Navios Maritime Holdings will pay $4.2m in cash to buy out a slice of 1.1 million shares of one series of preferred stock while sweetening the pot to purchase another.
The Angeliki Frangou-led bulker owner announced the results and changes to the tender offer, currently the subject of a shareholder lawsuit, on Monday.
For the series G preferred shares, Navios is still offering either $7.75 in cash per share or $8.78 in 9.75% notes due 2024 plus $1 per share.
Half of tendered shares will receive cash and the other half notes, but all will receive the $1 bonus.
The company said it represents a 183% premium. Shareholders have until 29 March to take the deal.
So far, the 836,636 of the series G shares have been tendered, just over 100,000 short of the 946,100 goal. That figure represents two-thirds of all series G shares.
Tendering a series G share remains a yes vote in stripping the remaining shares of their right to unpaid, accrued dividends.
That mechanism, shareholder Norman Roberts argued in a January lawsuit in Manhattan federal court, created a "prisoner's dilemma" for holders.
A shareholder either took a bad deal by tendering, he argued, or risked being left with worthless shares.
He said the company was making the move so Frangou could cut a divided for common shares, of which she owns nearly a third. The company two weeks ago filed a motion to dismiss.
Defense attorneys argued Roberts' suit was based on a "tortured reading of Navios’ SEC filings" while failing "to articulate any threat of retribution by defendants" and is filled with "pejorative rhetoric that need not be credited by the court."
In early March, the company removed the voting mechanism for its series H preferred shares while bumping its offer up to $7.66 in cash per share or $8.69 in notes per share.
The company reported Monday that 1.1 million shares had been tendered and that it was no longer accepting series H shares.
The results fell less than 800,000 shares short of the initial two-thirds goal.
In addition to the $4.2m in cash, the company will give out roughly $4.8m in notes.
