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 UNDER THE SECURITIES
EXCHANGE
ACT OF 1934
For the
month of January 2010
Commission
File Number: 001-33179
AEGEAN
MARINE PETROLEUM NETWORK INC.
(Translation
of registrant's name into English)
42
Hatzikyriakou Avenue
Piraeus,
Athens 185 38
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
[ 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
Attached as Exhibit 1 is a copy of the
press release of Aegean Marine Petroleum Network Inc. (the “Company”), dated
January 4, 2010, announcing that the Company has entered into an
agreement to acquire Verbeke Bunkering N.V.
This
Report on Form 6-K and the exhibit hereto, with the exception of the comments of
E. Nikolas Tavlarios contained in the fourth and fifth paragraphs of the press
release, the comments of Tony Vertommen contained in the seventh paragraph of
the press release and the comments of Spyros Gianniotis contained in the eighth
paragraph of the press release, are hereby incorporated by reference into the
Company's Registration Statement on Form F-3, as amended (Registration No.
333-162935), initially filed with the U.S. Securities and Exchange
Commission on November 6, 2009, which as of the date hereof has not been
declared effective.
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.
|
AEGEAN
MARINE PETROLEUM NETWORK INC.
(registrant)
|
|
|
Dated: January
5, 2010
|
By: /s/ E. Nikolas
Tavlarios______________________
|
|
Name:
E. Nikolas Tavlarios
Title: President
|
SK 23250
0002 1060408
Exhibit
1
|
CONTACTS:
|
|
|
Aegean
Marine Petroleum Network Inc.
|
Investor
Relations:
|
|
(212)
763-5665
|
Leon
Berman, Principal
|
|
investor@ampni.com
|
The
IGB Group
|
|
(212)
477-8438
|
Aegean
Marine Petroleum Network Inc. Announces Agreement to
Acquire
Verbeke Bunkering N.V.
Increases
Global Scale by Establishing Strategic Presence in World’s Second
Largest
Bunkering Market;
Further
Expands High-Quality Bunkering Fleet and Positions Company to Significantly
Increase
Sales Volumes
PIRAEUS,
Greece, January 4, 2010 – Aegean Marine Petroleum Network Inc. (NYSE: ANW) today
announced it has entered into an agreement to acquire Verbeke Bunkering N.V., a
leading physical supplier of marine fuel in the Antwerp-Rotterdam-Amsterdam
(ARA) region, the world’s second largest bunkering market. The acquisition,
which is subject to the completion of detailed documentation, is scheduled to
close by the end of the first quarter of 2010.
Verbeke
Bunkering is majority owned by the fourth generation of the Verbeke family,
which has an operating history of more than 100 years initially in shipping and
subsequently in bunkering. As a physical supplier, Verbeke Bunkering covers the
entire ARA region, including key ports surrounding Antwerp, Rotterdam and
Amsterdam such as Ghent, Zeebruges, Flushing, Terneuzen, and Sluiskil. The
company provides bunkering services in port to a diverse group of ship operators
as well as marine fuel traders, brokers and other users. Verbeke focuses on
purchasing quality marine fuels from refineries and major oil producers and
providing same-day sales and delivery services to customers. For the twelve
months ended December 31, 2009, the volume of marine fuel sold by Verbeke is
expected to total approximately 3,500,000 metric tons.
Verbeke
Bunkering operates a total of 18 bunkering vessels, of which nine are owned and
nine are chartered-in. Two of the nine owned vessels are joint ventures in which
Verbeke holds a minority stake. In connection with the acquisition, Aegean has
agreed to purchase the nine owned bunkering vessels and assume the contracts for
the nine vessels chartered-in by Verbeke. Additionally, Aegean will assume the
contract for a bunkering tanker newbuilding, of which Verbeke holds a 50% stake,
scheduled to be delivered in 2010.
E.
Nikolas Tavlarios, President of Aegean, commented, “The accretive acquisition of
Verbeke represents our largest acquisition to date, positioning Aegean well to
significantly increase future sales volumes and strengthen the Company’s global
brand recognition. Based on its extensive operating history and strong
reputation for high-quality service, Verbeke has built a leading market position
in the ARA region. We intend to capitalize on the favorable growth prospects in
the world’s second largest bunkering market and meet the demand for our
comprehensive marine fuel services. In addition to establishing a strategic
presence in this important region with considerable ship traffic, we expect to
realize meaningful operating synergies with our Belgium-based subsidiary,
Bunkers at Sea, which Aegean acquired in 2007.”
