Sphinx Investment Corp. Issues Statement on Seanergy

Rhea-AI Summary

Sphinx Investment Corp. issued a critical statement regarding Seanergy Maritime Holdings Corp. (NASDAQ: SHIP), accusing its CEO Stamatis Tsantanis and the Board of Directors of undermining shareholder governance rights. Sphinx highlights a deal where Tsantanis acquired 49.99% of voting power for $250,000 despite the company holding assets over $400 million. The board, allegedly handpicked by Tsantanis, approved this transaction, leading to concerns of self-dealing and poor governance. Sphinx claims that attempts by shareholder Mr. Economou to engage with Tsantanis to address governance issues have been ignored, leading to ongoing litigation and proxy fights.

Positive

• Sphinx Investment Corp. is actively engaged in litigation and shareholder proposals to address governance issues.
• Sphinx emphasizes the importance of shareholder rights and corporate governance.

Negative

• Seanergy's CEO acquired nearly 50% of voting power for only $250,000 despite the company holding assets worth over $400 million.
• The Board of Directors is accused of being handpicked by the CEO, compromising its independence.
• Allegations of self-dealing and undermining of shareholder governance rights.
• CEO Tsantanis has reportedly refused meaningful engagement with shareholder Mr. Economou.
• Ongoing litigation and proxy fights indicate significant internal conflicts.

NICOSIA, Cyprus--(BUSINESS WIRE)-- Today, Sphinx Investment Corp. (“Sphinx”) released the following statement in respect of its investment in Seanergy Maritime Holdings Corp. (“Seanergy” or the “Company”) (NASDAQ: SHIP):

Sphinx has reviewed Seanergy’s recent statements to the media and in its May 31 press release. It appears to us that Seanergy thinks that it can confuse shareholders into forgetting what CEO Stamatis Tsantanis and the “independent” members of the Seanergy Board of Directors (the “Board”) have done to them by reciting platitudes about good governance and strategic plans. Let us help refresh their memories:

1. The Seanergy Board effectively robbed shareholders of their governance rights by selling 49.99% of its voting power to CEO Tsantanis for a paltry $250,000, at a time when the Company had more than $400 million in assets. This transaction was rubber stamped by Mr. Tsantanis’s handpicked Board. This is not an “open-minded” Board that has shown it values good governance or is “committed to acting in the best interests of the Company and its shareholders”.
   
   
2. Seanergy states that a proxy fight would be “costly”. What would be costly would be allowing this Board to continue to engage in self-dealing with impunity.
   
   
3. Seanergy has alleged that Mr. Economou “has not engaged with us meaningfully or articulated any new ideas for the company”. The truth is that Mr. Tsantanis has refused multiple requests that he speak directly with Mr. Economou in order to potentially find a way to fix the economic and governance damage that Mr. Tsantanis and the rest of the current Board has and continues to inflict on shareholders. Perhaps Mr. Tsantanis is afraid?

Our ongoing litigation and shareholder proposals are not based on a simple policy disagreement. This is about what is right and what is wrong.

Cadwalader, Wickersham & Taft LLP is representing Sphinx in connection with its ongoing litigation and potential proxy solicitation in respect of Seanergy.

View source version on businesswire.com: https://www.businesswire.com/news/home/20240603103976/en/

Legal

Richard Brand

Partner and Co-chairman of Corporate

Cadwalader, Wickersham & Taft LLP

200 Liberty Street, New York, NY 10281

Tel: +1 (212) 504-5757

Richard.Brand@cwt.com

Media

Dan Zacchei

Longacre Square Partners

dzacchei@longacresquare.com

Source: Sphinx Investment Corp.

FAQ

What concerns did Sphinx Investment Corp. raise about Seanergy Maritime Holdings Corp.?

Sphinx raised concerns about governance rights being undermined by a transaction where CEO Tsantanis acquired 49.99% of voting power for $250,000, despite the company having over $400 million in assets.

Why is Sphinx Investment Corp. involved in litigation against Seanergy Maritime Holdings Corp.?

Sphinx is involved in litigation due to allegations of poor governance, self-dealing, and the undermining of shareholder rights by CEO Tsantanis and the Board.

What transaction involving Seanergy's CEO is under scrutiny?

CEO Tsantanis acquired 49.99% of the company's voting power for $250,000, which is controversial given the company's asset value over $400 million.

What is the main issue behind Sphinx's proxy fight with Seanergy?

The proxy fight centers on governance issues, specifically the CEO's acquisition of significant voting power and the alleged lack of independence of the Board.

How has Seanergy's CEO responded to engagement requests from shareholders?

CEO Tsantanis has reportedly refused multiple requests for meaningful engagement from shareholder Mr. Economou.