e6vk
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
Dated:
June 7, 2010
Commission File No. 001-33311
NAVIOS MARITIME HOLDINGS INC.
85 Akti Miaouli Street, Piraeus, Greece 185 38
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F:
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(l):
Yes o No þ
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):
Yes o No þ
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
TABLE OF CONTENTS
Supplemental
Indentures
Dated
as of June 7, 2010, Navios Maritime
Holdings Inc. (the Company) entered into a Fourth
Supplemental Indenture in order to add Faith Marine Ltd., an indirect
subsidiary of
the Company as guarantor to its Indenture dated November 2, 2009 providing for the
issuance of its 87/8% First Priority Ship Mortgage Notes due 2017.
A
Copy
of the Fourth Supplemental
Indenture is furnished as Exhibit 10.1 to this
Report and is incorporated herein by reference.
Dated as of June 7, 2010, the Company
entered into a Thirtieth Supplemental Indenture in
order to add Faith Marine Ltd., an indirect subsidiary of
the Company, as guarantor to its Indenture dated December 18, 2006 providing for the issuance
of its 91/2% Senior Notes due 2014.
A Copy of the Thirtieth Supplemental Indenture
is furnished as Exhibit 10.2 to this
Report and is incorporated herein by reference.
This
information contained in this Report is hereby incorporated by
reference into the Companys Registration Statements on Form
F-3, File Nos. 333-136936, 333-129382 and 333-165754 and on Form
S-8, File No. 333-147186.
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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NAVIOS MARITIME HOLDINGS INC.
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By: |
/s/ Angeliki Frangou
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Angeliki Frangou |
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Chief Executive Officer
Date: June 17, 2010 |
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EXHIBIT INDEX
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Exhibit No. |
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Exhibit |
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10.1 |
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Fourth Supplemental Indenture
dated as of June 7, 2010 |
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10.2 |
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Thirtieth
Supplemental Indenture dated as of June 7, 2010 |
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exv10w1
Exhibit 10.1
FOURTH SUPPLEMENTAL INDENTURE (this Fourth Supplemental Indenture), dated as of June 7,
2010, among Navios Maritime Holdings Inc., a Marshall Islands corporation, (the Company), Navios
Maritime Finance (US) Inc., a Delaware corporation (together with the Company, the Co-Issuers),
and Faith Marine Ltd., a Liberian corporation and an indirect subsidiary of the Company (the
Guaranteeing Subsidiary), the other Guarantors (as defined in the Indenture referred to herein)
and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the
Indenture referred to below (the Trustee) and as collateral trustee (or its permitted successor)
under the Indenture referred to below (the Collateral Trustee).
WITNESSETH
WHEREAS, the Co-Issuers and the Guarantors have heretofore executed and delivered to the
Trustee an indenture (the Indenture), dated as of November 2, 2009 providing for the issuance of
87/8% First Priority Ship Mortgage Notes due 2017 (the Notes);
WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary
shall execute and deliver to the Trustee a supplemental indenture pursuant to which the
Guaranteeing Subsidiary shall unconditionally guarantee all of the Co-Issuers obligations under
the Notes and the Indenture on the terms and conditions set forth herein (the Note Guarantee);
and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and
deliver this Fourth Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the
Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes
as follows:
1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.
2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby agrees to provide an
unconditional Guarantee, on and subject to the terms, conditions and limitations set forth in the
Notation of Guarantee and in the Indenture, including, but not limited, to Article Ten thereof.
4. NEW YORK LAW TO GOVERN. THIS FOURTH SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO CONFLICTS
OF LAW PRINCIPLES TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE
REQUIRED THEREBY.
5. COUNTERPARTS. The parties may sign any number of copies of this Fourth Supplemental
Indenture. Each signed copy shall be an original, but all of them together represent the same
agreement.
6. EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not
affect the construction hereof.
7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in
respect of the validity or sufficiency of this Fourth Supplemental Indenture or for or in respect
of the recitals contained herein, all of which recitals are made solely by the Guaranteeing
Subsidiary and the Co-Issuers.
IN WITNESS WHEREOF, the parties hereto have caused this Fourth Supplemental Indenture to be
duly executed and attested, all as of the date first above written.
