Registration Statement No. 333 -146540
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM F-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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DRYSHIPS INC.
(Exact name of registrant as specified in its charter)
Republic of the Marshall Islands N/A
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
DryShips Inc. Seward & Kissel LLP
80 Kiffissias Avenue Attention: Gary J. Wolfe, Esq.
Amaroussion 15125 One Battery Park Plaza
Athens, Greece New York, New York 10004
(30) 210 80 90 570 (212) 574-1200
(Address and telephone number of (Name, address and telephone
Registrant's principal executive number of agent for service)
offices)
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Copies to:
Gary J. Wolfe, Esq.
Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004
(212) 574-1200
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Approximate date of commencement of proposed sale to the public: From time
to time after this registration statement becomes effective as determined by
market conditions and other factors.
If only securities being registered on the Form are being offered pursuant
to dividend or interest reinvestment plans, please check the following box. |_|
If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. |X|
If this Form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. |_|
If this Form is a registration statement pursuant to General Instruction I.C. or
a post-effective amendment thereto that shall become effective upon filing with
the Commission pursuant to Rule 462(e) under the Securities Act, check the
following box. [x]
If this Form is a post-effective amendment to a registration statement filed
pursuant to General Instruction I.C. filed to register additional securities or
additional classes of securities pursuant to Rule 413(b) under the Securities
Act, check the following box. [ ]
CALCULATION OF REGISTRATION FEE
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Amount to be
Title of Each Class of Registered/Proposed
Securities to be Maximum Aggregate Amount of
Registered Offering Price Registration Fee
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Common Shares, par
value $ 0.01 per share
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Preferred Shares, par
value $ 0.01 per share
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Debt Securities
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Guarantees
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Warrants
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Purchase Contracts
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Units
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Total Indeterminate $ 0 (1)
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(1) An indeterminate aggregate initial offering price or number of securities
of each identified class is being registered as may from time to time be
offered at indeterminate prices. Also includes such indeterminate amount of
debt securities and number of preferred shares and common shares as may be
issued upon conversion or exchange for any other debt securities or
preferred shares that provide for conversion or exchange into other
securities. In connection with the securities offered hereby, the
Registrant is deferring payment of all of the registration fees and will
"pay-as-you-go" registration fees in accordance with Rule 456(b) and Rule
457(r).
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The information in this prospectus is not complete and may be changed. This
prospectus is not an offer to sell these securities and it is not soliciting an
offer to buy these securities in any state where the offer or sale is not
permitted.
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TABLE OF ADDITIONAL REGISTRANTS
<table>
Primary
Standard
Exact Name of Registrant Country of IRS Employer Industrial
as Specified in its Charter Incorporation I.D. No. N/A Classification
Code No.
Hydrogen Shipping Company Limited Malta N/A 4412
Oxygen Shipping Company Limited Malta N/A 4412
Annapolis Shipping Company Limited Malta N/A 4412
He1ium Shipping Company Limited Malta N/A 4412
Blueberry Shipping Company Limited Malta N/A 4412
Silicon Shipping Company Limited Malta N/A 4412
Lancat Shipping Company Limited Malta N/A 4412
Tolan Shipping Company Limited Malta N/A 4412
Malvina Shipping Company Limited Malta N/A 4412
Arleta Navigation Company Limited Malta N/A 4412
Selma Shipping Company Limited Malta N/A 4412
Royerton Shipping Company Limited Malta N/A 4412
Samsara Shipping Company Limited Malta N/A 4412
Lansat Shipping Company Limited Malta N/A 4412
Farat Shipping Company Limited Malta N/A 4412
Madras Shipping Company Limited Malta N/A 4412
Iguana Shipping Company Limited Malta N/A 4412
Borsari Shipping Company Limited Malta N/A 4412
Onil Shipping Company Limited Malta N/A 4412
Zatac Shipping Company Limited Malta N/A 4412
Fabiana Navigation Company Limited Malta N/A 4412
Fago Shipping Company Limited Malta N/A 4412
Felicia Navigation Company Limited Malta N/A 4412
Karmen Shipping Company Limited Malta N/A 4412
Thelma Shipping Company Limited Malta N/A 4412
Celine Shipping Company Limited Malta N/A 4412
Seaventure Shipping Limited Marshall Islands N/A 4412
Tempo Marine Company Limited Marshall Islands N/A 4412
Star Record Owning Company Limited Marshall Islands N/A 4412
Human Owning Company Limited Marshall Islands N/A 4412
