Atlas Corp. to commence trading as ATCO on
February 28, 2020
HONG KONG, Feb. 27, 2020 /PRNewswire/ - Atlas Corp.
("Atlas") and Seaspan Corporation (NYSE: SSW) ("Seaspan") today
announced the closing of Seaspan's previously announced holding
company reorganization (the "Reorganization") to create a new
holding company, Atlas. In conjunction with the Reorganization,
Atlas expects to announce the closing of Atlas' acquisition of APR
Energy Limited ("APR"), a global leader in fast-track, mobile power
solutions (the "Acquisition" and together with the
"Reorganization", the "Transactions"). With completion of the
Transactions, Seaspan and APR will both become wholly-owned
subsidiaries of Atlas.
The Reorganization was implemented through the merger of
Seaspan's indirect wholly-owned subsidiary into Seaspan, with
Seaspan continuing as the surviving corporation and a direct
wholly-owned subsidiary of Atlas. The Reorganization was approved
by Seaspan shareholders at the Special Meeting of Shareholders held
on February 27, 2020 in Hong Kong. Of the 81% outstanding shares
that voted, over 99% were in favour of the Reorganization. Under
the Reorganization, Seaspan shareholders will receive one Atlas
common share and one Atlas preferred share, as applicable, for each
Seaspan common share and each Seaspan preferred share they held
immediately prior to the closing of the Reorganization.
Please refer to Atlas' Registration Statement on Form F-4 for
additional information related to the Reorganization.
Atlas Shares
Atlas common shares and Atlas preferred shares will be listed on
the New York Stock Exchange (the "NYSE") under the symbols "ATCO,"
"ATCO-PD," "ATCO-PE," "ATCO-PG," "ATCO-PH," and "ATCO-PI,"
respectively, with trading to commence on the NYSE on February 28, 2020.
Seaspan Securities
In connection with the Reorganization, Seaspan shares will cease
trading on the NYSE after markets close on February 27, 2020.
Seaspan intends to file a Form 25 with the United States
Securities and Exchange Commission (the "SEC") to delist and
deregister its outstanding 5.50% senior notes due 2025 and related
guarantees (the "2025 Notes"), 5.50% senior notes due 2026 and
related guarantees (the "2026 Notes"), and 7.125% senior unsecured
notes due 2027 (the "2027 Notes" and together with the 2025 Notes
and 2026 Notes, the "Notes"). The last day of trading of the
Notes on the NYSE will be Monday, March 9,
2020.
Seaspan has not arranged for, and does not intend to arrange
for, listing and/or registration of the 2027 Notes on another
securities exchange or for quotation on another quotation medium.
Seaspan intends to exercise its option to redeem the 2027 Notes on
October 10, 2020, the first date for
early redemption, at par plus accrued and unpaid interest to, but
not including, such redemption date. The 2025 Notes and 2026 Notes
have been admitted to the official list of Euronext Dublin and are
currently trading on the Global Exchange Market, the exchange
regulated market of Euronext Dublin (the "GEM").
About Seaspan
Seaspan is a leading independent charter owner and operator
of containerships with industry leading integrated ship management
services. Seaspan charters its vessels primarily pursuant to
long-term, fixed-rate time charters to seven of the world's top
eight container shipping liners. Seaspan's fleet consists of 123
containerships, including five vessels Seaspan has agreed to
purchase, which have not yet been delivered, representing a total
capacity of approximately 1,023,000 TEU. Seaspan's current
operating fleet of 118 vessels has an average age of approximately
seven years and an average remaining lease period of approximately
four years, on a TEU-weighted basis.
About APR
APR provides rapidly deployable, large-scale power and
fast-track mobile power to underserved markets and industries.
APR's mobile, turnkey power plants help run cities, countries and
industries around the world in both developed and developing
markets.
Cautionary Note Regarding Forward-Looking Statements
This release contains certain forward-looking statements (as
such term is defined in Section 21E of the Securities Exchange Act
of 1934, as amended) concerning future events, including
forward-looking statements regarding the acquisition of APR, the
listing of the Atlas shares on the NYSE and the redemption of the
2027 Notes. 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", "will", "may",
"potential", "should", and similar expressions are forward looking
statements. These forward-looking statements reflect management's
current expectations only as of the date of this release. As a
result, you are cautioned not to rely on any forward-looking
statements. Although these statements are based upon assumptions we
believe to be reasonable based upon available information, they are
subject to risks and uncertainties. These risks and uncertainties
include, but are not limited to: potential delays in, or failure to
consummate, the Acquisition, that Seaspan may determine not to
exercise its option to redeem the 2027 Notes on October 10, 2020 or, if it does exercise such
option, may not have sufficient liquidity to effectuate such
redemption; and other factors detailed from time to time in our
periodic reports and filings with the SEC, including Seaspan's
Annual Report on Form 20-F for the year ended December 31, 2018 and the Reports of Foreign
Private Issuer on Form 6-K filed from time to time thereafter. We
expressly disclaim any obligation to update or revise any of these
forward-looking statements, whether because of future events, new
information, a change in our views or expectations, or otherwise.
We make no prediction or statement about the performance of any of
our securities.
Investor Inquiries:
Bill Stormont
Investor Relations
Atlas Corp.
Tel. +1-604-638-7240
Email: IR@atlascorporation.com
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SOURCE Seaspan Corporation
