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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
Dated: July 26, 2011
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)(1):
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
The information contained in this Report is incorporated by reference into the
Registration Statements on Form F-3, File Nos. 333-136936 and 333-165754, and the Registration
Statement on Form S-8, File No. 333-147186.
On July 26, 2011, HS Shipping Ltd. Inc., HS South Inc., HS Tankers Inc., HS Navigation Inc.
and Thalassa Energy S.A., each an indirect subsidiary of Navios South American Logistics Inc.
(Navios Logistics), entered into a Second Supplemental Indenture in respect of the indenture (the
Indenture), dated as of April 12, 2011, governing the 91/4% Senior Notes due 2019 issued by Navios
Logistics. Pursuant to the Second Supplemental Indenture, such subsidiaries of Navios Logistics
became guarantors under the Indenture. A copy of the Second Supplemental Indenture is furnished as
Exhibit 10.1 to this Report and is incorporated herein by reference.
Exhibits
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Exhibit No. |
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Exhibit |
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10.1 |
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Second Supplemental Indenture, dated as of July 26, 2011. |
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 |
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Date: August 5, 2011 |
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exv10w1
Exhibit 10.1
SECOND SUPPLEMENTAL INDENTURE (this Supplemental Indenture), dated as of July 26, 2011,
among HS SHIPPING LTD. INC., HS SOUTH INC., HS TANKERS INC., HS NAVIGATION INC. and THALASSA ENERGY
S.A. (each, a Guaranteeing Subsidiary), each an indirect subsidiary of Navios South American
Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the Company), the
Company and Navios Logistics Finance (US) Inc., a Delaware corporation, (together with the Company,
the Co-Issuers) 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).
WITNESSETH
WHEREAS, the Co-Issuers and the Guarantors has heretofore executed and delivered to the
Trustee an indenture (the Indenture), dated as of April 12, 2011 providing for the issuance of
91/4% Senior Notes due 2019 (the Notes);
WHEREAS, the Indenture provides that under certain circumstances each Guaranteeing Subsidiary
shall execute and deliver to the Trustee a supplemental indenture pursuant to which each
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 Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, each 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. Each 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 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 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 Supplemental Indenture or for or in respect of the
recitals contained herein, all of which recitals are made solely by each Guaranteeing Subsidiary
and the Co-Issuers.
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed and attested, all as of the date first above written.
Dated: July 26, 2011
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HS SHIPPING LTD. INC.
HS SOUTH INC.
HS TANKERS INC.
HS NAVIGATION INC.
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By: |
/s/ George Achniotis
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Name: |
George Achniotis |
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Title: |
Authorized Signatory |
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THALASSA ENERGY S.A.,
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By: |
/s/ Claudio P. Lopez
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Name: |
Claudio P. Lopez |
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Title: |
Authorized Signatory |
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NAVIOS SOUTH AMERICAN LOGISTICS INC.,
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By: |
/s/ Anna Kalathaki
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Name: |
Anna Kalathaki |
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Title: |
Authorized Signatory |
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NAVIOS LOGISTICS FINANCE (US) INC.,
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Authorized Signatory |
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CORPORACION NAVIOS S.A.
NAUTICLER S.A.
PONTE RIO SOCIEDAD ANONIMA
NAVARRA SHIPPING CORPORATION
PELAYO SHIPPING CORPORATION
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COMPANIA DE TRANSPORTE FLUVIAL
INTERNACIONAL S.A.
PETROVIA INTERNACIONAL S.A.
STABILITY OCEANWAYS S.A.
as Guarantors
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By: |
/s/ George Achniotis
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Name: |
George Achniotis |
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Title: |
Authorized Signatory |
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COMPANIA NAVIERA HORAMAR S.A.,
as Guarantor
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By: |
/s/ Vasiliki Papaefthymiou
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Name: |
Vasiliki Papaefthymiou |
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Title: |
Authorized Signatory |
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MERCO PAR S.A.C.I.,
as Guarantor
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By: |
/s/ Horacio E. Lopez
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Name: |
Horacio E. Lopez |
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Title: |
Authorized Signatory |
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By: |
/s/ Eduardo Blanc
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Name: |
Eduardo Blanc |
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Title: |
Authorized Signatory |
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NAVEGACION GUARANI S.A.,
as Guarantor
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By: |
/s/ Carlos A. Lopez
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Name: |
Carlos A. Lopez |
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Title: |
Authorized Signatory |
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By: |
/s/
Marcos Peroni |
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Name: |
Marcos Peroni |
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Title: |
Authorized Signatory |
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HIDROVIA OSR S.A.,
as Guarantor
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By: |
/s/ Marcos J. Peroni
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Name: |
Marcos J. Peroni |
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Title: |
Authorized Signatory |
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By: |
/s/ Eduardo Blanc
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Name: |
Eduardo Blanc |
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Title: |
Authorized Signatory |
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MERCO FLUVIAL S.A..
as Guarantor
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By: |
/s/ Marcos J. Peroni
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Name: |
Marcos J. Peroni |
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Title: |
Authorized Signatory |
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By: |
/s/ Quirino Fernandez
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Name: |
Quirino Fernandez |
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Title: |
Authorized Signatory |
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PETROLERA SAN ANTONIO S.A.,
as Guarantor
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By: |
/s/ Carlos A. Lopez
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Name: |
Carlos A. Lopez |
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Title: |
Authorized Signatory |
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By: |
/s/ Eduardo Blanc
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Name: |
Eduardo Blanc |
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Title: |
Authorized Signatory |
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VARENA MARITIME SERVICES S.A.,
as Guarantors
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By: |
/s/ Carmen Rodriguez
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Name: |
Carmen Rodriguez |
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Title: |
Authorized Signatory |
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WELLS FARGO BANK, NATIONAL ASSOCIATION,
as Trustee
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By: |
/s/ Martin Reed
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Martin Reed |
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Vice President |
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