UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
Date of Report: April 1, 2019
COMMISSION FILE NUMBER: 001-33373
CAPITAL PRODUCT PARTNERS L.P.
(Translation of registrants name into English)
3 Iassonos Street
Piraeus, 18537 Greece
(Address of principal executive offices)
Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☑ | 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): ☐
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): ☐
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 ☑
(If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .)
EXHIBIT INDEX
Exhibit Number |
Description | |
99.1 | Press release issued March 28, 2019, announcing the completion of merger and reverse unit split. | |
99.2 | Amendment No. 33 to the Floating Rate Management Agreement with Capital Ship Management Corp., dated March 27, 2019. | |
99.3 | Termination of Crude Carriers Management Agreement, dated March 27, 2019. |
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.
CAPITAL PRODUCT PARTNERS L.P. | ||||||
Dated: April 1, 2019 |
By: |
Capital GP L.L.C., its general partner | ||||
/s/ Gerasimos (Jerry) Kalogiratos | ||||||
Name: Gerasimos (Jerry) Kalogiratos | ||||||
Title: Chief Executive Officer of Capital GP L.L.C. |
Exhibit 99.1
CPLP Announces Completion of Merger and 1-for-7 Reverse Unit Split
ATHENS, GREECE March 28, 2019 Capital Product Partners L.P. (NASDAQ: CPLP) announced today that the merger of its crude and product tanker business with the business and operations of DSS Holdings L.P. has been completed. Common stock of Diamond S Shipping Inc. (Diamond S) is expected to begin regular-way trading on the New York Stock Exchange today, March 28.
CPLP further announced that it has completed its 1-for-7 reverse unit split. CPLP common units will continue to trade on a split-adjusted basis on NASDAQ under the same ticker symbol CPLP (CUSIP # Y11082206).
Jerry Kalogiratos, Director and Chief Executive Officer of Capital GP LLC, commented:
We are pleased to see this strategic transaction completed and wish Diamond S best of luck as a listed entity. This transaction allows CPLP to reshape its business with a modern fleet with remaining charter duration of more than five years, providing CPLP unitholders with increased stability and cash flow visibility. Importantly, with this transaction completed, we are looking forward to expanding our asset base again with modern vessels employed under medium- to long-term charters with a view to growing our long-term distributable cash flow.
About Capital Product Partners L.P.
Capital Product Partners L.P. (NASDAQ: CPLP), a Marshall Islands master limited partnership, is an international owner of container and drybulk vessels. CPLP currently owns 11 vessels, including ten neo panamax container vessels.
Forward-Looking Statements
The statements in this press release that are not historical facts are forward-looking statements (as such term is defined in Section 21E of the Securities Exchange Act of 1934, as amended). These forward-looking statements involve risks and uncertainties that could cause the stated or forecasted results to be materially different from those anticipated. For a discussion of factors that could materially affect the outcome of forward-looking statements and other risks and uncertainties, see Risk Factors in CPLPs annual report filed with the Securities and Exchange Commission on Form 20-F.
Contact Details
Capital GP L.L.C.
Jerry Kalogiratos
CEO
Tel. +30 (210) 4584 950
E-mail: j.kalogiratos@capitalpplp.com
Capital GP L.L.C.
Nikos Kalapotharakos
CFO
Tel. +30 (210) 4584 950
E-mail: n.kalapotharakos@capitalmaritime.com
Investor Relations / Media
Nicolas Bornozis
Capital Link, Inc. (New York)
Tel. +1-212-661-7566
E-mail: cplp@capitallink.com
Exhibit 99.2
EXECUTION COPY
AMENDMENT TO FLOATING RATE MANAGEMENT AGREEMENT
AMENDMENT NO. 33 made effective this 27th day of March 2019, to the Floating Rate Management Agreement dated the 10th of June 2011 (the Floating Rate Management Agreement), as amended; by and between CAPITAL PRODUCT PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands (CLP), and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3, Iassonos Street, Piraeus Greece (CSM).
