ATHENS, Greece, March 7, 2016 /PRNewswire/ -- Paragon Shipping
Inc. (the "Company") today announced the extension of its
previously announced offer to exchange all properly delivered and
accepted 8.375% senior notes due 2021 issued in $25.00 denominations with CUSIP number 69913R-507
(each a "Paragon Note" and collectively the "Paragon Notes") for
shares of common stock (the "Common Stock") of Paragon (the
"Exchange Offer") to 5:00 p.m.
(New York City time) on
March 18, 2016 (the "Extended
Expiration Date"). Unless there is another extension,
settlement for all of the Paragon Notes validly delivered and not
withdrawn on or before the Extended Expiration Date, whether made
prior to or after this announcement, will be on March 23, 2016 (the "Settlement Date").
Deliveries of Paragon Notes, whether made prior to or after this
announcement, may be withdrawn and consents delivered pursuant to
the Consent Solicitation, as defined below, may be revoked at any
time until the Extended Expiration Date.
Based on information provided by the depository for the Exchange
Offer, as of 5:00 p.m. (New York City time) on Friday March 4, 2016, approximately 95,813 Notes
or 9.8% of the outstanding Paragon Notes had been delivered and not
validly withdrawn from the Exchange Offer.
Each holder of a Paragon Note (each a "Holder" and collectively
the "Holders") who validly delivers and does not withdraw all
Paragon Notes held by such Holder, shall receive four (4) shares of
Common Stock on a post-reverse stock split basis for each Paragon
Note, which shall include any accrued and unpaid interest
thereon. Prior to this announcement and on an as adjusted
basis, taking into account the 38-to-1 reverse stock split
effectuated by the Company on March 1,
2016, all Holders that validly delivered and did not
withdraw all Paragon Notes held by such Holder would have received
two (2) shares of Common Stock regardless of the date the Notes
were delivered. As part of the Exchange Offer, Holders will
also be required to consent to the removal of certain covenants and
sections of the Paragon Notes' Indenture dated August 8, 2014 (the "Consent Solicitation" and
together with the Exchange Offer, "Exchange Offer and Consent
Solicitation").
Holders who deliver and do not withdraw their Paragon Notes in
the Exchange Offer and the Consent Solicitation by the Extended
Expiration Date will not be entitled to any future interest on such
Paragon Notes or any accrued but unpaid interest as of March 23, 2016, regardless of when the Exchange
Offer and the Consent Solicitation closes, and any subsequent
interest that would otherwise have been earned on such Paragon
Notes will be deemed paid in full upon receipt of the Common Stock
in the Exchange Offer and the Consent Solicitation.
Paragon also waives the minimum exchange condition that at least
80% of the aggregate principal amount of all outstanding Paragon
Notes be validly delivered for exchange and not withdrawn.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell or exchange securities. No offer,
solicitation, purchase, sale or exchange will be made in any
jurisdiction in which such offer, solicitation, sale or exchange
would be unlawful. The Exchange Offer and Consent Solicitation is
being made solely pursuant to the terms and conditions set forth in
the applicable letter of transmittal.
Georgeson is acting as Information Agent for the Exchange Offer
and Consent Solicitation and requests for letters of transmittal or
questions regarding the Exchange Offer and the Consent Solicitation
may be directed to Georgeson at the following telephone number:
(888) 666-2580. Copies of the letter of transmittal relating
to the Exchange Offer and the Consent Solicitation are also
available on the Company's website.
Forward-Looking Statements
Certain statements in this press release are "forward-looking
statements" within the meaning of the Private Securities Litigation
Act of 1995. These forward-looking statements are based on our
current expectations and beliefs and are subject to a number of
risk factors and uncertainties that could cause actual results to
differ materially from those described in the forward-looking
statements. All statements other than statements of
historical fact are statements that could be deemed forward-looking
statements, including but not limited to any statements regarding
the Exchange Offer and Consent Solicitation. Risks,
uncertainties and assumptions include the possibility that expected
benefits may not materialize as expected as well as other risks
that have been included in filings with the Securities and Exchange
Commission, all of which are available at www.sec.gov.
About Paragon Shipping Inc.
Paragon Shipping is an international shipping company
incorporated under the laws of the Republic of the Marshall Islands with executive offices in
Athens, Greece, specializing in
the transportation of drybulk cargoes. Paragon Shipping's current
fleet consists of six drybulk vessels with a total carrying
capacity of 297,879 dwt. In addition, Paragon Shipping's current
newbuilding contracts consist of two Ultramax and three Kamsarmax
drybulk carriers with scheduled deliveries in the first quarter of
2016. The Company's common shares and Paragon Notes trade on the
NASDAQ Capital Market under the symbols "PRGN" and "PRGNL,"
respectively. For more information, visit: www.paragonship.com. The
information contained on Paragon Shipping's website does not
constitute part of this press release.
Contacts:
Paragon Shipping Inc.
ir@paragonshipping.gr
DresnerAllenCaron
Rudy Barrio (Investors)
rbarrio@dresnerallencaron.com
(212) 691-8087
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SOURCE Paragon Shipping Inc.