UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 18, 2015
GENER8 MARITIME, INC.
(Exact Name of Registrant as Specified in Charter)
Republic of the Marshall Islands | | 001-34228 | | 66-071-6485 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
299 Park Avenue
2nd Floor
New York, NY
(Address of Principal
Executive Offices) | | 10171
(Zip Code) |
Registrant’s telephone number, including area code: (212) 763-5600
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
VL8 Pool Agreements.
On December 18, 2015, 18 of the VLCC newbuilding owning subsidiaries or subsidiaries expected to take delivery of the newbuilding vessels of Gener8 Maritime, Inc. (the “Company”) entered into pool agreements with VL8 Pool Inc. (the “New Pool Agreements”). The New Pool Agreements, along with the pool agreements previously entered into by Gener8 Neptune LLC in September 2015, and Gener8 Athena LLC and Gener8 Strength LLC in October 2015, contain terms that are in all material respects substantially the same as the pool agreements originally entered into by the Company’s then-existing newbuilding or vessel owning subsidiaries in June 2015 (the “June 2015 Pool Agreements”). In connection with entry into the New Pool Agreements, 21 of the June 2015 Pool Agreements for newbuildings and vessels relating to the 21 subsidiaries described above are expected to be terminated. For more information on the June 2015 Pool Agreements, see the Company’s quarterly report on Form 10-Q filed on November 13, 2015.
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995
This report contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on management’s current expectations and observations. Included among the factors that, in the Company’s view, could cause actual results to differ materially from the forward-looking statements contained in this report are the following: completion of negotiations with the counterparties to the pool agreements expected to be terminated and definitive documentation; fulfillment of customary closing conditions; and other factors listed from time to time in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including without limitation, the Company’s prospectus dated June 24, 2015, filed with the SEC pursuant to rule 424(b) of the Securities Act on June 25, 2015, and the Company’s subsequent reports on Form 10-Q and Form 8-K which are accessible on the SEC’s website at www.sec.gov and which may be obtained by contacting the Company’s investor relations department via the Company’s website www.gener8maritime.com. Gener8 Maritime, Inc. does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Gener8 Maritime, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GENER8 MARITIME, INC. |
| |
| |
| /s/ Leonard J. Vrondissis |
| Leonard J. Vrondissis |
| Chief Financial Officer and Executive Vice President |
| |
DATE: December 21, 2015 | |
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