d1012148_6-k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER
PURSUANT
TO RULE 13A-16 OR 15D-16
UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the
month of July 2009
Commission
File Number 001-33922
DRYSHIPS
INC.
80
Kifissias Avenue
Amaroussion
15125, Athens, Greece
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F
[X] Form 40-F
[ ]
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): [ ].
Note: Regulation S-T Rule
101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely
to provide an attached annual report to security holders.
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): [ ].
Note: Regulation S-T Rule
101(b)(7) only permits the submission in paper of a Form 6-K if submitted to
furnish a report or other document that the registrant foreign private issuer
must furnish and make public under the laws of the jurisdiction in which the
registrant is incorporated, domiciled or legally organized (the registrant's
"home country"), or under the rules of the home country exchange on which the
registrant's securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been distributed to the
registrant's security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission filing on
EDGAR.
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Attached
as Exhibit 1 is a press release of DryShips Inc. (the "Company"), dated July 9,
2009, announcing that the Company has entered into an agreement to acquire the
remaining 25% of the total issued and outstanding capital stock of Primelead
Shareholders Inc.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
DRYSHIPS
INC.
|
|
(Registrant)
|
|
|
Dated: July
9, 2009
|
By:
/s/ George
Economou
|
|
|
George
Economou
|
|
|
Chief
Executive Officer and
Interim
Chief Financial Officer
|
SK 23113 0002
1012148
Exhibit
1
DRYSHIPS
ANNOUNCES AGREEMENT TO
ACQUIRE
THE REMAINDER OF ITS DRILLING RIG UNIT
ATHENS,
GREECE - July 9, 2009- DryShips Inc. (NASDAQ:DRYS) (the "Company" or
"Dryships"), a global provider of marine transportation services for drybulk
cargoes and off-shore contract drilling services, announced today that it has
entered into an agreement to acquire the remaining 25% of the total issued and
outstanding capital stock of Primelead Shareholders Inc. ("Primelead"). Upon
closing of this transaction, Primelead will become a wholly-owned subsidiary of
the Company.
Primelead's
principal assets include two owned and operational ultra deepwater
semisubmersible drilling rigs, the Eirik Raude and the Leiv Eiriksson, and four
newbuilding drillship contracts for Hulls 1837, 1838, 1865 and 1866. Upon
delivery of the newbuilding drillships, Primelead will possess one of the
youngest and most sophisticated fleets of ultra deepwater drilling rigs and
drillships in the industry. The newbuilding drillships have contractual delivery
dates commencing in the fourth quarter of 2010 and ending in the third quarter
of 2011. In addition to its drilling rig assets, Primelead owns Ocean Rig ASA
which manages the commercial, operational and technical aspects of the six
drilling rig assets.
The
consideration to be paid for the 25% interest in Primelead consists of a
one-time $50.0 million cash payment on closing of the transaction, and the
issuance of $280.0 million face value of convertible preferred stock ("Preferred
Stock"). The Preferred Stock, which carries normal voting rights, will
mandatorily convert into common shares of DryShips at a 27.5% premium to the
established DryShips common share price of $5.36 per share. The Preferred Stock
will mandatorily convert into common shares of DryShips in four equal increments
that correspond to the contractual delivery of the four newbuilding drillships.
The Preferred Stock bears a 6.75% per annum cumulative dividend payable in
additional shares of Preferred Stock. The Preferred Stock can also be
converted at any time by the holders at 42.9% premium to the established
DryShips common share price. The Sellers consist of a company controlled by
DryShips' Chairman and Chief Executive Officer, George Economou, and other
clients of Cardiff Marine Inc.
The
transaction was negotiated and approved by the Audit Committee, which is
comprised of our Independent Directors, acting as a Special Committee. The Audit
Committee took the appropriate steps necessary to evaluate the transaction and
determine its fairness. Evercore Partners acted as advisor to the
Sellers.
