Aegean Marine Petroleum Network Inc. Announces Pricing of $75 Million
Convertible Senior Notes
PIRAEUS, Greece, Oct. 18, 2013
PIRAEUS, Greece, Oct. 18, 2013 /PRNewswire/ --Aegean Marine Petroleum Network
Inc. (NYSE: ANW) ("Aegean") today announced that it priced its previously
announced underwritten public offering of $75 million aggregate principal
amount of its 4.00% convertible senior notes due 2018 (the "notes"). Aegean
granted the underwriters a 30-day option to purchase up to an additional
$11.25 million aggregate principal amount of notes in connection with the
offering. The offering is expected to close on October 23, 2013, subject to
the satisfaction of certain customary closing conditions. Aegean expects to
use the net proceeds from this offering of approximately $72.1 million for
general corporate purposes and working capital, including repayment of
short-term indebtedness, without reduction in commitment.
The notes will be general senior unsecured obligations of Aegean and will pay
interest semi annually in arrears on May 1 and November 1 of each year,
beginning on May 1, 2014. Unless earlier converted, redeemed or repurchased,
the notes will mature on November 1, 2018.
Upon conversion, holders of the notes will receive cash, shares ofAegean's
common stock or a combination of cash and shares of Aegean's common stock, at
Aegean's election. Prior to May 1, 2018, the notes will be convertible only
upon certain circumstances and during specified periods. On or afterMay 1,
2018until the close of business on the scheduled trading day prior to the
maturity date, holders may convert their notes at any time. The initial
conversion rate for each$1,000aggregate principal amount of notes is 70.2679
shares of common stock, equivalent to a conversion price of
approximately$14.23 per share, and will be subject to adjustments described
in the prospectus supplement relating to the notes.
On or afterNovember 1, 2016,Aegeanmay redeem for cash all, but not less
than all, of the notes at 100% of principal amount (plus accrued and unpaid
interest up to, but not including, the redemption date) if the last reported
sale price of its common stock exceeds 140% of the conversion price then in
effect for 20 or more trading days in a period of 30 consecutive trading days
ending on the trading day immediately prior to the date of the redemption
notice. In addition, if Aegean calls the notes for redemption, Aegean will,
in certain circumstances, be required to increase the conversion rate for
holders who convert their notes after Aegean delivers a notice of redemption
and before the close of business on the business day immediately preceding the
relevant redemption date.
Jefferies LLC is acting as the sole book-running manager for the offering.
ABN AMRO Securities (USA) LLC, BB&T Capital Markets, a division of BB&T
Securities, LLC and Cowen and Company, LLC are acting as co-managers of the
The notes will be offered and sold under Aegean's existing shelf registration
statement filed with the Securities and Exchange Commission ("SEC"), which
became effective on August 30, 2013. Before you invest in the notes, you
should read the prospectus and accompanying preliminary prospectus supplement
relating to the offering and other documents Aegean has filed with the SEC for
more complete information about Aegean and the offering. You may get these
documents at the SEC web site at http://www.sec.gov/. Copies of the
preliminary prospectus supplement and accompanying prospectus may also be
obtained, when available, from Jefferies LLC (Attn: Equity Syndicate
Prospectus Department), 520 Madison Avenue, 12^th Floor, New York, New York
10022, Phone: 1-877-547-6340, Email:Prospectus_Department@Jefferies.com.
This press release does not constitute an offer to sell or a solicitation of
an offer to buy nor shall there be any sale of these securities in any state
or jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any such
state or jurisdiction.
This press release contains forward-looking statements that are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements include statements concerning the
completion, timing and size of the proposed offering and other statements that
are other than statements of historical facts. These statements involve
significant risks and uncertainties. Because these statements reflect our
current expectations concerning future events, our actual events could differ
materially from those anticipated in these forward-looking statements as a
result of many factors. These factors include, but are not limited to: the
risk and uncertainties related to market or other conditions and the
satisfaction of customary closing conditions related to the proposed public
offering. Additional information concerning these and other factors that may
cause actual events to differ materially from those anticipated in the
forward-looking statements is contained in the "Risk Factors" section of
Aegean's most recent Annual Report on Form 20-F, in our other periodic reports
and filings with the SEC and in the prospectus supplement related to the
offering. We caution investors not to place undue reliance on the
forward-looking statements contained in this press release. All
forward-looking statements are based on information currently available to
Aegean on the date hereof, and we undertake no obligation to revise or update
these forward-looking statements to reflect events or circumstances after the
date of this press release, except as required by law.
SOURCE Aegean Marine Petroleum Network Inc.
Contact: Tom Marinos, 203-595-5184
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