NEW YORK,
June 27,
2024 /PRNewswire/ -- Sphinx Investment Corp.
("Sphinx") today announced that it has extended the expiration date
of its previously announced offer to purchase all of the issued and
outstanding common shares, par value $0.01 per share (the "Common Shares"), of
Performance Shipping Inc. ("Performance") (including the associated
preferred stock purchase rights (the "Rights", and together with
the Common Shares, the "Shares") for $3.00 per Share in cash, without interest, less
any applicable withholding taxes (the "Offer").
The expiration date of the Offer has been
extended to 11:59 p.m., New York City time, on September 17,
2024.
Continental Stock Transfer &Trust Company,
the tender offer agent for the Offer, has advised Sphinx that as of
5:00 p.m., New York City time, on June 26, 2024, the last business day prior to the
announcement of the extension of the Offer, 968,154 Shares had been
validly tendered into the Offer and not validly withdrawn.
The Offer is being made pursuant to the terms and
conditions described in the Amended and Restated Offer to Purchase
dated October 30, 2023, as amended
and supplemented by the Supplement to the Amended and Restated
Offer to Purchase dated December 5,
2023, and as may be further amended from time to time
(collectively, the "Offer to Purchase"), the related revised Letter
of Transmittal (the "Letter of Transmittal"), the related revised
Notice of Guaranteed Delivery (the "Notice of Guaranteed
Delivery"), and certain other Offer documents, copies of which are
attached to the Tender Offer Statement on Schedule TO originally
filed by Sphinx, Maryport Navigation Corp. and Mr. George Economou with the United States
Securities and Exchange Commission (the "SEC") on October 11, 2023, as amended and as may be
further amended from time to time. Consummation of the Offer
continues to be subject to satisfaction or waiver of all of the
conditions referred to in Section 14 — "Conditions of the Offer" of
the Offer to Purchase.
The Information Agent for the Offer is Innisfree
M&A Incorporated. The Offer materials may be obtained at no
charge by calling Innisfree toll free at (877) 800-5190, and may
also be obtained at no charge at the website maintained by the SEC
at www.sec.gov.
Additional Information about the Offer and
Where to Find It
The tender offer referenced herein commenced on
October 11, 2023. This press release
is neither an offer to purchase nor a solicitation of an offer to
sell any Shares or any other securities, nor is it a substitute for
the tender offer materials attached to the Tender Offer Statement
on Schedule TO filed by Sphinx, Maryport Navigation Corp. and Mr.
George Economou with the SEC on
Schedule TO on October 11, 2023 and
amended pursuant to Amendment No. 1 and Amendment No. 2 thereto on
October 30, 2023, Amendment No. 3
thereto on November 15, 2023,
Amendment No. 4 thereto on December 5,
2023, and Amendment No. 5 thereto on March 26, 2024 (including the Offer to Purchase,
the Letter of Transmittal and the Notice of Guaranteed Delivery)
(the "Tender Offer Materials"). A solicitation and offer to
purchase outstanding Shares is only being made pursuant to the
Tender Offer Materials. Performance filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with
respect to the Offer with the SEC on October
25, 2023, and amended the same by Amendment No. 1 thereto
filed by Performance with the SEC on November 6, 2023, Amendment No. 2 thereto filed
by Performance with the SEC on November 14,
2023, Amendment No. 3 thereto filed by Performance with the
SEC on November 15, 2023, Amendment
No. 4 thereto filed by Performance with the SEC on November 30, 2023, and Amendment No. 5 thereto
filed by Performance with the SEC on December 20, 2023 (the
"Solicitation/Recommendation Statement"). INVESTORS AND PERFORMANCE
SHAREHOLDERS ARE STRONGLY ADVISED TO READ THE TENDER OFFER
MATERIALS (INCLUDING THE OFFER TO PURCHASE, THE LETTER OF
TRANSMITTAL AND THE NOTICE OF GUARANTEED DELIVERY) AND THE
SOLICITATION/RECOMMENDATION STATEMENT, AS EACH MAY BE AMENDED OR
SUPPLEMENTED FROM TIME TO TIME, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION THAT SHOULD BE CONSIDERED BY INVESTORS
AND PERFORMANCE SHAREHOLDERS BEFORE MAKING ANY DECISION WITH
RESPECT TO THE OFFER. The Tender Offer Materials may be obtained at
no charge at the website maintained by the Securities and Exchange
Commission at www.sec.gov.
Important Cautions Regarding Forward-Looking
Statements
Certain statements contained in this press
release are forward-looking statements, including, but not limited
to, statements that are predications of or indicate future events,
trends, plans or objectives. These statements, which sometimes use
words such as "anticipate," "believe," "intend," "estimate,"
"expect," "project," "strategy," "opportunity," "future," "plan,"
"will likely result," "will," "shall," "may," "aim," "predict,"
"should," "would," "continue," and words of similar meaning and/or
other similar expressions that are predictions of or indicate
future events and/or future trends, reflect the beliefs and
expectations of the applicable of the Offeror, Maryport and Mr.
George Economou at the date of this
press release and involve a number of risks, uncertainties and
assumptions that could cause actual results and performance to
differ materially from any expected future results or performance
expressed or implied by the forward-looking statement.
About Sphinx:
Sphinx Investment Corp. is a corporation
organized under the laws of the Republic of the Marshall Islands. The principal business of
the Sphinx is the making of investments in securities. Sphinx is
controlled by Mr. George
Economou.
Media Contact:
Innisfree M&A Incorporated
Jonathan Kovacs / Arthur Crozier / Scott
Winter
jkovacs@innisfreema.com; acrozier@innisfreema.com;
swinter@innisfreema.com
212-750-5833
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content:https://www.prnewswire.com/news-releases/sphinx-investment-corp-announces-extension-of-tender-offer-to-purchase-all-outstanding-common-shares-and-associated-rights-of-performance-shipping-inc-302184409.html
SOURCE Sphinx Investment Corp