OceanPal Inc. (NASDAQ: OP) (the “Company”), a global shipping
company specializing in the ownership of vessels, announced today
the closing of its public offering of 15,000,000 units with each
unit consisting of one common share (or one pre-funded warrant in
lieu of one common share) and one Class B warrant to purchase one
common share (the “Offering”). The Company, concurrently with the
Offering, conducted a private placement with the placement agent
for additional unregistered warrants to purchase 15,000,000 common
shares. The Class B warrants and the privately placed warrants have
an exercise price of US$1.01 per common share, were exercisable
immediately, and expire five years after the issuance date.
Alternatively, each privately placed warrant is exercisable for
0.75 common shares under the cashless exercise provision included
in the privately placed warrants rather than one common share under
the cash exercise provision. The Company received gross proceeds of
approximately US$15.15 million from the Offering, before deducting
placement agent fees and commissions and other estimated Offering
expenses. The Company intends to use the net proceeds of the
Offering for general corporate purposes, including for the
potential future acquisition of vessels.
Maxim Group LLC acted as the sole placement
agent in connection with the Offering.
The Offering was conducted pursuant to the
Company's registration statement on Form F-1 (File No. 333-264167)
previously filed with and subsequently declared effective by the
Securities and Exchange Commission ("SEC") on February 8, 2023 (the
"Registration Statement"). A final prospectus relating to the
Offering has been filed with the SEC and is available on the SEC's
website at http://www.sec.gov. Electronic copies of the prospectus
relating to this Offering may be obtained from Maxim Group LLC, 300
Park Avenue, 16th Floor, New York, NY 10022, at (212) 895-3745.
The privately placed warrants described above
were offered in a private placement under Section 4(a)(2) of the
Securities Act of 1933, as amended (the "Act"), and Regulation D
promulgated thereunder and, along with the common shares underlying
the privately placed warrants, have not been registered under the
Act, or applicable state securities laws. Accordingly, the
privately placed warrants and underlying common shares may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Act and such applicable state
securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of, these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification of these securities under the
securities laws of any such state or jurisdiction.
About the Company
OceanPal Inc. is a global provider of shipping
transportation services through its ownership of vessels. The
Company’s vessels currently transport a range of dry bulk cargoes,
including such commodities as iron ore, coal, grain and other
materials along worldwide shipping routes and it is expected that
the Company’s vessels will be primarily employed on short term time
and voyage charters following the completion of their current
employments.
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.
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,”
“anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,”
“potential,” “may,” “should,” “expect,” “pending” 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, Company management’s examination of historical
operating trends, data contained in the Company’s records and other
data available from third parties. Although the Company believes
that these assumptions were reasonable when made, because these
assumptions are inherently subject to significant uncertainties and
contingencies that are difficult or impossible to predict and are
beyond the Company’s control, the Company cannot assure you that it
will achieve or accomplish these expectations, beliefs or
projections.
In addition to these important factors, other
important factors that, in the Company’s view, could cause actual
results to differ materially from those discussed in the
forward-looking statements include the severity, magnitude and
duration of the COVID-19 pandemic, including impacts of the
pandemic and of businesses’ and governments’ responses to the
pandemic on our operations, personnel, and on the demand for
seaborne transportation of bulk products; the strength of world
economies and currencies, general market conditions, including
fluctuations in charter rates and vessel values, changes in demand
for dry bulk shipping capacity, changes in the Company’s operating
expenses, including bunker prices, drydocking and insurance costs,
the market for the Company’s vessels, availability of financing and
refinancing, changes in governmental rules and regulations or
actions taken by regulatory authorities, potential liability from
pending or future litigation, general domestic and international
political conditions, including risks associated with the
continuing conflict between Russia and Ukraine and related
sanctions, potential disruption of shipping routes due to accidents
or political events, vessel breakdowns and instances of off-hires
and other factors. Please see the Company’s filings with the U.S.
Securities and Exchange Commission for a more complete discussion
of these and other risks and uncertainties. The Company undertakes
no obligation to revise or update any forward-looking statement, or
to make any other forward-looking statements, whether as a result
of new information, future events or otherwise.
Corporate Contact:
Margarita Veniou
Chief Corporate Development & Governance Officer
Telephone: +30-210-9485-360
Email: mveniou@oceanpal.com
Website: www.oceanpal.com
Twitter: @OceanPal_Inc
Investor and Media Relations:
Edward Nebb
Comm-Counsellors, LLC
Telephone: + 1-203-972-8350
Email: enebb@optonline.net
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