Form 6-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

Dated: May 15, 2013

Commission File No. 001-34104

 

 

NAVIOS MARITIME ACQUISITION CORPORATION

 

 

85 Akti Miaouli Street, Piraeus, Greece 185 38

(Address of Principal Executive Offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:

Form 20-F  x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes  ¨             No  x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes  ¨             No  x

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes  ¨            No  x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

N/A

 

 

 

On May 15, 2013, Navios Maritime Acquisition Corporation (“Navios”) issued a press release announcing (i) a registered direct offering of 16,438,356 shares of its common stock (the “Registered Shares”) at $3.65 per share, representing gross proceeds of approximately $60.0 million and (ii) a private placement to Navios Maritime Holdings Inc. (“Navios Holdings”) of 16,438,356 shares of its common stock (the “Private Placement Shares”) at $3.65 per share, representing gross proceeds of $60.0 million. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

On May 15, 2013, Navios entered into a Placement Agency Agreement with RS Platou Markets, Inc., as manager for the placement agents identified therein, in connection with the registered direct offering (the “Placement Agency Agreement”). On or about May 15, 2013, Navios entered into subscription agreements with the investors purchasing Registered Shares in the registered direct offering. A copy of the Placement Agency Agreement and the form of subscription agreement are filed as Exhibits 1.1 and Exhibit 99.2 hereto, respectively, and are incorporated herein by reference. In addition, a copy of the opinion of Reeder & Simpson P.C. with respect to the issuance of the Registered Shares is filed as Exhibit 5.1 as part of this report.

On May 21, 2013, Navios entered into (i) a Securities Purchase Agreement with Navios Holdings, in connection with the issuance of the Private Placement Shares (the “Securities Purchase Agreement”); and (ii) a Registration Rights Agreement with Navios Holdings (the “Registration Rights Agreement”), providing Navios Holdings with standard demand and piggy back registration rights for the Private Placement Shares. A copy of the Securities Purchase Agreement and the Registration Rights Agreement are filed as Exhibits 10.1 and 10.2, respectively, hereto

On May 21, 2013, Navios issued a press release announcing the closing of (i) the registered direct offering of the Registered Shares at $3.65 per share, raising gross proceeds of approximately $60.0 million and (ii) the private placement of the Private Placement Shares at $3.65 per share, raising gross proceeds of $60.0 million. A copy of the press release is furnished as Exhibit 99.3 to this report and is incorporated herein by reference.

This information contained in this report is hereby incorporated by reference into the Registration Statements on Form F-3, File Nos. 333-151707, 333-169320 and 333-170896.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

NAVIOS MARITIME ACQUISITION CORPORATION
By:  

/s/ Angeliki Frangou

 

Angeliki Frangou

Chief Executive Officer

Date: May 30, 2013

EXHIBIT INDEX

 

Exhibit

No.

   

Exhibit

  1.1    Placement Agency Agreement dated May 15, 2013
  5.1    Opinion of Reeder & Simpson P.C. dated May 21, 2013
10.1    Securities Purchase Agreement, dated May 21, 2013, between Navios Maritime Acquisition Corporation and Navios Maritime Holdings Inc.
10.2    Registration Rights Agreement, dated May 21, 2013, between Navios Maritime Acquisition Corporation and Navios Maritime Holdings Inc.
99.1    Press Release dated May 15, 2013
99.2    Form of Subscription Agreement
99.3    Press Release dated May 21, 2013