WHEREAS:
A. | CLP owns vessels and requires certain commercial and technical management services for the operation of its fleet; |
B. | Pursuant to the Floating Rate Management Agreement, CLP engaged CSM to provide such commercial and technical management services to CLP on the terms set out therein and as of the date hereof CSM will not manage the below vessels on behalf of CLP: |
Vessel Name | IMO Number | Flag | ||
ACTIVE | 9700342 | Liberia | ||
AGISILAOS | 9315745 | Marshall Islands | ||
AYRTON II | 9410014 | Liberia | ||
AIOLOS | 9315769 | Marshall Islands | ||
AKERAIOS | 9328297 | Liberia | ||
AKTORAS | 9312925 | Marshall Islands | ||
ALEXANDROS II | 9384021 | Marshall Islands | ||
ALKIVIADIS | 9327437 | Marshall Islands | ||
AMADEUS | 9700469 | Malta | ||
AMOR | 9700471 | Liberia | ||
AXIOS | 9315941 | Liberia | ||
ANEMOS I | 9327463 | Liberia | ||
ANIKITOS | 9710490 | Liberia | ||
APOSTOLOS | 9327451 | Liberia | ||
ARIONAS | 9315757 | Marshall Islands | ||
ARIS II | 9384019 | Marshall Islands | ||
ARISTAIOS | 9779939 | Marshall Islands | ||
ARISTOTELIS II | 9384033 | Marshall Islands | ||
ASSOS | 9327449 | Liberia | ||
ATLANTAS II | 9312913 | Marshall Islands | ||
ATROTOS | 9328285 | Liberia | ||
AVAX |
9315939 | Liberia |
.
1
NOW THEREFORE, in consideration of the premises and the agreements, provisions and covenants herein contained, the parties hereto hereby agree, on the terms and subject to the conditions set forth herein, as follows:
Section 1. Defined Terms. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Floating Rate Management Agreement.
Amendments.
(a) Schedule B of the Floating Rate Management Agreement is hereby amended to read in its entirety as follows:
SCHEDULE B
VESSELS AND DATE OF TERMINATION
Vessel Name | Expected Termination Date | |
|
| |
Cape Agamemnon | June 2021 | |
Agamemnon | December 2022 | |
Archimidis | December 2022 | |
Hyundai Premium | March 2023 | |
Hyundai Paramount | March 2023 | |
Hyundai Platinum | August-September 2023 | |
Hyundai Privilege | August-September 2023 | |
Huyndai Prestige | August-September 2023 | |
CMA CGM Amazon | June 2020 | |
CMA CGM Uruguay | September 2020 | |
CMA CGM Magdalena | February 2021 |
Section 2. Effectiveness of Amendment. This Amendment shall become effective as of 27th March 2019.
Section 3. Effect of Amendment. Except as expressly set forth herein, this Amendment shall not by implication or otherwise limit, impair, constitute a waiver of, amend, or otherwise affect the rights and remedies of CLP or CSM under the Floating Rate Management Agreement, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Floating Rate Management Agreement, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle CLP or CSM to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Floating Rate Management Agreement in similar or different circumstances. This Amendment shall apply and be effective with respect to the matters expressly referred to herein. After the Amendment Effective Date, any reference to the Floating Rate Management Agreement shall mean the Floating Rate Management Agreement with such amendments effected hereby.
Section 4. Counterparts. This Amendment may be executed in one or more signed counterparts, facsimile or otherwise, which shall together form one instrument.
2
IN WITNESS WHEREOF the Parties have executed this Amendment this 27th March 2019 by their duly authorized signatories with effect on the date first above written.
CAPITAL PRODUCT PARTNERS L.P.
BY ITS GENERAL PARTNER, CAPITAL GP L.L.C., | ||
By: | /s/ Gerasimos Kalogiratos | |
Name: | Gerasimos Kalogiratos | |
Title: | Chief Executive Officer of Capital GP L.L.C. | |
CAPITAL SHIP MANAGEMENT CORP., | ||
By: | /s/ Prokopis Iliou | |
Name: | Prokopis Iliou | |
Title: | Director |
3
Exhibit 99.3
TERMINATION OF MANAGEMENT AGREEMENT
This agreement is made this 27th March 2019 by and between:
(1) CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with a representative branch office and business address in Greece at 3, Iassonos Street, Piraeus Greece (CSM); and
(2) CRUDE CARRIERS CORP., a corporation duly organized and existing under the laws of the Marshall Islands (CCC and together with CSM the Parties)
Whereas under a commercial and technical management agreement dated 17th March 2010 between CSM and CCC (as amended and supplemented from time to time the Management Agreement) CSM has been providing management services to CCC and its owned vessels m.t. Miltiadis M II, m.t. Amoureux and m.t. Aias.
NOW THEREFORE, the Parties hereby agree, on the terms and subject to the conditions set forth herein, to terminate with immediate effect the Management Agreement and confirm and warrant that there are no outstandings between them under such Management Agreement.
IN WITNESS WHEREOF the Parties have executed this Agreement by their duly authorized signatories with effect on the date first above written.
CRUDE CARRIERS CORP. | ||
By: | /s/ Gerasimos Kalogiratos | |
Name: Gerasimos Kalogiratos | ||
Title: Director |
CAPITAL SHIP MANAGEMENT CORP. | ||
By: | /s/ Prokopis Iliou | |
Name: Prokopis Iliou | ||
Title: Director |