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 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For
the month of June 2009
Commission
File Number: 001-32520
ARIES
MARITIME TRANSPORT LIMITED
(Translation
of registrant's name into English)
18
Zerva Nap. Str.
166
75 Glyfada
Athens,
Greece
(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
[ ]
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
as Exhibit 1 to this report on Form 6-K is a press release dated June 24, 2009
of Aries Maritime Transport Limited (the "Company") announcing that it has
entered into a non-binding letter of intent with Grandunion, Inc., a company
controlled by Michael Zolotas and Nicholas Fistes, that contemplates, among
other things, the acquisition of three Capesize drybulk carriers with an
approximate net asset value of $36.0 million in exchange for 15,977,778 newly
issued shares of the Company, and a change of control of the Company’s Board of
Directors.
Exhibit
1
ARIES
MARITIME TRANSPORT LIMITED SIGNS LETTER OF INTENT
FOR
ACQUISITION OF CONTROL BY GRANDUNION
ATHENS,
Greece, June 24, 2009 -- Aries Maritime Transport Limited (Nasdaq:RAMS) today
announced that it has entered into a non-binding letter of intent with
Grandunion, Inc., a company controlled by Michael Zolotas and Nicholas Fistes,
that contemplates, among other things, the acquisition of three Capesize drybulk
carriers with an approximate net asset value of $36.0 million in exchange for
15,977,778 newly issued shares of the Company, and a change of control of the
Company's Board of Directors.
Upon
closing the transaction, Mr. Fistes would serve as the Chairman of the Board of
Directors, and Mr. Zolotas would serve as a member of the Board and President of
the Company. Grandunion would also designate the Chief Financial Officer of the
Company and four out of seven members of the Board (including Messrs. Fistes and
Zolotas).
The
letter of intent is subject to a number of conditions, including (a) the receipt
of a commitment letter from a bank for a fully underwritten private issuance of
$145.0 million aggregate principal amount of 7% Senior Unsecured Convertible
Notes due 2014 (the "Notes"), the proceeds of which would be used primarily to
fund vessel acquisitions and partially repay existing indebtedness; and (b)
obtaining certain amendments to the Company's existing senior credit
facility.
The
letter of intent obligates the parties to negotiate in good faith, but does not
obligate them to complete definitive agreements or to close the transaction. The
letter of intent provides for a binding 60-day exclusivity period and a
$3,000,000 break-up fee payable to Grandunion in certain events. The exclusivity
period will terminate if Grandunion is unable to procure a signed commitment
letter to fully underwrite the $145.0 million in principal amount of the Notes
and certain amendments to the Company's existing credit facility. The letter of
intent may also be terminated if no definitive agreement has been entered into
by August 31, 2009.
About Aries Maritime Transport
Limited
Aries
Maritime Transport Limited is an international shipping company that owns and
operates products tankers and container vessels. The Company's products tanker
fleet consists of five MR tankers and four Panamax tankers, all of which are
double-hulled. The Company also owns a fleet of three container vessels that
range in capacity from 1,799 to 2,917 TEU. Seven of the Company's 12 vessels are
secured on period charters. Charters for two of the Company's products tanker
vessels currently have profit-sharing components.
For
more information about Aries Maritime Transport Limited, please visit the
Company's website at
http://www.ariesmaritime.com.
About
Grandunion Inc.
Grandunion
is a Marshall Islands corporation controlled by Michael Zolotas and Nicholas
Fistes. Each of Messrs. Zolotas and Fistes has over 20 years experience
operating shipping companies. Mr. Fistes serves currently as the Chairman of
Grandunion, Chairman of the International Association of Independent Tanker
Owners (IntertanKo) and a member of the Executive Committee of Intercargo, the
international association of dry cargo vessel owners. Mr. Zolotas is the CEO of
Grandunion, and President of Stamford Navigation Inc. Both Mr. Fistes and Mr.
Zolotas hold memberships in a number of classification societies.
Forward-Looking
Statements
This
press release includes "forward-looking statements" within the meaning of the
safe harbor provisions of the United States Private Securities Litigation Reform
Act of 1995. Forward-looking statements in this press release include matters
that involve known and unknown risks, uncertainties and other factors that may
cause actual results to differ materially from results expressed or implied by
this press release. Actual results may differ due to factors such as material
adverse events affecting either the Company or Grandunion or the ability of
either of the Company or Grandunion to satisfy the conditions to completion of
the transactions. The Company and Grandunion are not obligated to enter into a
definitive agreement and the change of control transaction described in this
press release may never occur. The Company undertakes no obligation and does not
intend to update these forward-looking statements to reflect events or
circumstances occurring after the date of this press release. You are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date of this press release. All forward-looking statements are
qualified in their entirety by this cautionary statement.
Aries
Maritime Transport Limited
The
IGB Group
Investor
and Media Contact:
Michael
Cimini, Vice President
+1.212.477.8261
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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ARIES
MARITIME TRANSPORT LIMITED
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(registrant)
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Dated:
June 24, 2009
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By:
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/s/
Jeffrey Owen
Parry
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Name:
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Jeffrey Owen
Parry
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Title:
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Chief
Executive
Officer
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SK
23248 0002 1008067
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