FreeSeas Inc.
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of October 2007
Commission File Number: 000-51672
FreeSeas Inc.
89 Akti Miaouli & 4 Mavrokordatou Street
185 38 Piraeus, Greece
(Address of principal executive office)
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)(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
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
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b): 82- .
On October 30, 2007, FreeSeas Inc. closed its public offering of 11,000,000 shares of its
common stock, par value $0.001 per share, at a price of $8.25 per share. A copy of the press
release announcing the closing is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
The following table sets forth FreeSeas consolidated capitalization as of June 30, 2007 as
adjusted to reflect: (i) certain changes in FreeSeas debt outstanding, as described in the
footnotes to the table below; (ii) the exercise of 831,776 of the Companys Class W warrants and
176,155 of the Companys Class Z warrants as of October 23, 2007; and (iii) the application of the
estimated net proceeds from the sale of 11,000,000 shares of common stock at an offering price of
$8.25 per share, net of underwriters discounts and commissions and estimated offering expenses,
and reflecting also the application of proceeds from a new secured credit facility from Credit
Suisse that FreeSeas expects to enter into following the completion of the offering:
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(Unaudited; |
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dollars in thousands) |
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Debt: |
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Long-term debt, current portion |
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$ |
5,750 |
(1) |
Long-term debt, net of current portion |
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46,950 |
(1) |
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Total debt |
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$ |
52,700 |
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Shareholders equity: |
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Preferred stock, $0.001 par value;
5,000,000 shares authorized, none issued |
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Common
stock, $0.001 par value; 40,000,000 shares authorized; 6,290,100 and
18,298,031 shares issued and outstanding,
actual and as adjusted |
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18 |
(2) |
Additional paid-in capital |
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99,285 |
(3) |
Accumulated deficit |
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(79 |
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Total shareholders equity |
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99,285 |
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Total capitalization |
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$ |
152,224 |
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(1) |
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Reflects the repayments to be made of the shareholders loans outstanding as of June 30, 2007 and the
outstanding borrowings under FreeSeas senior and junior loans used to finance in part the
purchase price of the M/V Free Hero, the M/V Free Jupiter and the M/V Free Goddess with the
net proceeds of the offering and with a draw down of $48.7 million under the facility that
FreeSeas expects to enter into with Credit Suisse, of which $3.75 million would be current. In
addition, the amount includes $4 million outstanding as of October 23, 2007 on the loans
relating to the M/V Free TDestiny and the M/V Free Envoy, of which $2.0 million is current. |
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(2) |
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Reflects an increase of $11,000 in common stock resulting from the issuance of 11,000,000
shares in the offering. |
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(3) |
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Reflects the addition of $4.78 million of net proceeds received in connection with the
exercise of Class W and Class Z warrants and of $82.88 million of net proceeds from the
offering. |
This report on Form 6-K and the exhibit attached hereto are incorporated by reference into
FreeSeas Registration Statement on Form F-3, File No. 333-145098.
SUBMITTED HEREWITH
Exhibits
99.1 |
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Press Release dated October 30, 2007 |
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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, thereto duly authorized.
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FreeSeas Inc.
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Date: October 30, 2007 |
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By: |
/s/
Dimitris Papadopoulos
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Name: |
Dimitris Papadopoulos |
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Title: |
Chief Financial Officer |
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