OceanPal Inc. Announces Entry Into Support Agreement With Sphinx Investment Corp.; Sphinx Terminates its Proxy Contest and Enters Into Voting Commitment; Mr. Economou Expected to be Made Available to Provide Strategic Advice
17 Mayo 2024 - 6:35AM
OceanPal Inc. (“OceanPal” or the “Company”) (NASDAQ: OP) announced
today that it has entered into a Support Agreement (the
“Agreement”) with Sphinx Investment Corp. (“Sphinx”), an affiliate
of George Economou, which owns approximately 14.1% of the Company’s
outstanding common stock, providing for the future support of the
Company and its Board by Sphinx.
Pursuant to the Agreement, Sphinx has agreed to
cease its efforts with respect to the election of directors and the
passage of shareholder proposals at the 2024 annual meeting of the
Company’s stockholders, and to commit to voting in favor of the
Board’s slate of recommended directors and with respect to certain
other proposals at each Company shareholder meeting through the
2029 annual meeting of the Company’s shareholders. In addition,
Sphinx and the Company have agreed on a non-binding basis to a
structure for the provision by Mr. Economou of strategic advice to
the Board with respect to future opportunities for creating
shareholder value.
Mr. Robert Perri, Chief Executive Officer of the
Company, said:
I am pleased that OceanPal and Sphinx have been
able to put aside their differences. We value Sphinx’s interest in
the Company, and I and the rest of the board look forward to
further discussing with George his views on opportunities to create
value for OceanPal’s stockholders.
The Agreement also includes customary standstill
provisions, mutual releases and non-disparagement and expense
reimbursement terms, among others.
Addition information with respect to the
Agreement will be filed with the U.S. Securities and Exchange
Commission (the “SEC”) on a Current Report on Form 6-K.
About the Company
OceanPal Inc. is a global provider of shipping
transportation services through its ownership of vessels. The
Company’s vessels currently transport a range of dry bulk cargoes,
including such commodities as iron ore, coal, grain and other
materials along worldwide shipping routes and it is expected that
the Company’s vessels will be primarily employed on short term time
and voyage charters following the completion of their current
employments.
Forward Looking Statements
Matters discussed in this press release may
constitute forward-looking statements. The Private Securities
Litigation Reform Act of 1995 provides safe harbor protections for
forward-looking statements in order to encourage companies to
provide prospective information about their business.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements.
The Company desires to take advantage of the
safe harbor provisions of the Private Securities Litigation Reform
Act of 1995 and is including this cautionary statement in
connection with this safe harbor legislation. The words “believe,”
“anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,”
“potential,” “may,” “should,” “expect,” “pending” and similar
expressions identify forward-looking statements.
The forward-looking statements in this press
release are based upon various assumptions, many of which are
based, in turn, upon further assumptions, including without
limitation, Company management’s examination of historical
operating trends, data contained in the Company’s records and other
data available from third parties. Although the Company believes
that these assumptions were reasonable when made, because these
assumptions are inherently subject to significant uncertainties and
contingencies that are difficult or impossible to predict and are
beyond the Company’s control, the Company cannot assure you that it
will achieve or accomplish these expectations, beliefs or
projections.
In addition to these important factors, other
important factors that, in the Company’s view, could cause actual
results to differ materially from those discussed in the
forward-looking statements include the strength of world economies
and currencies, general market conditions, including fluctuations
in charter rates and vessel values, changes in demand for dry bulk
shipping capacity, changes in the Company’s operating expenses,
including bunker prices, drydocking and insurance costs, the market
for the Company’s vessels, availability of financing and
refinancing, changes in governmental rules and regulations or
actions taken by regulatory authorities, potential liability from
pending or future litigation, general domestic and international
political conditions, including risks associated with the
continuing conflict between Russia and Ukraine and related
sanctions, potential disruption of shipping routes due to accidents
or political events, including the escalation of the conflict in
the Middle East, vessel breakdowns and instances of off-hires and
other factors. Please see the Company’s filings with the U.S.
Securities and Exchange Commission for a more complete discussion
of these and other risks and uncertainties. The Company undertakes
no obligation to revise or update any forward-looking statement, or
to make any other forward-looking statements, whether as a result
of new information, future events or otherwise.
Corporate Contact:
MargaritaVeniou
Chief Corporate Development and Governance Officer and Secretary
Telephone: +30-210-9485-360
Email: mveniou@oceanpal.com
Website: www.oceanpal.com
X: @OceanPal_Inc
Investor and Media Relations:
Edward Nebb
Comm-Counsellors, LLC
Telephone: + 1-203-972-8350
Email: enebb@optonline.net
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