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 November 2019

 

Commission File Number 001-33060

 

DANAOS CORPORATION

(Translation of registrant’s name into English)

 

Danaos Corporation

c/o Danaos Shipping Co. Ltd., Athens Branch

14 Akti Kondyli

185 45 Piraeus

Greece

Attention: Secretary

011 030 210 419 6480

(Address of principal executive office)

 

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): 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)(7): o

 

 

 

EXHIBIT INDEX

 

99.1		Danaos Corporation Press Release dated November 18, 2019
99.2		Consent of Maritime Strategies International Ltd.

 

***

 

Exhibit 99.2 to this Report on Form 6-K is hereby incorporated by reference into the Company’s Registration Statement on Form F-3 (Reg. No. 333-230106) filed with the U.S. Securities and Exchange Commission on March 6, 2019.

 

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.

 

Date: November 18, 2019

 

 

		DANAOS CORPORATION
		By:	/s/ Evangelos Chatzis
		Name: Evangelos Chatzis
		Title: Chief Financial Officer

 

3

Exhibit 99.1

 

 

Danaos Corporation Announces Public Offering of Common Stock

 

Athens, Greece, November 18, 2019 — Danaos Corporation (“Danaos”) (NYSE: DAC) announced today that it plans to offer $55 million of its common stock. Certain of our significant stockholders have indicated an interest in purchasing approximately $25 million of common stock in the offering at the public offering price, including approximately $17 million by Danaos Investment Limited, which is our largest stockholder and beneficially owned by Dr. John Coustas, our Chief Executive Officer. In connection with the offering, Danaos intends to grant the underwriters a 30-day option to purchase up to an additional 15% of the shares of common stock offered in the public offering.

 

Danaos plans to use the net proceeds of the offering for capital expenditures, including vessel acquisitions, and for other general corporate purposes.

 

Citigroup and Jefferies are acting as joint book-running managers of the offering, which will be made pursuant to an effective shelf registration statement on Form F-3 filed with the Securities and Exchange Commission (the “SEC”).

 

The offering is being made only by means of a prospectus supplement and accompanying base prospectus.  When available, the prospectus supplement and accompanying base prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website, and copies of such documents may be obtained from Citigroup, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-800-831-9146; or from Jefferies, Attention: Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022 (or by email to Prospectus_Department@Jefferies.com).

 

This release does not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

 

About Danaos Corporation

 

Danaos Corporation is one of the largest independent owners of modern, large-size containerships. Our current fleet of 60 containerships aggregating 360,147 TEUs, including five vessels owned by Gemini Shipholdings Corporation, a joint venture, ranks Danaos among the largest containership charter owners in the world based on total TEU capacity. Our fleet is chartered to many of the world’s largest liner companies on fixed-rate charters. Danaos Corporation’s shares trade on the New York Stock Exchange under the symbol “DAC”.

 

Forward-Looking Statements

 

Matters discussed in this release may constitute forward-looking statements within the meaning of the safe harbor provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions. Although Danaos Corporation believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, Danaos Corporation cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the effects of the refinancing transactions; Danaos’ ability to achieve the expected benefits of the refinancing and comply with the terms of its new credit facilities and other agreements entered into in connection with the refinancing; the strength of world economies and currencies, general

 

 

market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled dry-docking, changes in Danaos Corporation’s operating expenses, including bunker prices, dry-docking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.

 

Risks and uncertainties are further described in reports filed by Danaos Corporation with the U.S. Securities and Exchange Commission.

 

Company Contact:

 

Evangelos Chatzis		Iraklis Prokopakis
Chief Financial Officer		Senior Vice President and Chief Operating Officer
Danaos Corporation		Danaos Corporation
Athens, Greece		Athens, Greece
Tel.: +30 210 419 6480		Tel.: +30 210 419 6400
E-Mail: cfo@danaos.com		E-Mail: coo@danaos.com

 

Investor Relations and Financial Media

 

Rose & Company

New York

Tel. 212-359-2228

E-Mail: danaos@rosecoglobal.com

 

2

Exhibit 99.2

 

CONSENT OF MSI

 

 

Danaos Corporation

 

c/o Danaos Shipping Co. Ltd, Athens Branch
14 Akti Kondyli

185 45 Piraeus

Greece

 

November 15, 2019

 

Ladies and Gentlemen:

 

Reference is made to the prospectus supplement (the “Prospectus Supplement”) to be filed by Danaos Corporation (the “Company”) with the U.S. Securities and Exchange Commission (the “Commission”), relating to the Form F-3 registration statement filed with the Commission on March 6, 2019 (Reg. No. 333-230106) including the prospectus contained therein (the “Registration Statement”) of the Company. We hereby consent to all references to our name in the Prospectus Supplement and the Registration Statement and to the use of the statistical information supplied by us as set forth in the Registration Statement under the sections entitled “Prospectus Summary” and “The International Container Shipping and Containership Leasing Industry.” We further advise the Company that our role has been limited to the provision of such statistical data supplied by us. With respect to such statistical data, we advise you that:

 

(1)   we have accurately described the information and data of the container shipping industry, subject to the availability and reliability of the data supporting the statistical and graphical information presented; and

 

(2)   our methodologies for collecting information and data may differ from those of other sources and does not reflect all or even necessarily a comprehensive set of the actual transactions occurring in the container shipping industry.

 

We hereby consent to the filing of this letter as an exhibit to a Report on Form 6-K to be filed with the Commission and its incorporation by reference into the Registration Statement filed with the Commission pursuant to the U.S. Securities Act of 1933, as amended, and to the reference to our firm in the section of the Prospectus Supplement and Registration Statement entitled “Experts.”

 

	Yours faithfully,
	Maritime Strategies International Ltd.
	/s/ Dr. Adam Kent
	Dr. Adam Kent
	Managing Director