EuroHoldings Ltd, a shipping company listed on Nasdaq, has become a focal point of attention following the acquisition of a majority stake by the Latsis family through Marla Investments Inc. This significant investment involves the purchase of 51.04% of common shares from shareholders associated with the Pitta family, representing one of the most notable actions by Greek business entities in the shipping sector recently.
The transaction was valued at $12.90 per share, encompassing a total of 1,437,697 shares. This all-cash deal was executed without issuing any new shares, distinguishing it as a “clean transaction”—a rare occurrence for publicly traded companies in the shipping world.
Notably, the Pitta family shareholders retained a minority interest of approximately 7.6% after the deal, thus transferring complete business and strategic control to the new investors.
The agreement included several stipulations, such as:
- Amending the Shareholders’ Rights Plan to permit the new primary shareholder to exceed a 15% stake in the company’s capital.
- Appointing two new members to the Board of Directors as proposed by the buyer.
- Signing a registration rights agreement to ensure favorable terms for trading or reselling shares on the exchange.
In addition to the upfront payment, Marla Investments has also agreed to make additional quarterly payments, contingent upon the continued operation of the vessels M/V Joanna and M/V Aegean Express beyond the minimum duration dictated in existing time-charter agreements.
This transaction also brought significant changes to the management: Mr. Aristidis P. Pitta and Dr. Anastasios (“Tasos”) Aslidis resigned from the Board of Directors, with their roles filled by Mr. Giorgos Margarones and Mr. Christos Triantafyllidis, both aligned with the new equity leadership.
Despite these changes in ownership and board structure, the company’s management team remains stable, with Eurobulk Ltd., Eurochart S.A., and other affiliated entities continuing to deliver executive, commercial, and technical services, ensuring operational consistency.
The entry of Marla Investments, representing the Latsis family’s interests, revitalizes interest among prominent Greek business groups in the strategic shipping sector, particularly in investing in publicly listed shipping companies that have a clear growth trajectory and a high-quality fleet.
EuroHoldings, known for its bulk carrier operations, is active in the medium-capacity maritime transport segment and is recognized for its solid technical infrastructure and efficient management culture.
Official Company Statement
EuroHoldings Ltd (NASDAQ: EHLD), a provider of maritime transportation services and vessel operator, announced today the signing of a share sale agreement by Pitta family-associated shareholders (the “Sellers”) to sell a 51.04% stake of the company’s common shares to Marla Investments Inc., affiliated with the Latsis family (the “Buyer”). Following the completion of the transaction, the Pitta family maintains a minority stake of approximately 7.6%.
In the context of the transaction, the Company has agreed to facilitate the share transfer by committing to the following (the “Company’s Undertakings”):
- Amending the Shareholders’ Rights Plan to allow the Buyer to acquire over 15% of the company’s common shares.
- Considering the Buyer’s proposal for two new Board of Directors appointments.
- Entering a registration rights agreement regarding the shares acquired.
No new shares were issued in this transaction. The agreed price for the sold 1,437,697 shares was approximately $12.90 per share in cash. Additionally, the Buyer committed to making further payments to the Sellers quarterly, retroactively, contingent upon the M/V “Joanna” and M/V “Aegean Express” being in service beyond the minimum period as outlined in the existing time-charter agreements.
As part of this transaction, Mr. Aristidis P. Pitta and Dr. Anastasios (“Tasos”) Aslidis left the Board of Directors. Eurobulk Ltd., Eurochart S.A., and their related entities will continue to provide management services to the Company. The existing management team remains unchanged post-transaction.
Mr. Giorgos Margarones and Mr. Christos Triantafyllidis have been appointed to the Board of Directors, replacing the departing members.
Seaborne Capital Advisors served as the exclusive financial advisor for the Company, while Watson Farley & Williams LLP was the legal advisor for the Buyer, and Seward & Kissel LLP represented the Company.