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: February 16, 2009
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)(l):
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
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
TABLE OF CONTENTS
Loan
Agreement; Convertible Promissory Note
On
February 16, 2009, Pueblo Holdings Ltd. and Surf Maritime Co.
(collectively, the “Borrowers”), subsidiaries of Navios
Maritime Holdings Inc.(“Navios”) entered into a
$120.0 million term loan facility with the banks and institutions
identified therein (the “Loan Facility”). The Loan
Facility is available to partially finance the acquisition of two
capesize newbuilding drybulk carriers to be constructed or any other
vessels of the same type and size as may be approved by the lenders.
Amounts drawn under the Loan Facility are payable in semi-annual
installments, depending on the amount drawn, over a ten year period commencing six
months following the drawdown date. Navios Holdings is a guarantor of the Loan Facility.
To date, no amounts have been drawn under the Loan Facility.
The interest rate of the Loan Facility is LIBOR plus 1.9% per annum,
subject to certain conditions in the Loan Facility.
The
Loan Facility contains covenants that, among other things,
prevent the Borrowers from changing the nature of its business or
incurring additional indebtedness. The Loan Facility requires compliance with various covenants, including those covenants contained in the senior notes indenture
of Navios Holdings, as well as compliance with specified financial
covenants. The Loan Facility identifies certain events that will constitute
an event of default, including, (i) the non-compliance with certain
covenants and (ii) if there is a default, in certain circumstances, under the Navios
Holdings senior notes indenture.
A
copy of the Loan Facility is furnished as Exhibit 99.1 to this Report and is incorporated herein by reference.
On February 18, 2009, Navios Holdings took delivery of the Navios Vega, a 2009 built,
58,792 dwt Ultra Handymax vessel. The total acquisition price of the vessel amounted to
approximately $73.5 million. The acquisition of the vessel was financed by Navios Holdings’
existing cash and by issuing a $33.5 million 2% Convertible Senior Promissory Note (the “Note”).
The Note is due on February 18, 2012. The Note bears interest at the rate of 2% per annum and is
payable semi-annually in arrears on August 18 and February 18 of each year, commencing on August
18, 2009. The Note may be converted into shares of Navios Holdings’ common stock at any time on or
before the maturity date. Outstanding principal amounts, and accrued and unpaid interest thereon
may be converted into shares of Navios Holdings’ common stock at a price of $11.00 per share of
common stock. The conversion price is subject to adjustment for stock splits, stock dividends and
similar events. The minimum principal amount of the Note that may be converted at any time is
$5,000,000. No fractional shares shall be issued upon conversion.
The Note, or any portion thereof, may be redeemed by Navios Holdings at any time on five days
prior written notice for an amount equal to the principal amount thereof plus all accrued and
unpaid interest thereon, plus a premium of 5% if such redemption occurs prior to February 18, 2010.
The Note will be Navios Holdings’ unsecured obligation and shall rank senior in right of
payment to all other unsecured indebtedness incurred by Navios Holdings, except that the
obligations under the Note will rank pari passu with any unsecured indebtedness incurred by Navios
Holdings that is designated by it, at the time of such incurrence, as senior indebtedness or that
is not designated subordinated indebtedness.
It shall be an event of default under the Note in the event Navios Holdings: (i) fails to make
any payments when due with respect to the principal, interest or any other sums due under the Note;
provided however, with respect to interest payments, Navios Holdings has a fifteen (15) day cure
period; (ii) file, voluntarily or involuntarily for bankruptcy protection; (iii) default on the
payment of other currently outstanding or future indebtedness which indebtedness, individually or
in the aggregate is in excess of $20.0 million; and (iv) have a judgment or decree entered against
us involving a liability of $20.0 million or more that is not otherwise vacated, discharged,
satisfied or stayed pending appeal within 60 days of entry. If an event of default occurs, the
principal amount of this Note then outstanding, together with all interest accrued thereon and
unpaid as of the date of such event of default, shall automatically become immediately due and
payable.
This information contained in this Report is hereby incorporated by reference into the Navios
Registration Statements on Form F-3, File Nos. 333-136936, 333-129382 and 333-141872 and on Form
S-8, File No. 333-147186.