LONDON,
UK, March 28, 2023 /PRNewswire/ - Seaspan
Corporation ("Seaspan"), a wholly owned subsidiary of Atlas Corp.
("Atlas" or the "Company") (NYSE: ATCO), today announced that the
Company and Poseidon Acquisition Corp. ("Poseidon") an entity
formed by certain affiliates of Fairfax Financial Holdings Limited
("Fairfax"), certain affiliates of the Washington Family
("Washington"), David Sokol,
Chairman of the Board of Atlas, and Ocean Network Express Pte.
Ltd., and certain of their respective affiliates, completed the
previously announced transaction pursuant to which Poseidon
acquired all outstanding common shares of Atlas not already owned
by Fairfax, Washington and Mr.
Sokol. Pursuant to the terms of the Agreement and Plan of Merger,
dated October 31, 2022, by and among
the Company, Poseidon and Poseidon Merger Sub, Inc. ("Merger Sub"),
Merger Sub merged with and into the Company (the "Merger"), with
the Company continuing as the surviving company in the Merger.
In connection with the consummation of the Merger, the Company
requested that trading of its common shares on the New York Stock
Exchange be suspended with immediate effect (the "delisting").
Each of the Merger and the delisting constitutes a "Make-Whole
Fundamental Change" under that certain indenture dated as of
December 21, 2020 (the "Indenture"),
by and among the Company, Seaspan and The Bank of New York Mellon,
as trustee, governing the exchangeable senior notes due 2025 (the
"Exchangeable Notes"). In connection with the Make-Whole
Fundamental Change, a holder of the Exchangeable Notes will have
the right, at its option, to exchange all or any portion of such
holder's Exchangeable Notes, subject to the minimum denomination of
$1,000 and integral multiples of
$1,000 in excess thereof, at any time
from or after the effective time of the Merger and ending on
May 22, 2023 (such period, the
"Make-Whole Exchange Period"). At any time during the Make-Whole
Exchange Period, each $1,000.00
principal amount of an Exchangeable Note will be exchangeable into
$1,257.83 in cash pursuant to the
terms of the Indenture. Further details, together with formal
notice of the Make Whole Fundamental Change (the "Notice"), will be
provided to holders of the Exchangeable Notes as promptly as
practicable. The Make-Whole Exchange Period may be extended based
on the date of the Notice, if required pursuant to the
Indenture.
About Atlas
Atlas is a leading global asset management company,
differentiated by its position as a best-in class owner and
operator with a focus on disciplined capital deployment to create
sustainable shareholder value. Atlas targets long-term,
risk-adjusted returns across high-quality infrastructure assets in
the maritime sector, energy sector and other infrastructure
verticals. For more information visit atlascorporation.com.
About Seaspan
Seaspan is the largest global containership lessor, primarily
focused on long-term, fixed-rate leases with the world's largest
container shipping liners. As at December
31, 2022, Seaspan's operating fleet consisted of 132 vessels
with a total capacity of 1,219,080 TEU, and an additional 58
vessels under construction, increasing total fleet capacity to
1,919,080 TEU, on a fully delivered basis. For more information,
visit seaspancorp.com.
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SOURCE Atlas Corp.