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- F-4 Registration of securities (foreign)
- 3.1 Amended & Restated Articles of Incorporation of Navios South American Logistics
- 3.2 Bylaws of Navios South American Logistics Inc.
- 3.3 Certificate of Incorporation of Navios Logistics Finance (Us) Inc.
- 3.4 Bylaws of Navios Logistics Finance (Us) Inc.
- 3.5 Articles of Incorporation of Corporacion Navios S.a.
- 3.6 Articles of Incorporation of Nauticler S.a.
- 3.7 Articles of Incorporation of Compania Naviera Horamar S.a.
- 3.8 Articles of Incorporation of Compania De Transporte De Fluvial Internacional S.a
- 3.9 Articles of Incorporation of Ponte Rio S.a.
- 3.10 Articles of Incorporation of Petrovia Internacional S.a.
- 3.11 Bylaws of Merco Par S.a.c.i.
- 3.12 Bylaws of Navegacion Guarani S.a.
- 3.13 Bylaws of Hidrovia Osr S.a.
- 3.14 Bylaws of Merco-fluvial S.a.
- 3.15 Bylaws of Petrolera San Antonio S.a.
- 3.16 Articles of Incorporation of Stability Oceanways S.a.
- 3.17 Articles of Incorporation of Navarra Shipping Corporation
- 3.18 Bylaws of Navarra Shipping Corporation
- 3.19 Articles of Incorporation of Pelayo Shipping Corporation
- 3.20 Bylaws of Pelayo Shipping Corporation
- 3.21 Articles of Incorporation of Varena Maritime Services S.a.
- 3.22 Bylaws of Thalassa Energy S.a.
- 3.23 Articles of Incorporation of HS Tankers Inc.
- 3.24 Articles of Incorporation of HS Navigation Inc.
- 3.25 Articles of Incorporation of HS Shipping LTD. Inc.
- 3.26 Articles of Incorporation of HS South Inc.
- 4.1 Shareholders' Agreement
- 5.1 Opinion of Reeder & Simpson PC
- 5.2 Opinion of Fried, Frank, Harris, Shriver & Jacobson LLP
- 5.3 Opinion of Perez Alati, Grondona, Benites, Arntsen & Martinez De Hoz.
- 5.4 Opinion of Peroni, Sosa, Tellechea, Burt & Navara.
- 5.5 Opinion of Ferrere Abogados
- 5.6 Opinion of Vives Y Asociados
- 10.1 Indenture, Dated As of April 12, 2011
- 10.2 Registration Rights Agreement, Dated As of April 12, 2011
- 10.3 Administrative Services Agreement, Dated As of April 12, 2011,
- 21 Subsidiaries of Navios South American Logistics Inc.
- 23.1 Consent of Price Waterhouse & Co. S.R.L.
- 23.8 Consent of Drewry Maritime Research
- 25 Statement of Eligibility Under the Trust Indenture Act of 1939 on Form T-1
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Registered Holders And/or Participants
- 99.4 Form of Letter to Brokers, Dealers
- 99.5 Form of Letter to Clients
- 99.6 Representation Pursuant to Instruction 2 to Item 8.A.4 of Form 20-F.
Exhibit 99.6
REPRESENTATION PURSUANT TO INSTRUCTION 2 TO
ITEM 8.A.4 OF FORM 20-F
In connection with the filing of a Registration Statement on Form F-4 (the “Registration Statement”) by Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), relating to the Company’s exchange offer, pursuant to the Exxon Capital line of no-action letters, of registered 9 1/4% Senior Notes due 2019 in exchange for outstanding unregistered 9 1/4% Senior Notes due 2019, the Company hereby requests that the Securities and Exchange Commission (the “Commission”) waive the requirement of Item 8.A.4 of Form 20-F that the Company have audited financial statements of a date not older than twelve months at the time the Registration Statement is filed with the Commission. In connection with this request, the Company represents to the Commission that:
1. | The Company is not required by any jurisdiction outside of the United States to have audited financial statements of a date not older than twelve months from the date of filing its Registration Statement. |
2. | Compliance with Item 8.A.4 is impracticable and involves undue hardship for the Company. |
3. | At the time its Registration Statement is declared effective, the Company will have audited financial statements not older than fifteen months. |
4. | If the Registration Statement is not declared effective until after March 31, 2012, the Company will amend its Registration Statement to include audited financial statements of the Company for the year ended December 31, 2011. |
NAVIOS SOUTH AMERICAN LOGISTICS INC. | ||
By: | /s/ Claudio Pablo Lopez | |
Name: Claudio Pablo Lopez | ||
Title: Chief Executive Officer and Director | ||
Date: January 30, 2012 |