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 9, 2009
Commission
File No. 001-33811
NAVIOS
MARITIME PARTNERS L.P.
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 of Form 20-F or Form 40-F.
Form
20-F x 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)(1):
Yes o No x
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 x
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 x
If
``Yes'' is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
N/A
1
On June
9, 2009, Navios Maritime Partners L.P. (“Navios Partners”) issued a press
release announcing the execution of an agreement with Navios Maritime
Holdings Inc. (“Navios Holdings”) whereby Navios Partners agreed to purchase the
rights to the Navios Sagittarius, a 2006 Japanese-built Panamax vessel, for a
cash purchase price of $34.6 million. The closing of the acquisition is expected
to occur within a few days.
In
addition, the press release also announced that Navios Holdings has relieved
Navios Partners from its obligation to purchase the Capesize vessel TBN I for
$130.0 million and will grant Navios Partners a 12-month option to purchase the
TBN I for $125.0 million. In consideration for such actions, upon delivery of
the TBN I to Navios Holdings, which is anticipated to be at the end of June
2009, Navios Partners will issue 1.0 million of a new series of subordinated
units. This new series of subordinated units will not be eligible to receive
cash distributions until the third anniversary of the issuance of such units, at
which time such units will automatically convert into common units and receive
distributions in accordance with all other common units. In addition, Navios
Partners will release, for a two year period, Navios Holdings of the
restrictions under the Omnibus Agreement that the parties previously entered
into, as well as release, for a two year period, Navios Maritime Acquisition
Corporation of its right of first refusal under the Right of First Refusal and
Corporate Opportunities Agreement that the parties previously entered into.
A copy of the press release is furnished as Exhibit 99.1 to this Report
and is incorporated herein by reference.
The
information contained in this Report is hereby incorporated by reference into
the Registration Statement on Form F-3, File No. 333-157000.
2
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 PARTNERS L.P.
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By:
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/s/ Angeliki Frangou | |
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Angeliki
Frangou
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Chief
Executive Officer
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Date:
June 10, 2009
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3
Exhibit
Index
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Exhibit
No.
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Exhibit
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99.1
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Press
Release dated June 9,
2009.
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4
NAVIOS
MARITIME PARTNERS L.P.
Announces
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·
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Agreement to Purchase All
Rights to the Panamax Vessel “Navios
Sagittarius”
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·
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12-Month Option for the
Capesize TBN I - Replacing Purchase
Obligation
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PIRAEUS, GREECE – June 9, 2009 - Navios
Maritime Partners L.P. (“Navios Partners”) (NYSE: NMM), an owner and
operator of Capesize and Panamax vessels, announced today
that it has agreed to purchase from Navios Maritime Holdings Inc. (“Navios
Holdings”) (NYSE:NM) the rights to the Navios Sagittarius, a 2006 Japanese-built
Panamax vessel with a capacity of 75,756 dwt. The $34.6 million
acquisition will be funded from cash available on the balance
sheet. The vessel is expected to be delivered in the second quarter
of 2009.
Angeliki
Frangou, Chairman and CEO or Navios Partners commented “The acquisition of
Navios Sagittarius expands our fleet to ten drybulk vessels with a combined
carrying capacity of 0.85 million dwt, average age of 6.3 years and remaining
average charter-out period of 4.6 years. This acquisition
demonstrates that, despite challenging times, we can grow our fleet and cash
flow. We are also pleased by the commercially sensible resolution of
the TBN I obligation Navios Partners had with Navios Holdings.“
Navios
Sagittarius
Navios
Sagittarius is chartered out at $26,125 (net) per day until November
2018 and is expected to generate annual EBITDA of approximately $5.8
million. This charter contract has also been insured by an AA+
rated European Union governmental agency. The Navios Sagittarius is a
chartered-in vessel, and Navios Partners has an option to purchase the vessel,
beginning December 2009, at an initial price of approximately $25.9 million at
current exchange rates.
TNB
I: 12-Month Option Agreement
Navios
Holdings has relieved Navios Partners from its obligation to purchase the
Capesize vessel TBN I for $130.0 million and, upon delivery of the TBN I to
Navios Holdings, will grant Navios Partners a 12-month option to purchase the
vessel for $125.0 million. In return, Navios Holdings will receive 1.0 million
of subordinated units; these units will not be eligible to receive distributions
until the third anniversary of their issuance, at which point they will
automatically convert into common units and receive distributions in accordance
with all other common units. In addition, Navios
Holdings will be released from the Omnibus Agreement restrictions for
two years in connection with acquiring vessels from third parties (but not from
the required offer to sell to Navios Partners qualifying vessels in Navios
Holdings’ existing fleet).
Cash
Flow: Long Term and Insured
Navios
Partners has entered into long-term time charters-out for its ten vessels with a
remaining average term of 4.6 years, compared to 4.1 years prior to the
acquisition. This provides a stable base of revenue and distributable
cash flow. Navios Partners’ charter-out contracts have been fully insured by an
AA+ rated European Union governmental agency. Navios Partners has currently
contracted 100.0% of its available days on a charter-out basis for 2009 and
2010, respectively, which is equivalent to $90.3 million and $96.1 million in
revenue, respectively.
About
Navios Maritime Partners L.P.
Navios
Partners (NYSE: NMM), a publicly traded master limited partnership formed by
Navios Maritime Holdings Inc (NYSE: NM), is an owner and operator of Capesize
and Panamax vessels. For more information, please visit our website
at www.navios-mlp.com.
Forward
Looking Statements
This
press release contains forward-looking statements (as defined in Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended) concerning future events and Navios Partners'
growth strategy and measures to implement such strategy; including intended
distributions, expected vessel acquisitions and entering into further time
charters. Words such as “expects,” “intends,” “plans,” “believes,”
“anticipates,” “hopes,” “estimates,” and variations of such words and similar
expressions are intended to identify forward-looking statements. Such statements
include comments regarding expected revenue and time charters. Although the
Navios Partners believes that the expectations reflected in such forward-looking
statements are reasonable, no assurance can be given that such expectations will
prove to have been correct. These statements involve known and unknown risks and
are based upon a number of assumptions and estimates which are inherently
subject to significant uncertainties and contingencies, many of which are beyond
the control of Navios Partners. Actual results may differ materially from those
expressed or implied by such forward-looking statements. Factors that could
cause actual results to differ materially include, but are not limited to
changes in the demand for dry bulk vessels, competitive factors in the market in
which Navios Partners operates; risks associated with operations outside the
United States; and other factors listed from time to time in the Navios
Partners' filings with the Securities and Exchange Commission. Navios Partners
expressly disclaims any obligations or undertaking to release publicly any
updates or revisions to any forward-looking statements contained herein to
reflect any change in Navios Partners' expectations with respect thereto or any
change in events, conditions or circumstances on which any statement is
based.
Contacts
Public
& Investor Relations Contact:
Navios
Maritime Partners L.P.
Investor
Relations
Nicolas
Bornozis
Capital
Link, Inc.
Tel.
(212) 661-7566
E-mail:naviospartners@capitallink.com