Costamare Inc. Announces Spin-Off of Its Dry Bulk Business
27 2월 2025 - 8:47PM
Costamare Inc. (NYSE:CMRE) today announced its intent to spin-off
the Company’s dry bulk business into a standalone company,
Costamare Bulkers Holdings Limited. The planned spin-off will
result in two separate, publicly traded companies:
- Costamare Inc. will remain a global
container shipping provider, retaining the owned container vessels
and Neptune Maritime Leasing Limited businesses
- Costamare Bulkers Holdings Limited
will be an international owner and operator of dry bulk vessels and
will hold the owned dry bulk vessels and the CBI operating
platform
The Costamare Inc. board believes the proposed
separation will unlock the inherent value within the two companies,
which have unique growth prospects and investment opportunities.
The separation is expected to provide compelling benefits for all
stakeholders, including:
- Improved financial flexibility to
pursue distinct operating priorities and strategic initiatives
focused on the container and dry bulk shipping markets,
respectively
- Enabling management teams of both
companies to enhance focus on individualized opportunities for
long-term growth and profitability
- Two separate, pure-play investment
opportunities for different investor bases
- A simplified structure with
separate, focused balance sheets and capital allocation strategies
tailored to each business driving operating efficiency and value
creation
Shares of Costamare Bulkers Holdings Limited are
expected to be listed on the New York Stock Exchange. Costamare
Inc. is targeting to complete the spin-off as soon as practicable
this calendar year, subject to various conditions, including
regulatory approvals and obtaining the final approval of the
Costamare Inc. board of directors. However, there can be no
assurance that a separation transaction will occur, or if one does
occur, of its terms or timing.
While no definitive decision has been made, the
spin-off is expected to be completed via a pro rata distribution by
Costamare Inc. of all of the shares it owns of Costamare Bulkers
Holdings Limited to Costamare Inc. shareholders based on a
distribution ratio that is set at the time the distribution is
formally declared.
AdvisorsMorgan Stanley &
Co. LLC is serving as financial advisor to Costamare Inc. and
Cravath, Swaine & Moore LLP is serving as legal counsel.
About
Costamare Inc.Costamare Inc. is
one of the world’s leading owners and providers of containerships
and dry bulk vessels for charter. The Company has 51 years of
history in the international shipping industry and a fleet of 68
owned containerships, with a total capacity of approximately
513,000 TEU and 38 owned dry bulk vessels with a total capacity of
approximately 3,016,000 DWT (including one vessel we have agreed to
sell). The Company also has a dry bulk operating platform (CBI)
which charters in/out dry bulk vessels, enters into contracts of
affreightment, forward freight agreements and may also utilize
hedging solutions. The Company participates in a leasing business.
The Company’s common stock, Series B Preferred Stock, Series C
Preferred Stock and Series D Preferred Stock trade on the New York
Stock Exchange under the symbols “CMRE”, “CMRE PR B”, “CMRE PR C”
and “CMRE PR D”, respectively.
Forward-Looking
StatementsThis press release contains
“forward-looking statements”. In some cases, you can identify these
statements by forward-looking words such as “believe”, “intend”,
“anticipate”, “estimate”, “project”, “forecast”, “plan”,
“potential”, “may”, “should”, “could” and “expect” and similar
expressions, or by express or implied discussions regarding the
potential completion of the announced spin-off of Costamare Bulkers
Holdings Limited, regarding whether the announced spin-off is in
the best interests of shareholders, regarding the future commercial
performance of Costamare Inc. or Costamare Bulkers Holdings
Limited, or regarding any potential strategic benefits, synergies
or opportunities as a result of these actions. You should not place
undue reliance on these statements. These statements are not
historical facts but instead represent only the Company’s beliefs
regarding future results, many of which, by their nature, are
inherently uncertain and outside of the Company’s control. It is
possible that actual results may differ, possibly materially, from
those anticipated in these forward-looking statements. There can be
no guarantee that the proposed transaction will be completed in the
expected form or within the expected time frame or at all. Nor can
there be any guarantee that Costamare Inc. or a separate dry bulk
business will be able to realize any of the potential strategic
benefits, synergies or opportunities as a result of these actions,
that shareholders will achieve any particular level of shareholder
returns or that the spin-off of Costamare Bulkers Holdings Limited
will be in the best interests of shareholders. For a discussion of
some of the risks and important factors that could affect future
results, see the discussion in the Company’s Annual Report on Form
20-F (File No. 001-34934).
Company
Contacts:Gregory Zikos - Chief Financial
OfficerKonstantinos Tsakalidis - Business Development
Costamare Inc., Monaco Tel: (+377) 93 25 09 40Email:
ir@costamare.com
Costamare (NYSE:CMRE)
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Costamare (NYSE:CMRE)
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