Mr.
Tavlarios added, “Including our latest acquisition, Aegean has more than tripled
its global reach since the Company’s IPO in December 2006. Consistent with
management’s opportunistic approach to consolidating the marine fuel supply
industry in a disciplined manner, we expect to further expand Aegean’s global
market share and increase the Company’s earnings power.”
Upon
closing of the acquisition, Verbeke will operate as a wholly owned subsidiary of
Aegean and maintain its headquarters located near Antwerp. Verbeke will continue
to be led by its Chief Executive Officer, Tony Vertommen.
Commenting
on the announcement, Mr. Vertommen said, “We are excited to merge with Aegean
Marine Petroleum Network. The Company has established itself as a leading
independent physical supplier of marine fuel from procurement to delivery. By
joining Aegean’s premier global network, we expect to expand our opportunities
for long-term growth and strengthen our leading position in our core
markets.”
Spyros
Gianniotis, Chief Financial Officer of Aegean, stated, “We are pleased to
continue to successfully execute Aegean’s growth strategy while adhering to our
strict return requirements. This acquisition further expands our global marine
fuel platform, enhancing our ability to meet the needs of our blue-chip
customers that operate on a worldwide basis. We plan to draw upon our revolving
credit facilities and seek alternative financing to support our growth
initiatives. In maintaining our commitment to enter new markets, we remain
focused on expanding Aegean’s industry leadership and creating long-term value
for shareholders.”
About
Aegean Marine Petroleum Network Inc.
Aegean
Marine Petroleum Network Inc. is an international marine fuel logistics company
that markets and physically supplies refined marine fuel and lubricants to ships
in port and at sea. The Company procures product from various sources (such as
refineries, oil producers, and traders) and resells it to a diverse group of
customers across all major commercial shipping sectors and leading cruise lines.
Currently, Aegean has a global presence in 14 markets, including Vancouver,
Montreal, Mexico, Jamaica, Trinidad and Tobago, West Africa, Gibraltar, U.K.,
Northern Europe, Piraeus, Patras, the United Arab Emirates, Singapore as well as
Tangiers, Morocco.
Cautionary
Statement Regarding Forward-Looking Statements
Matters
discussed in this press release may constitute forward-looking statements. The
Private Securities Litigation Reform Act of 1995 provides safe harbor
protections for forward-looking statements in order to encourage companies to
provide prospective information about their business. Forward-looking
statements include statements concerning plans, objectives, goals, strategies,
future events or performance, and underlying assumptions and other statements,
which are other than statements of historical facts.
The
Company desires to take advantage of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 and is including this cautionary
statement in connection with this safe harbor legislation. The words "believe,"
"intend," "anticipate," "estimate," "project," "forecast," "plan," "potential,"
"may," "should," "expect" and similar expressions identify forward-looking
statements. The forward-looking statements in this press release are based upon
various assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, our management's examination of historical
operating trends, data contained in our records and other data available from
third parties. Although we believe 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, we cannot assure you that we will achieve or accomplish
these expectations, beliefs or projections.
In
addition to these important factors, other important factors that, in our view,
could cause actual results to differ materially from those discussed in the
forward-looking statements include our ability to manage growth, our ability to
maintain our business in light of our proposed business and location expansion,
our ability to obtain double hull secondhand bunkering tankers, the outcome of
legal, tax or regulatory proceedings to which we may become a party, adverse
conditions in the shipping or the marine fuel supply industries, our ability to
retain our key suppliers and key customers, material disruptions in the
availability or supply of crude oil or refined petroleum products, changes in
the market price of petroleum, including the volatility of spot pricing,
increased levels of competition, compliance or lack of compliance with various
environmental and other applicable laws and regulations, our ability to collect
accounts receivable, changes in the political, economic or regulatory conditions
in the markets in which we operate, and the world in general, our failure to
hedge certain financial risks associated with our business, our ability to
maintain our current tax treatments and our failure to comply with restrictions
in our credit agreements and other factors. Please see our filings
with the Securities and Exchange Commission for a more complete discussion of
these and other risks and uncertainties.
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