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DryShips Agrees to Buyout Offer from Chairman and CEO

Mike Schuler
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August 20, 2019

By Lukasz Z / Shutterstock

NASDAQ-listed shipowner DryShips has entered into a definitive agreement to sell all outstanding shares of the company to a holding company controlled by DryShips’ Chairman and Chief Executive Officer, George Economou.

Under the terms of the agreement, the holding company, SPII Holdings Inc., will acquire the outstanding shares that it does not already own for $5.25 per share in cash, without interest. The per share price represents a premium of approximately 66 percent over DryShips’ $3.16 closing stock price on June 12, 2019. The price also reflect an increase of approximately 31 percent over the purchase price of $4.00 per share proposed in a previously-disclosed Initial Offer.

The DryShips’ Board of Director has approved the merger with unanimous support from a DryShips Special Committee set up to review the offer.

The merger is still subject to approval by DryShips’ stockholders, as well as other customary closing conditions. The merger is not subject to a financing condition, DryShips said.

The merger is expected to close in the fourth quarter of 2019.

Shares DryShips jumped nearly 35 percent on Monday following the announcement that the buyout offer had been accepted.

DryShips Inc. is a diversified owner and operator of drybulk vessels, offshore support vessels and tankers. As of August 19, 2019, DryShips operated fleet consisted of 32 vessels consisting of nine Newcastlemax drybulk vessels; five Kamsarmax drybulk vessels; six Panamax drybulk vessels; one VLCC; two Suezmax tankers; three Aframax tankers; and six Offshore Support Vessels, including two Platform Supply and four Oil Spill Recovery Vessels.

Seward & Kissel LLP is serving as legal counsel to DryShips, while Orrick, Herrington & Sutcliffe LLP is acting as legal counsel to SPII.

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