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FAITH MARINE LTD.
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Secretary/Director |
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NAVIOS MARITIME HOLDINGS INC.
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Executive Vice President,
Legal |
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NAVIOS MARITIME FINANCE (US) INC.
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
President |
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VECTOR SHIPPING CORPORATION
ARAMIS NAVIGATION INC.
DUCALE MARINE INC.
KOHYLIA SHIPMANAGEMENT S.A.
HIGHBIRD MANAGEMENT INC.
CUSTOMIZED DEVELOPMENT S.A.
FLORAL MARINE LTD.
RED ROSE SHIPPING CORP.
PANDORA MARINE INC.
GINGER SERVICES CO.
QUENA SHIPMANAGEMENT INC.
ASTRA MARITIME CORPORATION
PRIMAVERA SHIPPING CORPORATION
PUEBLO HOLDINGS LTD.
BEAUFIKS SHIPPING CORPORATION
ROWBOAT MARINE INC.
CORSAIR SHIPPING LTD.
ORBITER SHIPPING CORP.
PHAROS NAVIGATION S.A.
SIZZLING VENTURES INC.
SHIKHAR VENTURES S.A.
TAHARQA SPIRIT CORP.
RHEIA ASSOCIATES CO.
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RUMER HOLDING LTD.
KLEIMAR N.V.
NAV HOLDINGS LIMITED
NAVIOS CORPORATION
ANEMOS MARITIME HOLDINGS INC.
NAVIOS SHIPMANAGEMENT INC.
AEGEAN SHIPPING CORPORATION
ARC SHIPPING CORPORATION
MAGELLAN SHIPPING CORPORATION
IONIAN SHIPPING CORPORATION
APOLLON SHIPPING CORPORATION
HERAKLES SHIPPING CORPORATION
ACHILLES SHIPPING CORPORATION
KYPROS SHIPPING CORPORATION
HIOS SHIPPING CORPORATION
MERIDIAN SHIPPING ENTERPRISES INC.
MERCATOR SHIPPING CORPORATION
HORIZON SHIPPING ENTERPRISES CORPORATION
STAR MARITIME ENTERPRISES CORPORATION
NAVIOS HANDYBULK INC.
NAVIOS INTERNATIONAL INC.
NOSTOS SHIPMANAGEMENT CORP.
PORTOROSA MARINE CORP.
WHITE NARCISSUS MARINE S.A.
HESTIA SHIPPING LTD.
as Guarantors
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Director and Authorized
Officer |
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KLEIMAR LTD., as a Guarantor
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By: |
/s/ George Akhniotis
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Name: |
George Akhniotis |
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Title: |
Secretary and Director |
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NAVIMAX CORPORATION, as a Guarantor
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By: |
/s/ Shunji Sasada
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Name: |
Shunji Sasada |
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Title: |
President |
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WELLS FARGO BANK, N.A., as Trustee
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By: |
/s/ Martin Reed
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Name: |
Martin Reed |
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Title: |
Vice President |
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WELLS FARGO BANK, NATIONAL ASSOCIATION,
as Collateral Trustee
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By: |
/s/ Martin Reed
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Name: |
Martin Reed |
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Title: |
Vice President |
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exv10w2
Exhibit 10.2
THIRTIETH SUPPLEMENTAL INDENTURE (this Thirtieth Supplemental Indenture), dated as of
June 7, 2010, is entered into by and among Navios Maritime Holdings Inc., a Marshall Islands
corporation (the Company), Faith Marine Ltd., a Liberian corporation (the Guaranteeing
Subsidiary) and an indirect subsidiary of the Company, the other Guarantors (as defined in the
Indenture referred to herein) and Wells Fargo Bank, N.A. (or its permitted successor) as trustee
under the Indenture referred to below (the Trustee).
WITNESSETH
WHEREAS, the Company and the Guarantors have heretofore executed and delivered to the Trustee
an indenture (as amended and supplemented, the Indenture), dated as of December 18, 2006
providing for the issuance of 91/2% Senior Notes due 2014 (the Notes);
WHEREAS, the Indenture provides that under certain circumstances the Guaranteeing Subsidiary
shall execute and deliver to the Trustee a supplemental indenture pursuant to which the
Guaranteeing Subsidiary shall unconditionally guarantee all of the Companys obligations under the
Notes and the Indenture on the terms and conditions set forth herein (the Note Guarantee); and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and
deliver this Thirtieth Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, the Guaranteeing Subsidiary and the
Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes
as follows:
1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.
