Euroseas , an owner and operator of container carrier vessels and provider of seaborne transportation for containerized cargoes, announced that it has requested that the registration statement on Form 20-F of Euroholdings be declared effective by the Securities and Exchange Commission on or around March 6, 2025. The Company also announced that the application of Euroholdings for listing on the NASDAQ Capital Market under the symbol“EHLD” has been approved, subject to notice of issuance.
Currently, Euroholdings Ltd. is a wholly owned subsidiary of the Company. Shares of Euroholdings Ltd. will be distributed on or around March 17, 2025 (the “Distribution Date”) to shareholders of record of the Company as of March 7, 2025 (the “Record Date”). The Company’s shareholders will receive one share of common stock of Euroholdings Ltd. for every two and a half shares of common stock of the Company they own as of the Record Date. Fractional shares of common stock will not be distributed. Instead, the distribution agent will aggregate fractional shares of common stock into whole shares, sell such whole shares in the open market at prevailing rates promptly after our shares of common stock commence trading on the Nasdaq Capital Market, and distribute the net cash proceeds from the sales pro rata to each holder who would otherwise have been entitled to receive fractional shares of common stock in the distribution.
After the spin-off, the Company will continue owning and operating its fleet of 22-feder and intermediate-size container carrier vessels, while Euroholdings Ltd. will independently own and operate its fleet of two vessels.
Shares of Euroseas common stock will continue to trade “regular-way” on NASDAQ under the symbol “ESEA” through and after the March 17, 2025 Distribution Date. Any holder of shares of Euroseas common stock who sells Euroseas shares “regular way” through the close of trading on the March 17, 2025 Distribution Date will also be selling their right to receive shares of Euroholdings common stock in the distribution.
It is anticipated that Euroseas shares will also trade “ex-distribution” (that is, without the right to receive shares of Euroholdings common stock in the distribution) beginning on or about March 7, 2025, and continuing through the close of trading on March 17, 2025, under the symbol “ESEAV”. Beginning on March 18, 2025, “regular-way” trading in Euroseas stock will reflect the distribution of Euroholdings Ltd.
A “when-issued” public trading market for Euroholdings Ltd.’s common stock is expected to begin on or about March 7, 2025 on NASDAQ under the symbol “EHLDV” and continue through the close of trading on March 17, 2025. Beginning on March 18, 2025, “when-issued” trading under the symbol “EHLDV” will end and Euroholdings Ltd. will begin “regular-way” trading on NASDAQ under the symbol “EHLD”. Investors are encouraged to consult with their financial advisors regarding the specific implications of buying or selling Euroseas common stock on or before the Distribution Date.
Aristides Pittas, Chairman and CEO of Euroseas commented: “We are excited with the spin- off and separate listing of our elder vessels into a separate publicly listed company, Euroholdings Ltd. This spin-off will allow both companies to pursue different investment strategies and different distributions to their shareholders. Management of each company will be able to set the appropriate performance indicators for its respective strategy and more effectively communicate it to investors and the financial community. We plan to take advantage of growth opportunities to increase the size of each company as we believe that they are both well positioned to do so both in terms of their capital structure and their contract mix.
“Specifically, Euroseas will continue focusing on operating container vessels with a lower environmental footprint by owning -on average- younger vessels, keep investing in retrofits of certain of its existing vessels to improve their efficiency and continuing its newbuilding program of modern, fuel-efficient containerships.
“Euroholdings will focus on managing elder vessels, likely, operating them to the end of their economic lives. It will also have the opportunity to explore investments in vessels in other sectors as well as other maritime opportunities. We expect for each of Euroseas and Euroholdings to be valued better separately than if they continue to operate together by offering more options to shareholders.”
source: cyprusshippingnews.com
