28, 2018. The
proposed transaction is expected to be a tax-free exchange to
Navios Midstream’s unit holders for US federal income tax
purposes.
The proposed transaction is subject to the
negotiation and execution of a definitive agreement, approval of
the board of directors of Navios Acquisition and the necessary
approvals under Navios Midstream’s limited partnership agreement.
The consummation of the proposed transaction would be subject to
customary closing conditions. There can be no assurance that any
such approvals will be forthcoming, that a definitive agreement
will be executed, or that any transaction will be consummated.
This communication does not constitute an offer
to sell or the solicitation of an offer to buy any
securities. This communication is not a substitute for any
documents that may be filed with the SEC or sent to equity holders
in connection with the proposed transaction. Equity holders
are urged to read those documents, which will contain important
information.
About Navios Maritime Acquisition
Corporation
Navios Acquisition (NYSE:NNA) is an owner and
operator of tanker vessels focusing on the transportation of
petroleum products (clean and dirty) and bulk liquid chemicals. For
more information about Navios Acquisition, please visit our
website: www.navios-acquisition.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 and expectations,
including with respect to Navios Acquisition’s stock repurchases,
future dividends, future cash flow generation and Navios
Acquisition’s growth strategy and measures to implement such
strategy; including expected vessel acquisitions and entering into
further time charters. Words such as "may," "expects," "intends,"
"plans," "believes," "anticipates," "hopes," "estimates," and
variations of such words and similar expressions are intended to
identify forward-looking statements. Such statements include
comments regarding expected revenue and time charters. These
forward-looking statements are based on the information available
to, and the expectations and assumptions deemed reasonable by,
Navios Acquisition at the time these statements were made. Although
Navios Acquisition believes that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be
given that such expectations will prove to have been correct. 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 Navios Acquisition. 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 creditworthiness of
our charterers and the ability of our contract counterparties to
fulfill their obligations to us, tanker industry trends, including
charter rates and vessel values and factors affecting vessel supply
and demand, the aging of our vessels and resultant increases in
operation and dry docking costs, the loss of any customer or
charter or vessel, our ability to repay outstanding indebtedness,
to obtain additional financing and to obtain replacement charters
for our vessels, in each case, at commercially acceptable rates or
at all, increases in costs and expenses, including but not limited
to: crew wages, insurance, provisions, port expenses, lube oil,
bunkers, repairs, maintenance and general and administrative
expenses, the expected cost of, and our ability to comply with,
governmental regulations and maritime self-regulatory organization
standards, as well as standard regulations imposed by our
charterers applicable to our business, potential liability from
litigation and our vessel operations, including discharge of
pollutants, general domestic and international political
conditions, competitive factors in the market in which Navios
Acquisition operates; risks associated with operations
outside the United States; and other factors listed from time
to time in the Navios Acquisition's filings with the U.S.
Securities and Exchange Commission, including its annual and
interim reports filed on Form 20-F and Form 6-K. Navios Acquisition
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 Navios Acquisition’s
expectations with respect thereto or any change in events,
conditions or circumstances on which any statement is based. Navios
Acquisition makes no prediction or statement about the performance
of its common stock.
Investor Relations
ContactNavios Maritime Acquisition Corporation
+1.212.906.8644
info@navios-acquisition.com
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