M&A: Pangaea Logistics Solutions Ltd.

Form Type: 8-K

Filing Date: 2025-01-06

Corporate Action: Acquisition

Type: New

Accession Number: 000160690925000002

Comments: On December 30, 2024, Pangaea Logistics Solutions Ltd. completed the previously announced acquisition of fifteen handy-size dry bulk vessels from Strategic Shipping Inc. The Company issued an aggregate of 18,059,342 shares of its common stock to SSI as part of this transaction. The Company disclosed additional details regarding the acquisition in its prior 8-K filings on September 23 and November 26, 2024. A press release was issued on January 6, 2025, announcing the completion of the transaction, and this information is not to be considered as filed with the SEC unless specifically referenced in future filings.

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Form Type: SCHEDULE 13D

Filing Date: 2025-01-06

Corporate Action: Merger

Type: New

Accession Number: 000091957425000118

Comments: Pangaea Logistics Solutions Ltd. filed a Schedule 13D on January 6, 2025, detailing a significant transaction involving a merger. The filing indicates that on September 23, 2024, Pangaea entered into a merger agreement with Renaissance Holdings LLC and its subsidiary, Renaissance Merger Sub LLC, allowing for the acquisition of Renaissance by Pangaea through a merger. As part of the merger, the issuer (Pangaea) will acquire Renaissance's assets, including ownership of 15 handy-size bulk vessels. On December 30, 2024, the Pangaea shareholders approved the issuance of 18,059,342 shares as consideration for the merger, and the merger was completed on the same date. The filing also reveals that Pangaea's stakeholder Strategic Shipping Inc. is set to designate representatives to the issuer's board of directors and has pre-emptive rights for future equity issuances to maintain a minimum ownership stake. The document outlines the beneficial ownership of the shares by Strategic Shipping Inc., Strategic Investment LLC, and Pacific Star Private Trust Company Ltd., highlighting a collective ownership of approximately 28.3% of the common stock. Additionally, it confirms that there have been no other share transactions in the 60 days prior to the filing.

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Form Type: 8-K

Filing Date: 2024-12-30

Corporate Action: Acquisition

Type: New

Accession Number: 000091957424007335

Comments: On December 30, 2024, Pangaea Logistics Solutions Ltd. completed an acquisition of fifteen handy-size dry bulk vessels from Strategic Shipping Inc. (SSI) following a special meeting of stockholders. The transaction involved the issuance of 18,059,342 shares of common stock to SSI, increasing the total outstanding shares to 64,961,433. The special meeting recorded a quorum with 34,841,375 shares represented. Two proposals were voted on: the first proposal for the approval of the Merger Shares received overwhelming support with 34,592,844 votes in favor, while the second proposal to adjourn the meeting to solicit more proxies or establish quorum was also passed with 33,278,564 votes for.

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