2. AGREEMENT TO GUARANTEE. The Guaranteeing Subsidiary hereby agrees to provide an
unconditional Guarantee, on and subject to the terms, conditions and limitations set forth in the
Notation of Guarantee and in the Indenture, including, but not limited, to Article Ten thereof.
3. NEW YORK LAW TO GOVERN. THIS THIRTIETH SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO CONFLICTS
OF LAW PRINCIPLES TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE
REQUIRED THEREBY.
4. COUNTERPARTS. The parties may sign any number of copies of this Thirtieth Supplemental
Indenture. Each signed copy shall be an original, but all of them together represent the same
agreement.
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5. EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not
affect the construction hereof.
6. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in
respect of the validity or sufficiency of this Thirtieth Supplemental Indenture or for or in
respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing
Subsidiary and the Company.
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IN WITNESS WHEREOF, the parties hereto have caused this Thirtieth Supplemental Indenture to be
duly executed and attested, all as of the date first above written.
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FAITH MARINE LTD.
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Secretary/Director |
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NAVIOS MARITIME HOLDINGS INC.
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Executive Vice President,
Legal |
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VECTOR SHIPPING CORPORATION
ARAMIS NAVIGATION INC.
DUCALE MARINE INC.
KOHYLIA SHIPMANAGEMENT S.A.
HIGHBIRD MANAGEMENT INC.
CUSTOMIZED DEVELOPMENT S.A.
FLORAL MARINE LTD.
RED ROSE SHIPPING CORP.
PANDORA MARINE INC.
GINGER SERVICES CO.
QUENA SHIPMANAGEMENT INC.
ASTRA MARITIME CORPORATION
PRIMAVERA SHIPPING CORPORATION
PUEBLO HOLDINGS LTD.
BEAUFIKS SHIPPING CORPORATION
ROWBOAT MARINE INC.
CORSAIR SHIPPING LTD.
ORBITER SHIPPING CORP.
PHAROS NAVIGATION S.A.
SIZZLING VENTURES INC.
SHIKHAR VENTURES S.A.
TAHARQA SPIRIT CORP.
RHEIA ASSOCIATES CO.
RUMER HOLDING LTD.
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KLEIMAR N.V.
NAV HOLDINGS LIMITED
NAVIOS CORPORATION
ANEMOS MARITIME HOLDINGS INC.
NAVIOS SHIPMANAGEMENT INC.
AEGEAN SHIPPING CORPORATION
ARC SHIPPING CORPORATION
MAGELLAN SHIPPING CORPORATION
IONIAN SHIPPING CORPORATION
APOLLON SHIPPING CORPORATION
HERAKLES SHIPPING CORPORATION
ACHILLES SHIPPING CORPORATION
KYPROS SHIPPING CORPORATION
HIOS SHIPPING CORPORATION
MERIDIAN SHIPPING ENTERPRISES INC.
MERCATOR SHIPPING CORPORATION
HORIZON SHIPPING ENTERPRISES CORPORATION
STAR MARITIME ENTERPRISES CORPORATION
NAVIOS HANDYBULK INC.
NAVIOS INTERNATIONAL INC.
NOSTOS SHIPMANAGEMENT CORP.
PORTOROSA MARINE CORP.
WHITE NARCISSUS MARINE S.A.
HESTIA SHIPPING LTD.
as Guarantors
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Director and Authorized
Officer |
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KLEIMAR LTD., as a Guarantor
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By: |
/s/ George Akhniotis
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Name: |
George Akhniotis |
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Title: |
Secretary and Director |
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NAVIMAX CORPORATION, as a Guarantor
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By: |
/s/ Shunji Sasada
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Name: |
Shunji Sasada |
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Title: |
President |
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WELLS FARGO BANK, N.A., as Trustee
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By: |
/s/ Martin Reed
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Name: |
Martin Reed |
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Title: |
Vice President |
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