Navios Maritime Partners L.P. Secures Unitholder Approval and Completes Acquisition of Navios Maritime Acquisition Corporation
15 October 2021 - 11:04PM
Navios Maritime Partners L.P. (“Navios Partners”) (NYSE: NMM), an
international owner and operator of dry cargo and tanker vessels,
announced that it completed the acquisition of Navios Maritime
Acquisition Corporation (“Navios Acquisition”) (NYSE: NNA).
Angeliki Frangou, Chairwoman and Chief Executive
Officer, stated, “We are pleased with this transformative
transaction through which we created the largest U.S.
publicly-listed shipping company with 15 vessel types diversified
across three segments, servicing more than 10 end markets. About
one-third of our fleet will be in each of the dry bulk,
containership and tanker segment. We believe that this combination
should result in a stronger, more resilient entity, mitigating
sector specific cyclicality, and enabling us to capitalize on
opportunities throughout the industry and provide even returns to
our stakeholders across cycles.”
Merger Transaction
Highlights
In the merger, each outstanding common share of
Navios Acquisition (other than shares held by Navios Partners) was
exchanged for 0.1275 of a common unit of Navios Partners, with
Navios Partners issuing a total of approximately 3.4 million common
units to the Navios Acquisition shareholders in the transaction. As
a result of the merger, Navios Acquisition’s common shares were no
longer listed for trading on NYSE.
Benefits of Combination
The Transaction:
- Creates the #1
largest U.S. publicly-listed shipping company, with over 140
vessels aggregating approximately 15 million deadweight tons
operating in three segments through 15 different vessel types and
serving more than 10 end markets.
- Scales
operations with trades across all sizes with about one-third of its
vessels operating in each of the three segments.
- Achieves
diversification to mitigate idiosyncratic segment volatility as
operational segments are driven by unique fundamentals.
- Optimizes
strategy allowing management to take advantage of opportunities
within each sector, such as by calibrating charter term based upon
segment opportunity.
- Realizes annual
cost reductions.
- Maintains
significant financial flexibility with a combined modest leverage
ratio of approximately 35%, based upon the average of publicly
available broker reports as of August 20, 2021, and a large
collateral value base for refinancing debt maturities.
- Enhances credit
profile by increasing cash retention to support growth and
continued deleveraging.
- Grows equity
market capitalization and depth in share trading to offer an
attractive fundamental investment opportunity to investors seeking
exposure to global economy.
- Maintains and
ultimately grows returns to unitholders of the combined
company.
- Provides Navios
Acquisition’s shareholders the opportunity to continue to
participate in the combined company and avail themselves of market
upside.
Advisors
Latham & Watkins LLP acted as legal advisor
and Pareto Securities AS acted as financial advisor to the Special
Committee of Navios Acquisition. Thompson Hine LLP acted as legal
advisor to Navios Acquisition. Fried, Frank, Harris, Shriver &
Jacobson LLP acted as legal advisor and Jefferies LLC and S.
Goldman Advisors LLC acted as financial advisors to Navios
Partners.
About Navios Maritime Partners
L.P.
Navios Maritime Partners L.P. (NYSE: NMM) is an
international owner and operator of dry cargo and tanker vessels.
For more information, please visit the Company’s website:
www.navios-mlp.com.
Forward-Looking Statements
This communication contains forward-looking
statements relating to the transaction involving Navios Partners
and Navios Acquisition, including statements as to the effects of
the transaction and statements relating to Navios Partners’ future
success. Statements in this communication that are not statements
of historical fact are considered forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, which are usually identified by the use of words such as
“anticipates,” “believes,” “continues,” “could,” “estimates,”
“expects,” “intends,” “may,” “plans,” “potential,” “predicts,”
“projects,” “seeks,” “should,” “will,” and variations of such words
or similar expressions. These forward-looking statements are
neither forecasts, promises nor guarantees, and are based on the
current beliefs of management of Navios Partners and Navios
Acquisition as well as assumptions made by and information
currently available to Navios Partners and Navios Acquisition. Such
statements reflect the current views of Navios Partners and Navios
Acquisition with respect to future events and are subject to known
and unknown risks, including business, economic and competitive
risks, uncertainties, contingencies and assumptions about Navios
Partners and Navios Acquisition, including, without limitation, (i)
potential adverse effects or changes to relationships with
customers or other parties resulting from the completion of the
proposed transaction, (ii) possible disruptions from the
transaction that could harm Navios Partners and Navios Acquisition
respective businesses, including current plans and operations,
(iii) unexpected costs, charges or expenses resulting from the
proposed transaction, (iv) uncertainty of the expected financial
performance of the combined company following completion of the
proposed transaction, including the possibility that the expected
cost savings and other benefits expected from the proposed
transaction will not be realized or will not be realized within the
expected time period, and (v) the unknown future impact of the
COVID-19 pandemic on Navios Partners and Navios Acquisition’s
operations or operating expenses. More details about these and
other risks that may impact Navios Partners and Navios Acquisition
respective businesses are described under the heading “Risk
Factors” in the reports Navios Partners and Navios Acquisition file
with or furnish to the SEC, including their respective Annual
Reports on Form 20-F and Reports on Form 6-K, which are available
on the SEC’s website at www.sec.gov. Navios Partners cautions you
not to place undue reliance on any forward-looking statements,
which speak only as of the date hereof. Navios Partners does not
undertake any duty to update any forward-looking statement or other
information in this communication, except to the extent required by
law. Navios Partners makes no prediction or statement about the
performance of its common units.
Contacts
Navios Maritime Partners L.P. +1 (212) 906 8645
Investors@navios-mlp.com
Nicolas Bornozis Capital Link, Inc. +1 (212) 661 7566
naviospartners@capitallink.com
Navios Maritime Acquisit... (NYSE:NNA)
Historical Stock Chart
From Dec 2024 to Jan 2025
Navios Maritime Acquisit... (NYSE:NNA)
Historical Stock Chart
From Jan 2024 to Jan 2025