Classical Owning Company Limited Marshall Islands N/A 4412
Maternal Owning Company Limited Marshall Islands N/A 4412
Paternal Owning Company Limited Marshall Islands N/A 4412
Argo Owning Company Limited Marshall Islands N/A 4412
Rea Owning Company Limited Marshall Islands N/A 4412
Gaia Owning Company Limited Marshall Islands N/A 4412
Kronos Owning Company Limited Marshall Islands N/A 4412
Trojan Maritime Company Limited Marshall Islands N/A 4412
Atlas Owning Company Limited Marshall Islands N/A 4412
Dione Owning Company Limited Marshall Islands N/A 4412
Phoebe Owning Company Limited Marshall Islands N/A 4412
Uranus Owning Company Limited Marshall Islands N/A 4412
Roscoe Marine Limited. Marshall Islands N/A 4412
Monteagle Shipping S.A. Marshall Islands N/A 4412
Platan Shipping Company Limited Malta N/A 4412
Selene Owning Company Limited Marshall Islands N/A 4412
Tethys Owning Company Limited Marshall Islands N/A 4412
Ioli Owning Company Limited Marshall Islands N/A 4412
Wealth Management Inc. Marshall Islands N/A 4412
</table>
EXPLANATORY NOTE
DryShips Inc. is filing this amendment to the Registration Statement on Form F-3
ASR (Registration No. 333-146540) filed on October 5, 2007 (the "Registration
Statement"), solely for the purpose of enabling the registrants listed above to
file as additional registrants under the Registration Statement. No other
changes have been made to the Registration Statement or the prospectus contained
therein.
PART II
INFORMATION NOT REQUIRED IN THE PROSPECTUS
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Item 8. Indemnification of Directors and Officers.
(1) The By-Laws of the Registrant provide that any person who is or was a
director or officer of the Registrant, or is or was serving at the
request of the Registrant as a director or officer of another
partnership, joint venture, trust or other enterprise shall be entitled
to be indemnified by the Registrant upon the same terms, under the same
conditions, and to the same extent as authorized by Section 60 of the
Business Corporation Act of the Republic of The Marshall Islands, if he
acted in good faith and in a manner he reasonably believed to be in or
not opposed to the best interests of the Registrant, and, with respect
to any criminal action or proceeding, had reasonable cause to believe
his conduct was unlawful.
Section 60 of the Associations Law of the Republic of the Marshall Islands
provides as follows:
Indemnification of directors and officers.
(1) Actions not by or in right of the corporation. A corporation shall have
power to indemnify any person who was or is a party or is threatened to
be made a party to any threatened, pending or completed action, suit or
proceeding whether civil, criminal, administrative or investigative
(other than an action by or in the right of the corporation) by reason
of the fact that he is or was a director or officer of the corporation,
or is or was serving at the request of the corporation as a director or
officer of another corporation, partnership, joint venture, trust or
other enterprise, against expenses (including attorneys' fees),
judgments, fines and amounts paid in settlement actually and reasonably
incurred by him in connection with such action, suit or proceeding if
he acted in good faith and in a manner he reasonably believed to be in
or not opposed to the best interests of the corporation, and, with
respect to any criminal action or proceeding, had no reasonable cause
to believe his conduct was unlawful. The termination of any action,
suit or proceeding by judgment, order, settlement, conviction, or upon
a plea of no contest, or its equivalent, shall not, of itself, create a
presumption that the person did not act in good faith and in a manner
which he reasonably believed to be in or not opposed to the bests
interests of the corporation, and, with respect to any criminal action
or proceedings, had reasonable cause to believe that his conduct was
unlawful.
(2) Actions by or in right of the corporation. A corporation shall have the
power to indemnify any person who was or is a party or is threatened to
be made a party to any threatened, pending or completed action or suit
by or in the right of the corporation to procure a judgment in its
favor by reason of the fact that he is or was a director or officer of
the corporation, or is or was serving at the request of the
corporation, or is or was serving at the request of the corporation as
a director or officer of another corporation, partnership, joint
venture, trust or other enterprise against expenses (including
attorneys' fees) actually and reasonably incurred by him or in
connection with the defense or settlement of such action or suit if he
acted in good faith and in a manner he reasonably believed to be in or
not opposed to the best interests of the corporation and except that no
indemnification shall be made in respect of any claims, issue or matter
as to which such person shall have been adjudged to be liable for
negligence or misconduct in the performance of his duty to the
corporation unless and only to the extent that the court in which such
action or suit was brought shall determine upon application that,
despite the adjudication of liability but in view of all the
circumstances of the case, such person is fairly and reasonably
entitled to indemnity for such expenses which the court shall deem
proper.
