Navios Holdings announced that, in connection with its previously launched exchange offer and consent solicitation to exchange cash and/or newly issued shares of common stock of Navios Holdings for any and all outstanding American Depositary Shares, each representing 1/100th of a share of 8.75% Series G Cumulative Redeemable Perpetual Preferred Stock (the “Series G ADSs”) and 8.625% Series H Cumulative Redeemable Perpetual Preferred Stock (the “Series H ADSs”), it extended the expiration date of the Exchange Offer through 11:59 p.m. (New York City time) on Monday, November 7, 2016 and is no longer seeking consents and is waiving the Exchange Offer’s minimum tender condition.
The Company previously announced its offer to exchange $7.18 in cash and/or 6.29 shares of Common Stock for each Series G ADS or $7.06 in cash and/or 6.19 shares of Common Stock for each Series H ADS, provided that no more than 50% of the Series G ADSs, and Series H ADSs, each as a class, will receive cash, and any Series G ADSs or Series H ADSs tendered in excess of the 50% limitation will be allocated shares of Common Stock instead.
Following the expiration of the Exchange Offer, any and all of the outstanding ADSs tendered will be acquired, regardless of the number of ADSs tendered, unless a materially lower percentage of the ADSs participates in the Exchange Offer than has been tendered through the date hereof such that in the reasonable judgment of the Company the benefits to the Company of acquiring the tendered ADSs are not sufficient to acquire ADSs in the Exchange Offer, provided that the remaining conditions to the Exchange Offer are satisfied or waived. If tendered Series G ADSs or Series H ADSs are withdrawn before the Extended Expiration, the Company will reevaluate whether the benefits of the Exchange Offer are sufficiently material to allow the Company to close the Exchange Offer.
Only whole shares of Common Stock will be delivered. You will receive cash in lieu of any fraction of a share of Common Stock. If you have already tendered your ADSs in the Exchange Offer you do not need to take further action to receive the consideration.
As of 11:59 p.m. New York City time on October 31, 2016, there were 551,623 of Series G ADSs and 1,969,091 of Series H ADSs validly tendered for exchange for cash and/or newly issued shares of common stock in the Exchange Offer and were not validly withdrawn. Holders who wish to tender their Series G ADSs and Series H ADSs must deliver, or cause to be delivered, their ADSs and other required documents to the exchange agent before the expiration date.