A lawsuit accusing Navios Maritime Holdings of coercing preferred shareholders to tender their shares has come to an end.
The case, in which Norman Roberts accused the Angeliki Frangou-led bulker owner of setting up a "prisoner's dilemma" tender offer to fatten Frangou's bank account, was voluntarily dismissed last week, court papers show.
In January, Roberts filed a lawsuit on behalf of himself and his fellow shareholders against the company, Frangou and its board following a tender offer from Navios the month prior.
The offer was to swap series G and H preferred shares for cash or notes, with tendered shares constituting a yes vote to strip the preferred shares of unpaid, accrued dividends.
Roberts — who filed a similar lawsuit over a similar offer in 2016 — alleged it was an attempt to force shareholders to tender their shares at below-market rates or be left with nothing.
Further, he said it was a ploy to cut a dividend to common shareholders, which would provide Frangou much-needed cash as her bank accounts were frozen in a Greek money-laundering investigation.
Attorneys for Navios argued the lawsuit was based on a "tortured reading of Navios' SEC filings" and filled with "pejorative rhetoric that need not be credited by the court". The company released a statement calling the it "completely baseless."
Meanwhile, Navios improved the offer several times, nearly doubling the initial offer of $4.83 or $4.77 in cash depending on series or $5.52 in 9.75% bonds due 2024, while removing the voting mechanism.
The most recent revised offer, from 1 April, improved the offer for G series shares to $8 in cash or $8.78 in notes, plus $1 in cash. The deal has an expiration date of 12 April.
At that point, the company said just over 900,000 G series shares had been tendered, with a target of 946,100.
Navios stopped taking series H shares in mid-March after 1.1 million were tendered. The company paid out a total of $4.2m in cash.
