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Castor Maritime Inc. – ‘424B3’ on 7/9/20

On:  Thursday, 7/9/20, at 4:09pm ET   ·   Accession #:  919574-20-4519   ·   File #:  333-238990

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 7/09/20  Castor Maritime Inc.              424B3                  1:149K                                   Seward & Kissel LLP

Prospectus – New Facts or Events   —   Rule 424(b)(3)
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 424B3       Prospectus - New Facts or Events                    HTML     24K 


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 C: 


PROSPECTUS SUPPLEMENT NO. 3
(TO PROSPECTUS DATED JUNE 23, 2020)
Filed Pursuant to Rule 424(b)(3)
Registration Nos. 333-238990 and 333-239399


51,400,000 Units consisting of
Common Shares or Pre-Funded Warrants to Purchase Common Shares
and Class A Warrants to Purchase Common Shares

This is a supplement (“Prospectus Supplement”) to the prospectus, dated June 23, 2020 (“Prospectus”) of Castor Maritime Inc. (the “Company”), which forms a part of the Company’s Registration Statement on Form F-1 (Registration Nos. 333-238990 and 333-239399), as amended or supplemented from time to time.
 
On July 9, 2020, the Company filed a Current Report on Form 6-K (the “Form 6-K”with the U.S. Securities and Exchange Commission (the “Commission”) as set forth below.
 
This Prospectus Supplement should be read in conjunction with, and delivered with, the Prospectus and is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement supersedes the information contained in the Prospectus.
 
This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any amendments or supplements to it.
 
Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 12 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.
 
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
 
The date of this prospectus is July 9, 2020.






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 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2020
Commission File Number: 001-38802
 

CASTOR MARITIME INC.
(Translation of registrant’s name into English)




223 Christodoulou Chatzipavlou Street, Hawaii Royal Gardens, 3036 Limassol, Cyprus
(Address of principal executive office)



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             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 to this Report on Form 6-K as Exhibit 99.1 is a copy of the press release issued by Castor Maritime Inc. (the “Company”) on July 9, 2020, reporting that the Company entered into a new time charter agreement with Oldendorff Carriers GMBH & Co KG in connection with its previously announced acquisition of a Panamax dry-bulk carrier at a daily gross hire rate of $10,300.

Except for the commentary of Petros Panagiotidis, the information contained in this Report on Form 6-K and the exhibit attached hereto are hereby incorporated by reference into the Company’s registration statement on Form F-3 (File No. 333-232052) that was filed with the U.S. Securities and Exchange Commission and became effective on June 21, 2019.



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.
 
             
 
 
 
 
CASTOR MARITIME INC.
 
 
 
 
 
       
 
 
 
By:
 
 
 
 
 
 
 
 
Chairman, Chief Executive Officer and
Chief Financial Officer
 
 
 
 
 
 
 




Exhibit 99.1




Castor Maritime Inc. Announces New Charter Agreement
Limassol, Cyprus, July 9, 2020 – Castor Maritime Inc. (NASDAQ: CTRM), (“Castor” or the “Company”), a global shipping company specializing in the ownership of dry bulk vessels, announced that it entered today into a new time charter agreement with Oldendorff Carriers GMBH & Co KG in connection with its previously announced acquisition of a Panamax dry-bulk carrier at a daily gross hire rate of $10,300. The charter agreement has an expected term of a minimum of three (3) months and up to a maximum of five (5) months and is expected to commence after the vessel’s delivery to the Company, sometime between the 5th and the 25th of August 2020. As a result of this charter agreement, the Company’s gross revenue is expected to increase by $0.9 million based on the minimum scheduled period of the time charter and could reach approximately $1.6 million should employment be extended to its maximum period.
Petros Panagiotidis, Chairman, Chief Executive Officer and Chief Financial Officer of Castor, commented:
“We are pleased to have been able to take advantage of the recent dry bulk market charter rate improvement by securing an attractive time charter contract for our recent acquisition.  We believe that the recent vessel acquisition and the prompt securing of the time charter has further demonstrated our ability to act quickly and decisively in taking advantage of market opportunities presented to us. We are determined to continue taking advantage of such opportunities in the near future for the further growth of our fleet and our profitability.”
About Castor Maritime Inc.
Castor Maritime Inc. is an international provider of shipping transportation services through its ownership of dry bulk vessels. The Company’s vessels are employed primarily on medium-term charters and transport a range of dry bulk cargoes, including such commodities as coal, grain and other materials along worldwide shipping routes.
Upon delivery of the above referenced Panamax dry bulk carrier, the Company's fleet will consist of four Panamax dry bulk carriers.
For more information please visit the company’s website at www.castormaritime.com
Cautionary Statement Regarding Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements 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 Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intend,” “estimate,” “forecast,” “project,” “plan,” “potential,” “will,” “may,” “should,” “expect,” “pending” and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe 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, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections. We undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. In addition to these important factors, other important factors that, in the Company’s view, could cause actual results to differ materially from those discussed in the forward‐looking statements include general dry bulk shipping market conditions, including fluctuations in charterhire rates and vessel values, the strength of world economies the stability of Europe and the Euro, fluctuations in interest rates and foreign exchange rates, changes in demand in the dry bulk shipping industry, including the market for our vessels, changes in our operating expenses, including bunker prices, dry docking and insurance costs, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, the availability of financing and refinancing and grow our business, vessel breakdowns and instances of off‐hire, risks associated with vessel construction, potential exposure or loss from investment in derivative instruments, potential conflicts of interest involving our Chief Executive Officer, his family and other members of our senior management, and our ability to complete acquisition transactions as planned. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties. The information set forth herein speaks only as of the date hereof, and the Company disclaims any intention or obligation to update any forward‐looking statements as a result of developments occurring after the date of this communication.
CONTACT DETAILS
For further information please contact:

Castor Maritime Inc.

Media Contact:
Kevin Karlis
Capital Link










Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘424B3’ Filing    Date    Other Filings
Filed on:7/9/206-K
6/23/20EFFECT,  F-1/A,  F-1MEF
6/21/19EFFECT
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Filing Submission 0000919574-20-004519   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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