(3) When director or officer successful. To the extent that a director or
officer of a corporation has been successful on the merits or otherwise
in defense of any action, suit or proceeding referred to in subsections
(1) or (2) of this section, or in the defense of a claim, issue or
matter therein, he shall be indemnified against expenses (including
attorneys' fees) actually and reasonably incurred by him in connection
therewith.
(4) Payment of expenses in advance. Expenses incurred in defending a civil
or criminal action, suit or proceeding may be paid in advance of the
final disposition of such action, suit or proceeding as authorized by
the board of directors in the specific case upon receipt of an
undertaking by or on behalf of the director or officer to repay such
amount if it shall ultimately be determined that he is not entitled to
be indemnified by the corporation as authorized in this section.
(5) Indemnification pursuant to other rights. The indemnification and
advancement of expenses provided by, or granted pursuant to, the other
subsections of this section shall not be deemed exclusive of any other
rights to which those seeking indemnification or advancement of
expenses may be entitled under any bylaw, agreement, vote of
stockholders or disinterested directors or otherwise, both as to action
in his official capacity and as to action in another capacity while
holding such office.
(6) Continuation of indemnification. The indemnification and advancement of
expenses provided by, or granted pursuant to, this section shall,
unless otherwise provided when authorized or ratified, continue as to a
person who has ceased to be a director, officer, employee or agent and
shall inure to the benefit of the heirs, executors and administrators
of such a person.
(7) Insurance. A corporation shall have the power to purchase and maintain
insurance on behalf of any person who is or was a director or officer
of the corporation or is or was serving at the request of the
corporation as a director or officer against any liability asserted
against him and incurred by him in such capacity whether or not the
corporation would have the power to indemnify him against such
liability under the provisions of this section.
Item 9. Exhibits
Exhibit
Number Description
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1.1 Form of Sales Agreement*
1.2 Underwriting Agreement (for equity securities)**
1.3 Underwriting Agreement (for debt securities)**
4.1 Form of Common Stock Certificate***
4.2 Preferred Share Certificate**
4.3 Form of Debt Securities Indenture****
5.1 Form of Opinion of Seward & Kissel LLP, United States and
Marshall Islands counsel to the Company as to the validity
of the common stock, preferred stock, debt securities,
warrants, purchase contracts and units****
8.1 Form of Opinion of Seward & Kissel LLP, with respect to certain tax
matters****
23.1 Consent of Seward & Kissel LLP (included in Exhibit 5.1)****
23.2 Consent of Independent Registered Public Accounting Firm****
24 Power of Attorney (contained in signature page)
25.1 T-1 Statement of Eligibility (senior indenture)**
25.2 T-1 Statement of Eligibility (subordinated indenture)**
* Incorporated herein by reference to Exhibit 1.1 to the Form 6-K of DryShips
Inc. filed with the SEC on October 15, 2007.
** To be filed either as an amendment or as an exhibit to a report filed
pursuant to the Securities Exchange Act of 1934 of the Registrant and
incorporated by reference into this Registration Statement.
*** Incorporated herein by reference to Exhibit 4 to the Registration Statement
of DryShips Inc. on Form F-1 (Registration No. 333-122008) filed with the
SEC on January 31, 2005.
**** Previously filed as exhibits to the Registration Statement of DryShips Inc.
on Form F-3 ASR (Registration No. 333-146549) filed with the SEC on October
5, 2007.
Item 10. Undertakings.
The undersigned registrant hereby undertakes:
(1) To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement, unless the information
required to be included is to contained in reports filed with or furnished to
the Commission that are incorporated by reference in this Registration Statement
or is contained in a form of prospectus filed pursuant to Rule 424(b) under the
Securities Act that is part of this Registration Statement,
(i) To include any prospectus required by Section 10(a)(3) of the
Securities Act of 1933;
(ii) To reflect in the prospectus any facts or events arising after the
effective date of the registration statement (or the most recent post-effective
amendment thereof) which, individually or in the aggregate, represent a
fundamental change in the information set forth in the registration statement.
Notwithstanding the foregoing, any increase or decrease in volume of securities
offered (if the total dollar value of securities offered would not exceed that
which was registered) and any deviation from the low or high end of the
estimated maximum offering range may be reflected in the form of prospectus
filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the
changes in volume and price represent no more than 20 percent change in the
maximum aggregate offering price set forth in the "Calculation of Registration
Fee" table in the effective registration statement.
(iii) To include any material information with respect to the plan of
distribution not previously disclosed in the registration statement or any
material change to such information in the registration statement.
(2) That, for the purpose of determining any liability under the Securities
Act of 1933, as amended, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof.
