The
Republic of the Marshall Islands
(State
or other jurisdiction of
incorporation
or organization)
|
N/A
(I.R.S.
Employer
Identification
No.)
|
|
42
Hatzikyriakou Avenue
185
38 Piraeus
Athens,
Greece
011
30 (210) 458-6200
(Address
and telephone number of Registrant’s principal executive
offices)
|
Seward
& Kissel LLP
Attention: Gary
J. Wolfe, Esq.
One
Battery Park Plaza
New
York, New York 10004
(212)
574-1200
(Name,
address and telephone
number
of agent for service)
|
Gary
J. Wolfe, Esq.
Seward
& Kissel LLP
One
Battery Park Plaza
New
York, New York 10004
(212)
574-1200
|
Title
of Each Class of
Securities
to be Registered (1)
|
Amount
to be
Registered
(2)
|
Proposed
Maximum
Aggregate
Price Per
Unit
(2)
|
Proposed
Maximum
Aggregate
Offering
Price
(3)
|
Amount
of
Registration
Fee
|
Common
Stock, par value $0.01 per share
|
||||
Preferred
Stock Purchase Rights (4)
|
||||
Total
|
$40,000,000
|
$2,852
(5)
|
(1)
|
This
registration statement relates to the registration statement on Form F-3
(Registration No. 333-162935) of Aegean Marine Petroleum Network Inc., or
the Company, filed with the U.S. Securities and Exchange Commission on
November 5, 2009, as amended, or the Prior Registration
Statement, pursuant to which the Company registered up to
$125,000,000 of the Company’s securities, including shares of the
Company's common stock and preferred stock, preferred stock purchase
rights, debt securities, warrants, purchase contracts and units, and
3,250,000 shares of common stock to be offered by selling shareholders.
This registration statement is being filed to register additional shares
of common stock (and related preferred stock purchase rights) pursuant to
Rule 462(b) under the Securities Act of 1933, as amended, or the
Securities Act.
|
(2)
|
Pursuant
to Rule 457(o) under the Securities Act, which permits the registration
fee to be calculated on the basis of the maximum aggregate offering price
of all the securities listed, the table does not specify the amount to be
registered or the proposed maximum offering price per
security.
|
(3)
|
Estimated
solely for the purpose of calculating the registration fee pursuant to
Rule 457(o) under the Securities Act. As of the date of this
registration statement, the maximum aggregate offering price of securities
which remain to be offered pursuant to the Prior Registration Statement is
$200,985,000. The maximum aggregate offering price of the additional
shares of common stock (and related preferred stock purchase rights) being
registered hereby pursuant to Rule 462(b) under the Securities Act is
$40,000,000, which represents less than 20% of the maximum aggregate
offering price of securities remaining on the Prior Registration
Statement.
|
(4)
|
Preferred
stock purchase rights are not currently separable from the common stock
and are not currently exercisable. The value attributable to
the preferred stock purchase rights, if any, will be reflected in the
market price of the shares of common stock.
|
(5)
|
Calculated
pursuant to Rule 457(o) under the Securities Act.
|
This registration statement shall become effective upon filing with the U.S. Securities and Exchange Commission in accordance with Rule 462(b) under the Securities Act of 1933, as amended. |
AEGEAN
MARINE PETROLEUM NETWORK INC.
|
||||
By:
|
/s/ E. Nikolas Tavlarios | |||
Name: E.
Nikolas Tavlarios
Title: President
|
||||
Date:
January 21, 2010
|
||||
Signature
|
Title
|
Date
|
|||||||
/s/ Peter C. Georgiopoulos |
Chairman
of the Board of Directors
|
January
21, 2010
|
|||||||
Peter
C. Georgiopoulos
|
|||||||||
/s/ E. Nikolas Tavlarios |
President
(Principal Executive Officer)
|
January
21, 2010
|
|||||||
E.
Nikolas Tavlarios
|
|||||||||
/s/ Spyros Gianniotis |
Chief
Financial Officer (Principal
Financial Officer
|
January
21, 2010
|
|||||||
Spyros
Gianniotis
|
and Principal Accounting Officer) | ||||||||
/s/ Spyridon Fokas |
Director,
General Counsel and Corporate
Secretary
|
January
21, 2010
|
|||||||
Spyridon
Fokas
|
|||||||||
/s/ Yiannis Papanicolaou |
Director
|
January
21, 2010
|
|||||||
Yiannis
Papanicolaou
|
|||||||||
/s/ Abel L. Rasterhoff |
Director
|
January
21, 2010
|
|||||||
Abel
L. Rasterhoff
|
|||||||||
/s/ John P. Tavlarios |
Director
|
January
21, 2010
|
|||||||
John
P. Tavlarios
|
|||||||||
/s/ Konstantinos D. Koutsomitopoulos |
Director
|
January
21, 2010
|
|||||||
Konstantinos
D. Koutsomitpoulos
|
|||||||||
/s/ George J. Konomos |
Director
|
January
21, 2010
|
|||||||
George
J. Konomos
|
AMPN
USA, LLC
|
|||
By:
|
/s/
E. Nikolas Tavlarios
|
||
Name:
|
E.
Nikolas Tavlarios
|
||
Title:
|
Authorized
Representative
|
Exhibit Number | Description |
5.1
|
Opinion
of Seward & Kissel LLP, United States and Marshall Islands counsel to
the Company
|
23.1
|
Consent
of Seward & Kissel LLP (included in Exhibit 5.1)
|
23.2
|
Consent
of Independent Registered Public Accounting Firm
|
24.1
|
Power
of Attorney (contained in signature
page)
|