STEALTHGAS INC. Announces Record Date for Distribution of Imperial Petroleum Inc. Shares for Spin-Off of Tanker Vessels
StealthGas Inc. (Nasdaq: GASS) announced a spin-off of Imperial Petroleum Inc., with a record date of November 23, 2021. Shareholders will receive one common share and one 8.75% Series A Preferred Share of Imperial Petroleum for every eight and forty-eight shares of StealthGas, respectively. The expected distribution date is around December 3, 2021, subject to regulatory approval. Fractional shares will be aggregated and sold, with net proceeds distributed to shareholders. This transaction aims to enhance shareholder value while restructuring operations.
- Spin-off of Imperial Petroleum Inc. expected to provide shareholders with additional value.
- Shareholders will receive shares of a new entity, potentially diversifying their investments.
- The spin-off is subject to regulatory approval, which introduces uncertainties.
- Fractional shares will not be distributed directly, requiring aggregation and sale.
ATHENS, Greece, Nov. 12, 2021 (GLOBE NEWSWIRE) -- StealthGas Inc. (Nasdaq: GASS) (the “Company”), a ship-owning company primarily serving the liquefied petroleum gas (LPG) sector of the international shipping industry, today announced that the record date for the spin-off distribution of common shares and
StealthGas stockholders will receive one Imperial Petroleum common share and one Imperial Petroleum Series A Preferred Share for every eight shares and forty-eight shares, respectively, of StealthGas common stock owned at the close of business on November 23, 2021 (the “Record Date”). The distribution is expected to be made on or about December 3, 2021 (the “Distribution Date”). Fractional common shares and fractional Series A Preferred Shares will not be distributed. Instead, the distribution agent will aggregate fractional common shares and fractional Series A Preferred Shares, respectively, into whole shares, sell such whole shares in the open market at prevailing rates promptly after our common shares and Series A Preferred Shares, respectively, 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 common shares or fractional Series A Preferred Shares, as applicable, in the distribution. Shares of StealthGas Inc. common stock will trade with due bills from the Record Date through and including the Distribution Date. Accordingly, shareholders of StealthGas Inc. as of the Record Date must continuously hold such shares of StealthGas Inc. common stock through and including the Distribution Date in order to receive shares of Imperial Petroleum Inc. in the spin-off.
The spin-off transaction is expected to be completed on or around December 3, 2021, and remains subject to Imperial Petroleum Inc.’s registration statement on Form F-1 being declared effective by the Securities and Exchange Commission and the approval of the listing of Imperial Petroleum Inc.’s common shares and Series A Preferred Shares on the Nasdaq Capital Market.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale of any security in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to consummation of the spin-off transaction. A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to acquire be accepted prior to the time the registration statement becomes effect. When available, a prospectus may be obtained from the Company.
ABOUT STEALTHGAS INC.
StealthGas Inc. is a ship-owning company primarily serving the liquefied petroleum gas (LPG) sector of the international shipping industry. StealthGas Inc. has a fleet of 49 vessels. The fleet is comprised of 45 LPG carriers, including seven Joint Venture vessels on the water and one Joint Venture 40,000 cbm newbuilding Medium Gas Carrier on order to be delivered mid- 2023. These LPG vessels have a total capacity of 437,973 cubic meters (cbm). The Company also owns three M.R. product tankers and one Aframax oil tanker with a total capacity of 255,804 deadweight tons (dwt). StealthGas Inc.’s shares are listed on the Nasdaq Global Select Market and trade under the symbol “GASS.”
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, or impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although STEALTHGAS INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, STEALTHGAS INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the expected benefits and costs of the intended spin-off transaction, the expected timing of the completion of the spin-off transaction and the transaction terms, the risks discussed in our filings with the SEC and the following: the impact of the COVID-19 pandemic and efforts throughout the world to contain its spread, the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in STEALTHGAS INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.
Risks and uncertainties are further described in reports filed by STEALTHGAS INC. with the U.S. Securities and Exchange Commission.
Company Contact:
Fenia Sakellaris
STEALTHGAS INC.
011-30-210-6250-001
E-mail: info@stealthgas.com
FAQ
What is the record date for the StealthGas Inc. spin-off?
When will the distribution of Imperial Petroleum shares occur?
How many shares will StealthGas shareholders receive in the spin-off?
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What happens to fractional shares in the spin-off?
