Under the deal, Navios Acquisition will acquire all of the publicly held units of Navios Midstream in exchange for shares.
The transaction is expected to simplify the capital and organizational structure, increase trading liquidity and float of the Navios Acquisition common stock, enhance access to the capital markets, enhance the credit profile and allow cash retention to support self-funded growth.
It would also build scale through a larger asset base that is capable of generating increased profitability, create significant savings in public company costs, reduce cost of capital etc.
Under the terms of the transaction, public unitholders of Navios Midstream may exchange each Navios Midstream common unit for either 6.292 newly issued shares of Navios Acquisition common stock or 1.0 share of a newly issued series of convertible participating preferred stock of Navios Acquisition.
Each share of preferred stock will be convertible by its holder into 5.1 shares of Navios Acquisition common stock at any time beginning six months after closing of the transaction, the company informed.
The transaction is expected to close around December 2018.
Furthermore, Navios Acquisition said that its Board of Directors approved a 1-for-15 reverse stock split of its issued and outstanding shares of common stock. The reverse stock split is subject to stockholder approval, which Navios Acquisition intends to seek at a special meeting of its stockholders scheduled to be held in November 2018. The reverse stock split is expected to be effected before the closing of the transaction.