UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of December 2009
Commission File Number: 001-33283
EUROSEAS LTD. |
(Translation of registrant’s name into English) |
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Aethrion Center 40 Ag. Konstantinou Street 151 24 Maroussi, Greece |
(Address of principal executive office) |
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 [ X ] 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): [ ].
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): [ ].
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
This Report on Form 6-K is hereby incorporated by reference into Euroseas Ltd.’s Registration Statement on Form F-3, filed on July 2, 2008, Registration Statement No. 333-152089, and the related prospectus supplement dated September 4, 2009, and the Company’s Registration Statement on Form S-8, filed on December 18, 2007, Registration Statement No. 333-148124.
On December 23, 2009, Euroseas Ltd., an owner and operator of container carrier and drybulk vessels (the “Company”), announced that it sold and delivered to their new owners the two oldest vessels in its fleet, M/V Gregos and M/V Artemis. M/V Gregos, a 38,691 dwt geared drybulk carrier built in 1984, was sold for further trading for approximately $7.9 million. M/V Artemis, a 2,098 TEU gearless containership built in 1987, was sold for scrap for $282/lwt, or approximately $3.2 million; the M/V Artemis had been laid-up and was sold “as is”. The Company will take a book loss of approximately $8.7 million as a result of such sales.
The Company also announced that it has entered into a non-binding Letter of Intent with Eton Park Capital Management, L.P. on behalf of one or more funds managed by it (“Eton Park”) and Rhône Capital III L.P. (“Rhône”) to form a joint venture to pursue investment opportunities in shipping. The Company is expected to invest up to $25 million while Eton Park and Rhône are each expected to invest up to $75 million. Management of acquired vessels will be performed by the Company and its affiliates. The arrangement also is expected to include the option by Eton Park and Rhône, exercisable at any time after the two year anniversary of the formation of the joint venture, to exchange all or part of their interest in the joint venture for equity of the Company at a price to be based on the comparable values of the joint venture and the Company at the time of exercise. In addition, the arrangement contemplates that the Company will grant the joint venture certain rights of first refusal in respect of vessel acquisition opportunities presented to the Company. The agreement is subject to the execution of definitive documentation and customary closing conditions and is expected to close by the end of February 2010. During this time the Company has agreed to negotiate exclusively with Eton Park and Rhône with respect to this or any similar transaction.
Fleet Profile:
Taking into account a two-year period time charter agreement for the M/V "Aristides NP," a 69,268 dwt, 1993 built Panamax bulk carrier, the Company also announced on December 23, 2009, at a gross daily rate of $18,900, the Company’s fleet profile is as follows:
Name | Type | Dwt | TEU | Year Built | Employment | TCE Rate ($/day) |
Drybulk Vessels |
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PANTELIS | Panamax | 74,020 |
| 2000 | TC ‘til Jan10 then until Nov-11 | $25,200 ‘til Jan-10 $17,500 ‘til Nov-10 |
ELENI P | Panamax | 72,119 |
| 1997 | TC ‘til May-10 | $15,350 |
IRINI (*) | Panamax | 69,734 |
| 1988 | Baumarine Pool |
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ARISTIDES N.P. | Panamax | 69,268 |
| 1993 | TC ‘til Feb-10 then ‘til Feb-12 | $12,350 ‘til Feb10 $18,900 ‘til Feb-12 |
MONICA P (**) | Handymax | 46,667 |
| 1998 | Bulkhandling Pool | |
Total Drybulk Vessels | 5 | 331.808 |
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Multipurpose Dry Cargo Vessels |
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TASMAN TRADER | 1 | 22,568 | 950 | 1990 | TC ‘til Mar-12 | $9,500 ‘til Dec-10, $9,000 ‘til Mar-12 |
Container Carriers |
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MAERSK NOUMEA | Intermediate | 34,677 | 2,556 | 2001 | TC ‘til Aug-11 (3 annual options ‘til Aug-14) | $16,800 ‘til Aug-11 $18,735 ‘til Aug-12 $19,240 ‘til Aug-13 $19,750 ‘til Aug-14 |
TIGER BRIDGE | Intermediate | 31,627 | 2,228 | 1990 | TC ‘til Mar-10 | $7,500 |
DESPINA P | Handy size | 33,667 | 1,932 | 1990 | Laid-up |
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JONATHAN P | Handy size | 33,667 | 1,932 | 1990 | Laid-up | |
CAPTAIN COSTAS (ex-OEL TRANSWORLD) | Handy size | 30,007 | 1,742 | 1992 | TC til Dec-09 (2 monthly options til Feb-10) | $4,000 |
YM PORT KELANG (ex-MASTRO NICOS, ex-YM XINGANG I) | Handy size | 23,596 | 1,599 | 1993 | TC ‘til Nov-10 (option ‘til Nov-11) | $3,750 ‘til Nov-10 ($5,900 ‘til Nov-11) |
MANOLIS P | Handy size | 20,346 | 1,452 | 1995 | TC ‘til Jan-10 (option til Jun-10) (option til Jun-11) | $3,850 ‘til Jan-10 $4,000 ‘til Jun-10 CONTEX less 10% ‘til Jun-11 |
NINOS | Feeder | 18,253 | 1,169 | 1990 | TC ‘til Jan-10 | $3,900 |
KUO HSIUNG | Feeder | 18,154 | 1,169 | 1993 | TC ‘til Mar -10 (option ‘til Dec-10) (option ‘til Jun-11) | $3,850 ‘til Dec-10 |
Total Container Carriers | 9 | 243,994 | 15,779 |
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Fleet Grand Total | 15 | 598,370 | 16,729 |
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Note: TC denotes time charter. All dates listed are the earliest redelivery dates under each TC. All extension option are in favour of the charterers.
(*) "Irini" is employed in the Baumarine spot pool that is managed by Klaveness, a major global charterer in the drybulk market.
(**) "Monica P" is employed in the Bulkhandling spot pool that is also managed by Klaveness.
Forward Looking Statement
This document contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and the Company’s growth strategy and measures to implement such strategy; including our expected joint venture and vessel acquisitions and time charters. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates that are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of the Company. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to changes in the demand for drybulk vessels and containerships, competitive factors in the market in which the Company operates; risks associated with operations outside the United States; and other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
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.
EUROSEAS LTD.
(registrant)
Dated: December 23, 2009
By: /s/ Aristides J. Pittas
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Aristides J. Pittas
President