UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2015
BALTIC TRADING LIMITED
(Exact Name of Registrant as Specified in Charter)
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Republic of the Marshall Islands
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001-34648
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98-0637837
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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299 Park Avenue
12th Floor
New York, NY
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10171
(Zip Code)
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(Address of Principal Executive Offices)
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Registrant’s telephone number, including area code: (646) 443-8550
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02
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Results of Operations and Financial Condition.
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Attached and incorporated herein by reference as Exhibit 99.1 is a copy of a press release of Baltic Trading Limited (the “Company”), dated May 4, 2015, reporting the Company’s financial results for the first quarter ended March 31, 2015 (the “Press Release”).
The information set forth under “Item 2.02 Results of Operations and Financial Condition,” including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
The Press Release contains information on the first page thereof and under the heading “Merger Agreement with Genco” regarding the Company’s previously announced definitive merger agreement with Genco Shipping & Trading Limited (“Genco”) entered into on April 7, 2015, under which Genco is to acquire Baltic Trading in a stock-for-stock transaction (the “Merger Agreement”). For purposes of Rule 425 promulgated under the Securities Act of 1933, as amended, and Rule 14a-12 promulgated under the Securities Exchange Act of 1934, as amended, the Company is filing the information set forth under this Item 8.01 and the information contained in the Press Release relating solely to the Merger Agreement.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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99.1 |
Press Release dated May 4, 2015. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Baltic Trading Limited has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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BALTIC TRADING LIMITED
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DATE: May 4, 2015
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/s/ John C. Wobensmith
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John C. Wobensmith
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President and Chief Financial Officer
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EXHIBIT INDEX
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99.1 |
Press Release dated May 4, 2015. |