(3) To remove from registration by means of a post-effective amendment any of
the securities being registered which remain unsold at the termination of the
offering.
(4) To file a post-effective amendment to the registration statement to
include any financial statements required by Item 8.A. of Form 20-F at the start
of any delayed offering or throughout a continuous offering. Financial
statements and information otherwise required by Section 10(a)(3) of the Act
need not be furnished, provided, that the registrant includes in the prospectus,
by means of a post-effective amendment, financial statements required pursuant
to this paragraph (a)(4) and other information necessary to ensure that all
other information in the prospectus is at least as current as the date of those
financial statements. Notwithstanding the foregoing, with respect to
registration statements on Form F-3, a post-effective amendment need not be
filed to include financial statements and information required by Section
10(a)(3) of the Securities Act of 1933 or Rule 3-19 under the Securities Act of
1933 if such financial statements and information are contained in periodic
reports filed with or furnished to the Commission by the registrant pursuant to
Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are
incorporated by reference in the Form F-3.
(5) Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall
be deemed to be part of this Registration Statement as of the date the filed
prospectus was deemed part of and included in this Registration Statement.
(6) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5),
or (b)(7) as part of this Registration Statement for the purpose of providing
the information required by section 10(a) of the Securities Act of 1933 shall be
deemed to be part of and included in this Registration Statement as of the
earlier of the date such form of prospectus is first used after effectiveness or
the date of the first contract of sale of securities in the offering described
in the prospectus. As provided in Rule 430B, for liability purposes of the
issuer and any person that is at that date an underwriter, such date shall be
deemed to be a new effective date of the registration statement relating to the
securities in the registration statement to which that prospectus relates, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof. Provided, however, that no statement made in a
registration statement or prospectus that is part of the registration statement
or made in a document incorporated or deemed incorporated by reference into the
registration statement or prospectus that is part of the registration statement
will, as to a purchaser with a time of contract of sale prior to such effective
date, supersede or modify any statement that was made in the registration
statement or prospectus that was part of the registration statement or made in
any such document immediately prior to such effective date.
(7) The undersigned registrant undertakes that in a primary offering of
securities of the undersigned registrant pursuant to this Registration
Statement, regardless of the underwriting method used to sell the securities to
the purchaser, if the securities are offered or sold to such purchaser by means
of any of the following communications, the undersigned registrant will be a
seller to the purchaser and will be considered to offer or sell such securities
to such purchaser:
(i) Any preliminary prospectus or prospectus of the undersigned
registrant relating to the offering required to be filed pursuant to Rule 424;
(ii) Any free writing prospectus relating to the offering prepared by or
on behalf of the undersigned registrant or used or referred to by the
undersigned registrant;
(iii) The portion of any other free writing prospectus relating to the
offering containing material information about the undersigned registrant or its
securities provided by or on behalf of the undersigned registrant; and
(iv) Any other communication that is an offer in the offering made by the
undersigned registrant to the purchaser.
(8) The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13(a) or 15(d) of the Securities
Exchange Act of 1934 (and, where applicable, each filing of an employee benefit
plan's annual report pursuant to Section 15(d) of the Securities Exchange Act of
1934) that is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.
(9) The undersigned registrant hereby undertakes to deliver or cause to be
delivered with the prospectus, to each person to whom the prospectus is sent or
given, the latest annual report to security holders that is incorporated by
reference in the prospectus and furnished pursuant to and meeting the
requirements of Rule 14a-3 or Rule 14c-3 under the Securities Exchange Act of
1934; and, where interim financial information required to be presented by
Article 3 of Regulation S-X is not set forth in the prospectus, to deliver, or
cause to be delivered to each person to whom the prospectus is sent or given,
the latest quarterly report that is specifically incorporated by reference in
the prospectus to provide such interim financial information.
(10) The undersigned registrant hereby undertakes to file an application for
the purpose of determining the eligibility of the trustee to act under
subsection (a) of Section 310 of the Trust Indenture Act in accordance with the
rules an regulations prescribed by the Commission under Section 305(b)(2) of the
Trust Indenture Act.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Athens, Country of Greece, on October 17, 2007.
DRYSHIPS INC.
/s/ George Economou
By: George Economou
Title: Chief Executive Officer
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature
appears below constitutes and appoints each of George Economou, Gary J. Wolfe
and Robert E. Lustrin his true and lawful attorney-in-fact and agent, with full
powers of substitution and resubstitution, for him or her and in his or her
name, place and stead, in any and all capacities, to sign any or all amendments
(including post-effective amendments) to this Registration Statement, and to
file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorney-in-fact and agent full power and authority to do and perform each and
every act and thing requisite and necessary to be done, as fully for all intents
and purposes as he or she might or could do in person, hereby ratifying and
confirming all that said attorney-in-fact and agent, or his substitute, may
lawfully do or cause to be done by virtue thereof.
