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 November 2019
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Global Ship Lease, Inc.
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(Translation of registrant's name into English)
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c/o Global Ship Lease Services Limited
25 Wilton Road
London SW1V 1LW
United Kingdom
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(Address of principal executive office)
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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
On
November 27, 2019, Global Ship Lease, Inc. (the
“Company”) launched an
“at the market” offering program (the
“Program”), pursuant to which
the Company may sell up to $68.0 million of its 8.00% Senior Unsecured Notes due 2024 (the
“Notes”) under an At Market Issuance Sales Agreement (the
“Sales Agreement”) that was executed between
the Company and B. Riley
FBR, Inc., which is serving as the sales agent (the
“Agent”) in the Program.
In accordance with the terms of the Sales Agreement,
the Company may offer and sell its Notes at any time, and from time
to time, through the Agent. Sales of the Notes, if any, will be made by means of ordinary brokers’ transactions on the New York Stock Exchange (the
“NYSE”) or otherwise at market prices prevailing at the time of sale, at prices related to the
prevailing market prices, or at negotiated prices. The Agent is not required to sell any specific number or amount of Notes, but the Agent agrees to use commercially reasonable efforts consistent with its normal trading and sales practices to sell
Notes based on mutually agreed terms between the Agent and
the Company.
The Company intends to use the net proceeds from any sales under the Program for general corporate purposes.
The Notes that
the Company may offer and sell under the Program constitute a further issuance of and are fungible with
the $31,625,000 aggregate principal amount of 8.00% Senior Unsecured Notes due 2024 that
the Company has issued to date (the
“Initial Notes”). The Notes will, immediately upon issuance, have terms identical to the Initial Notes and will have the same
CUSIP number as, and be fungible and vote together with, the Initial Notes.
The Notes (when issued) and the Initial Notes are listed on the NYSE under the symbol “GSLD.”
Attached to this Report as
Exhibit 5.1 is the opinion of Seward & Kissel LLP relating to the legality and validity of
the Notes.
Attached to this Report as
Exhibit 8.1 is the opinion of Seward & Kissel LLP relating to certain tax matters.
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.
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GLOBAL SHIP LEASE, INC.
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(registrant)
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By:
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Chief Executive Officer
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