UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D. C. 20549
FORM
6-K
REPORT
OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE
13A-16 OR 15D-16 UNDER THE SECURITIES
EXCHANGE
ACT OF 1934
For the
month of April 2008
Commission
File Number: 001-33179
AEGEAN
MARINE PETROLEUM NETWORK INC.
(Translation
of registrant's name into English)
42
Hatzikyriakou Avenue
Piraeus,
Athens J3 185 38
Greece
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
Form 20-F
[ X ] Form 40-F [
]
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): ________.
Note: Regulation S-T Rule
101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely
to provide an attached annual report to security holders.
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: ________.
Note: Regulation S-T Rule
101(b)(7) only permits the submission in paper of a Form 6-K if submitted to
furnish a report or other document that the registrant foreign private issuer
must furnish and make public under the laws of the jurisdiction in which the
registrant is incorporated, domiciled or legally organized (the registrant's
"home country"), or under the rules of the home country exchange on which the
registrant's securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been distributed to the
registrant's security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission filing on
EDGAR.
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
[ ] No
[ X ]
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): ________.
INFORMATION
CONTAINED IN THIS FORM 6-K REPORT
Attached
as Exhibit 1 is a copy of the Notice of the 2008 Annual Meeting of Shareholders
and Proxy Statement of Aegean Marine Petroleum Network Inc. dated April 18,
2008.
Exhibit
1
April 18,
2008
TO THE
SHAREHOLDERS OF
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AEGEAN
MARINE PETROLEUM NETWORK INC.
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Enclosed
are a Notice of the 2008 Annual Meeting of Shareholders (the “Meeting”) of
Aegean Marine Petroleum Network Inc. (the “Company”) which will be held at the
offices of Kramer Levin Naftalis & Frankel LLP, 1177 Avenue of the Americas,
New York, New York on May 14, 2008 at 2:30 p.m., and related
materials.
At the
Meeting, shareholders of the Company will consider and vote upon
proposals:
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1
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To
elect three Class B Directors to serve until the 2011 Annual Meeting of
Shareholders (“Proposal One”);
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2.
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To
ratify the appointment of Deloitte Hadjipavlou Sofianos & Cambanis
S.A. as the Company’s independent auditors for the fiscal year ending
December 31, 2008 (“Proposal Two”);
and
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3.
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To
transact such other business as may properly come before the Meeting or
any adjournment thereof.
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Adoption
of Proposals One and Two requires the affirmative vote of a majority of the
shares of stock represented at the Meeting. We urge you to vote in
favor of all of the Proposals.
You are
cordially invited to attend the Meeting in person. If you attend the
Meeting, you may revoke your proxy and vote your shares in person.
WHETHER
OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE COMPLETE, DATE, SIGN AND RETURN
THE ENCLOSED PROXY IN THE ENCLOSED ENVELOPE, WHICH DOES NOT REQUIRE POSTAGE IF
MAILED IN THE UNITED STATES. THE VOTE OF EVERY SHAREHOLDER IS
IMPORTANT AND YOUR COOPERATION IN RETURNING YOUR EXECUTED PROXY PROMPTLY WILL BE
APPRECIATED.
ANY
SIGNED PROXY RETURNED AND NOT COMPLETED WILL BE VOTED BY MANAGEMENT IN FAVOR OF
ALL PROPOSALS PRESENTED IN THE PROXY STATEMENT.
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Very
truly yours,
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/s/
E. Nikolas
Tavlarios
E. Nikolas
Tavlarios
President
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AEGEAN
MARINE PETROLEUM NETWORK INC.
NOTICE
OF ANNUAL MEETING OF SHAREHOLDERS
TO
BE HELD ON MAY 14, 2008
NOTICE IS
HEREBY given that the Annual Meeting of Shareholders of Aegean Marine Petroleum
Network Inc. (the “Company”) will be held at the offices of Kramer Levin
Naftalis & Frankel LLP, 1177 Avenue of the Americas, New York, New York on
May 14, 2008 at 2:30 p.m., for the following purposes, of which items 1 and 2
are more completely set forth in the accompanying Proxy Statement:
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1
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To
elect three Class B Directors to serve until the 2011 Annual Meeting of
Shareholders (“Proposal One”);
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2.
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To
ratify the appointment of Deloitte Hadjipavlou Sofianos & Cambanis
S.A. as the Company’s independent auditors for the fiscal year ending
December 31, 2008 (“Proposal Two”);
and
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3.
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To
transact such other business as may properly come before the meeting or
any adjournment thereof.