Evangelos
Mytilinaios, Chairman of the independent Audit Committee of DryShips
commented:
"We are
pleased to have signed the agreement to acquire the remaining 25% of
Primelead. We continue to monitor the strengthening fundamentals of
the ultra deepwater offshore drilling market and believe that the future
prospects of this business are very bright. With Primelead as a
wholly-owned subsidiary, DryShips will now fully benefit from the expected free
cash flows of our drilling rig unit which is operated by the experienced Ocean
Rig management team comprised of seasoned industry executives with proven
operational track records.
In
addition, with a majority of the consideration payable in mandatorily
convertible Preferred Stock matching the contractual delivery dates of the four
newbuilding drillships, the transaction aligns the interest of all the
shareholders and is accretive to earnings. We are also pleased that our Chairman
and CEO continues to show his long-term commitment to DryShips, maintaining his
standing as DryShips' principal common shareholder. Finally, we believe this
acquisition will provide Dryships more flexibility in the financing and
employment of its offshore drilling units."
Conference
Call and Webcast: Friday, July 10, 2009, at 8:00 a.m. EDT
DryShips'
management team will host a conference call on Friday, July 10, 2009, at 8:00
a.m. EDT to discuss
its latest developments.
Conference
Call details:
Participants
should dial into the call 10 minutes before the scheduled time using the
following numbers: 1(866) 819-7111 (from the US), 0(800) 953-0329 (from the UK)
or +(44) (0) 1452 542 301 (from outside the US). Please quote
"DryShips".
A replay
of the conference call will be available until July 11, 2009. The United States
replay number is 1(866) 247-4222; from the UK 0(800) 953-1533; the standard
international replay number is (+44) (0) 1452 550 000 and the access code
required for the replay is: 2133051#
Slides and audio
webcast:
There
will also be a simultaneous live webcast over the Internet, through the DryShips
Inc. website (www.dryships.com). Participants to the live webcast should
register on the website approximately 10 minutes prior to the start of the
webcast.
About
DryShips Inc.
DryShips
Inc., based in Greece, is an owner and operator of drybulk carriers that operate
worldwide. As of the day of this release, DryShips owns a fleet of 41 drybulk
carriers comprising 7 Capesize, 28 Panamax, 2 Supramax and 4 newbuilding Drybulk
vessels with a combined deadweight tonnage of over 3.6 million tons, 2 ultra
deep water semisubmersible drilling rigs and 4 ultra deep water newbuilding
drillships. DryShips Inc.'s common stock is listed on the NASDAQ Global Market
where trades under the symbol "DRYS." Visit our website at
www.dryships.com
Forward-Looking
Statements
Matters
discussed in this release may constitute forward-looking statements.
Forwardlooking statements reflect our current views with respect to future
events and financial performance and may include statements concerning plans,
objectives, goals, strategies, future events or performance, and underlying
assumptions and other statements, which are other than statements of historical
facts. The forward-looking statements in this release are based upon various
assumptions, many of which are based, in turn, upon further assumptions,
including without limitation, management's examination of historical operating
trends, data contained in our records and other data available from third
parties. Although DryShips Inc. believes that these assumptions were reasonable
when made, because these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible to predict and
are beyond our control, DryShips Inc. cannot assure you that it will achieve or
accomplish these expectations, beliefs or projections. Important factors that,
in our view, could cause actual results to differ materially from those
discussed in the forward-looking statements include the strength of world
economies and currencies, general market conditions, including changes in
charterhire rates and vessel values, changes in demand that may affect attitudes
of time charterers to scheduled and unscheduled drydocking, changes in DryShips
Inc.'s operating expenses, including bunker prices, drydocking and insurance
costs, or actions taken by regulatory authorities, potential liability from
pending or future litigation, domestic and international political conditions,
potential disruption of shipping routes due to accidents and political events or
acts by terrorists. Risks and uncertainties are further described in reports
filed by DryShips Inc. with the US Securities and Exchange
Commission.
Investor
Relations / Media:
Nicolas
Bornozis
Capital
Link, Inc. (New York)
Tel.
212-661-7566
E-mail:
dryships@capitallink.com