PANGAEA LOGISTICS SOLUTIONS LTD. (NASDAQ:PANL) Files An 8-K Entry into a Material Definitive Agreement

PANGAEA LOGISTICS SOLUTIONS LTD. (NASDAQ:PANL) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01

Entry into a Material Definitive Agreement
On June 15, 2017, Pangaea Logistics Solutions Ltd. (the Company)
entered into two stock purchase agreements, both dated June 15,
2017 (the Agreements), for the sale of an aggregate of
approximately $15 million of its common shares, par value $0.0001
per share (the “Common Shares”), in private placement
transactions which are exempt from the registration requirements
of the Securities Act of 1933, as amended, at a purchase price of
$2.25 per share. One agreement was completed with certain
directors, officers and employees of the Company (the Insider
Investors) and the other agreement was completed with other
institutional and other accredited investors. Under both
Agreements, the Company agreed to sell approximately $15 million
of Common Shares of the Company, which includes approximately
$5.5 million to be sold to the Insider Investors, of which
approximately $4.0 million is being issued as in kind payment of
accrued dividends.
Item 7.01
Regulation FD Disclosure.
Certain statements in this report are forward-looking statements
within the meaning of the Private Securities Litigation Act of
1995. These forward-looking statements are based on our current
expectations and beliefs and are subject to a number of risk
factors and uncertainties that could cause actual results to
differ materially from those described in the forward-looking
statements. The Company disclaims any obligation to publicly
update or revise these statements whether as a result of new
information, future events or otherwise, except as required by
law. Such risks and uncertainties include, without limitation,
the strength of world economies and currencies, general market
conditions, including fluctuations in charter rates and vessel
values, changes in demand for dry bulk shipping capacity, changes
in our operating expenses, including bunker prices, dry-docking
and insurance costs, the market for our vessels, availability of
financing and refinancing, charter counterparty performance,
ability to obtain financing and comply with covenants in such
financing arrangements, 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, vessels
breakdowns and instances of off-hires and other factors, as well
as other risks that have been included in filings with the
Securities and Exchange Commission, all of which are available at
Item 9.01
Financial Statements, Pro Forma Financial Information
and Exhibits.
10.37 Stock Purchase Agreement – Outside Investors, dated June
15, 2017.
10.38 Stock Purchase Agreement – Inside Investors, dated June 15,
Press Release of Pangaea Logistics Solutions Ltd., dated
June 19, 2017, discussing common share issuance and other
business developments.

Pangaea Logistics Solutions Ltd. Exhibit
EX-10.37 2 panl-stockpurchaseagreemen.htm EXHIBIT 10.37 Exhibit STOCK PURCHASE AGREEMENT by and among PANGAEA LOGISTICS SOLUTIONS LTD. and THE PARTIES LISTED ON SCHEDULE 1 HERETO Dated as of June 15,…
To view the full exhibit click here

Pangaea Logistics Solutions, Ltd. is a holding company. The Company is a provider of seaborne drybulk transportation services. The Company services a range of industrial customers who require the transportation of a range of drybulk cargoes, including grains, coal, iron ore, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite and limestone. The Company addresses the transportation needs of its customers by undertaking a set of services and activities, including cargo loading, cargo discharge, vessel chartering, voyage planning and technical vessel management. The Company uses a mix of owned and chartered-in motor vessels to transport over 18.3 million deadweight tons (dwt) of cargo to approximately 100 ports across the world, averaging over 40 vessels in service. The Company’s owned fleet includes eight Panamax drybulk carriers, four Supramax drybulk carriers and two Handymax drybulk carriers. Its vessels include Nordic Orion, Nordic Odyssey and Bulk Trident.

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