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities indicated.
Signature Title Date
- --------- ----- ----
/s/ George Economou Director, Chairman, President, October 17, 2007
George Economou Chief Executive Officer and
Interim Chief Financial Officer
(Principal Executive Officer
and Principal Financial Officer)
/s/ Aristeidis Ioannidis Director October 17, 2007
Aristeidis Ioannidis
/s/ Angelos Papoulias Director October 17, 2007
Angelos Papoulias
/s/ George Demathas Director October 17, 2007
George Demathas
/s/ George Xiradakis Director October 17, 2007
George Xiradakis
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
By: Donald J. Puglisi
Title: Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
HYDROGEN SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
By: Donald J. Puglisi
Title: Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
OXYGEN SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
By: Donald J. Puglisi
Title: Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
ANNAPOLIS SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
HELIUM SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
BLUEBERRY SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
SILICON SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
LANCAT SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
TOLAN SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
MALVINA SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
ARLETA NAVIGATION COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
SELMA SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
ROYERTON SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
SAMSARA SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
LANSAT SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
FARAT SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
MADRAS SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
IGUANA SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
BORSARI SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
ONIL SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
ZATAC SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
FABIANA NAVIGATION COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
FAGO SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
FELICIA NAVIGATION COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
KARMEN SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
THELMA SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
CELINE SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
SEAVENTURE SHIPPING LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007
TEMPO MARINE COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
STAR RECORD OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
HUMAN OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
CLASSICAL OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
MATERNAL OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
PATERNAL OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
ARGO OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
REA OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
GAIA OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
KRONOS OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
TROJAN MARTIME COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
ATLAS OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
DIONE OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
PHOEBE OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
URANUS OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
ROSCOE MARINE LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
MONTEAGLE SHIPPING S.A.
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Valletta, Country of Malta, on October 17, 2007.
PLANTAN SHIPPING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
SELENE OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
TETHYS OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
IOLI OWNING COMPANY LIMITED
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the undersigned
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form F-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Majuro, Country of Marshall Islands, on October 17,
2007.
WEALTH MANAGEMENT INC.
/s/ Joseph Cefai
Name: Joseph Cefai
Title: Sole Director
AUTHORIZED UNITED STATES REPRESENTATIVE
Pursuant to the requirement of the Securities Act of 1933, the undersigned, the
duly authorized representative in the United States of the aforementioned
Registrant, has signed this Registration Statement in the City of Newark, State
of Delaware, on October 17, 2007.
PUGLISI & ASSOCIATES
/s/ Donald J. Puglisi
Donald J. Puglisi
Managing Director
EXHIBIT INDEX
Exhibit
Number Description
- --------------------------------------------------------------------------------
1.1 Form of Sales Agreement*
1.2 Underwriting Agreement (for equity securities)**
1.3 Underwriting Agreement (for debt securities)**
4.1 Form of Common Stock Certificate***
4.2 Preferred Share Certificate**
4.3 Form of Debt Securities Indenture****
5.1 Form of Opinion of Seward & Kissel LLP, United States and
Marshall Islands counsel to the Company as to the validity
of the common stock, preferred stock, debt securities,
warrants, purchase contracts and units****
8.1 Form of Opinion of Seward & Kissel LLP, with respect to certain
tax matters****
23.1 Consent of Seward & Kissel LLP (included in Exhibit 5.1)****
23.2 Consent of Independent Registered Public Accounting Firm****
24 Power of Attorney (contained in signature page)
25.1 T-1 Statement of Eligibility (senior indenture)**
25.2 T-1 Statement of Eligibility (subordinated indenture)**
* Incorporated herein by reference to Exhibit 1.1 to the Form 6-K of DryShips
Inc. filed with the SEC on October 15, 2007
** To be filed either as an amendment or as an exhibit to a report filed
pursuant to the Securities Exchange Act of 1934 of the Registrant and
incorporated by reference into this Registration Statement.
*** Incorporated herein by reference to Exhibit 4 to the Registration Statement
of DryShips Inc. on Form F-1 (Registration No. 333-122008) filed with the
SEC on January 31, 2005.
**** Previously filed as exhibits to the Registration Statement of DryShips Inc.
on Form F-3 ASR (Registration No. 333-146549) filed with the SEC on October
5, 2007.
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