STAMFORD, Conn., March 4, 2021 /PRNewswire/ -- Dorian LPG
Ltd. (NYSE: LPG) (the "Company" or "Dorian LPG"), a leading owner
and operator of modern very large gas carriers ("VLGCs"), announced
today the preliminary results of its tender offer to purchase up to
7,407,407 of its common shares at a price of $13.50 per share. The tender offer expired at
5:00 P.M., Eastern Time, on
March 3, 2021.
Based on a preliminary count by Computershare Trust Company,
N.A., the depositary for the tender offer, the total number of
shares tendered in the tender offer was 18,422,889 shares,
including shares tendered pursuant to the guaranteed delivery
procedure described in the tender offer documents. These
preliminary results indicate that the tender offer was
oversubscribed. In view of these preliminary results, the
Company has elected to increase the number of shares accepted for
payment by 997,739, or slightly less than 2% of the outstanding
shares of the Company. The number of shares which the Company
will purchase from each tendering shareholder, except with respect
to conditional tenders for which the tender condition was not
satisfied, is expected to be prorated so that the Company purchases
in the tender offer a total of 8,405,146 shares, or
approximately 16.8% of the Company's outstanding common shares, for
an aggregate purchase price of approximately $113.5 million. Based on the preliminary count,
the depositary has informed the Company that the preliminary
proration factor for the tender offer is expected to be
approximately 45.6%, taking into account the conditional tender
provisions of the tender offer.
The number of shares of common stock expected to be purchased by
the Company, the aggregate purchase price for the shares, and the
proration factor are preliminary and subject to final confirmation
by the depositary and the proper delivery of shares tendered,
including shares tendered pursuant to the guaranteed delivery
procedure. The final results of the tender offer, including the
final proration factor, will be announced promptly following
completion of the confirmation process. Payment for shares of
common stock accepted for purchase by the Company will be made in
accordance with the terms of the tender offer promptly following
final confirmation of the number of shares tendered and the final
proration factor, and taking into account adjustments to avoid
purchases of fractional shares. Certificates for all shares
tendered and not purchased, including shares not purchased due to
proration or because the tender condition was not satisfied, will
be returned or, in the case of shares tendered by book-entry
transfer, will be credited to the account maintained with the
book-entry transfer facility by the participant who delivered the
shares pursuant to the terms of the tender offer.
If shareholders have any questions, they may direct their
inquiries to Georgeson LLC, the information agent for the tender
offer, toll free at +1 (866) 647-8872.
About the Company
Dorian LPG is a liquefied petroleum gas shipping company and a
leading owner and operator of modern VLGCs. Dorian LPG's fleet
currently consists of 24 modern VLGCs. Dorian LPG has offices in
Stamford, Connecticut, USA;
London, United Kingdom;
Copenhagen, Denmark; and
Athens, Greece.
Certain Information Regarding the Tender Offer
The information in this press release describing Dorian LPG
Ltd.'s tender offer is for informational purposes only and does not
constitute an offer to buy or the solicitation of an offer to sell
Dorian LPG's common shares in the tender offer. The tender offer
was made only pursuant to the Offer to Purchase and the related
materials that Dorian LPG distributed to its shareholders, as they
may be amended or supplemented. Shareholders should read such Offer
to Purchase and related materials carefully and in their entirety
because they contain important information, including the various
terms and conditions of the tender offer. Shareholders of Dorian
LPG may obtain a free copy of the Tender Offer Statement on
Schedule TO, the Offer to Purchase and other documents that Dorian
LPG has filed with the Securities and Exchange Commission from the
Securities and Exchange Commission's website at www.sec.gov.
Shareholders who would like to obtain a copy of these documents,
without charge, or who have any questions, may direct their
inquiries to Georgeson LLC, the information agent for the tender
offer, toll free at +1 (866) 647-8872.
Cautionary Statement Regarding Forward-Looking
Statements
This press release contains "forward-looking statements."
Statements that are predictive in nature, that depend upon or refer
to future events or conditions, or that include words such as
"expects," "anticipates," "intends," "plans," "believes,"
"estimates," "projects," "forecasts," "may," "will," "should" and
similar expressions are forward-looking statements. These
statements are not historical facts but instead represent only the
Company's current expectations and observations regarding future
results, many of which, by their nature are inherently uncertain
and outside of the Company's control. Where the Company expresses
an expectation or belief as to future events or results, such
expectation or belief is expressed in good faith and believed to
have a reasonable basis. However, the Company's forward-looking
statements are subject to risks, uncertainties, and other factors,
which could cause actual results to differ materially from future
results expressed, projected, or implied by those forward-looking
statements. The Company's actual results may differ, possibly
materially, from those anticipated in these forward-looking
statements as a result of certain factors, including changes in the
Company's financial resources and operational capabilities and as a
result of certain other factors listed from time to time in the
Company's filings with the U.S. Securities and Exchange Commission.
For more information about risks and uncertainties associated with
Dorian LPG's business, please refer to the "Management's Discussion
and Analysis of Financial Condition and Results of Operations" and
"Risk Factors" sections of Dorian LPG's filings with the Securities
and Exchange Commission, including, but not limited to, its annual
report on Form 10-K and quarterly reports on Form 10-Q. The Company
does not assume any obligation to update the information contained
in this press release.
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SOURCE Dorian LPG Ltd.