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The board
of directors has fixed the close of business on April 11, 2008 as the record
date for the determination of the shareholders entitled to receive notice and to
vote at the Annual Meeting or any adjournment thereof.
WHETHER
OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE COMPLETE, DATE, SIGN AND RETURN
THE ENCLOSED PROXY IN THE ENCLOSED ENVELOPE, WHICH DOES NOT REQUIRE POSTAGE IF
MAILED IN THE UNITED STATES. THE VOTE OF EVERY SHAREHOLDER IS
IMPORTANT AND YOUR COOPERATION IN RETURNING YOUR EXECUTED PROXY PROMPTLY WILL BE
APPRECIATED. ANY SIGNED PROXY RETURNED AND NOT COMPLETED WILL BE
VOTED BY MANAGEMENT IN FAVOR OF ALL PROPOSALS PRESENTED IN THE PROXY
STATEMENT.
IF YOU
ATTEND THE ANNUAL MEETING, YOU MAY REVOKE YOUR PROXY AND VOTE IN
PERSON.
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By
Order of the Board of Directors
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/s/
Spyridon
Fokas
Spyridon Fokas
Secretary
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April 18,
2008
Athens,
Greece
AEGEAN
MARINE PETROLEUM NETWORK INC.
______________________
PROXY
STATEMENT
FOR
ANNUAL
MEETING OF SHAREHOLDERS
TO
BE HELD ON MAY 14, 2008
________________________
INFORMATION
CONCERNING SOLICITATION AND VOTING
GENERAL
The
enclosed proxy is solicited on behalf of the board of directors of Aegean Marine
Petroleum Network Inc., a Marshall Islands corporation (the “Company”), for use
at the Annual Meeting of Shareholders to be held at the offices of Kramer Levin
Naftalis & Frankel LLP, 1177 Avenue of the Americas, New York, New York on
May 14, 2008 at 2:30 p.m., or at any adjournment or postponement thereof (the
“Meeting”), for the purposes set forth herein and in the accompanying Notice of
Annual Meeting of Shareholders. This Proxy Statement and the
accompanying form of proxy are expected to be mailed to shareholders of the
Company entitled to vote at the Meeting on or about April 18, 2008.
VOTING RIGHTS AND
OUTSTANDING SHARES
On April
11, 2008 (the “Record Date”), the Company had outstanding 42,688,510 shares of
common stock, par value $0.01 per share (the “Common Shares”). Each
shareholder of record at the close of business on the Record Date is entitled to
one vote for each Common Share then held. One or more shareholders
representing at least a majority of the shares issued and outstanding shall be a
quorum for the purposes of the Meeting. The Common Shares represented
by any proxy in the enclosed form will be voted in accordance with the
instructions given on the proxy if the proxy is properly executed and is
received by the Company prior to the close of voting at the Meeting or any
adjournment or postponement thereof. Any proxies returned without
instructions will be voted FOR the proposals set forth on the Notice of Annual
Meeting of Shareholders. Leveret International Inc., the holder
of approximately 35.3% of our outstanding common shares as of the Record Date,
and Mr. Peter C. Georgiopoulos, a holder of approximately 9.9% of our
outstanding common shares as of the Record Date, have indicated that they intend
to vote FOR the proposals set forth on the Notice of Annual Meeting of
Shareholders.
The
Common Shares are listed on the New York Stock Exchange (“NYSE”) under the
symbol “ANW.”
REVOCABILITY OF
PROXIES
A
shareholder giving a proxy may revoke it at any time before it is
exercised. A proxy may be revoked by filing with the Secretary of the
Company at the Company’s principal executive office, 42 Hatzikyriakou Avenue,
Piraeus 185 38 Athens, Greece, a written notice of revocation by a duly executed
proxy bearing a later date, or by attending the Meeting and voting in
person.
PROPOSAL
ONE
ELECTION
OF DIRECTORS
The
Company has seven directors on the board of directors, which is divided into
three classes. As provided in the Company’s amended and restated
Articles of Incorporation, each director is elected to serve for a three year
term and until such director’s successor is duly elected and qualified, except
in the event of his death, resignation, removal or earlier termination of his
term of office. The term of three Class B Directors expires at the
Meeting. Accordingly, the board of directors has nominated Peter C.
Georgiopoulos, Spyridon Fokas and John P. Tavlarios, each of whom is a current
Class B Director, for election as directors whose term would expire at the
Company’s 2011 Annual Meeting of Shareholders.
Unless
the proxy is marked to indicate that such authorization is expressly withheld,
the persons named in the enclosed proxy intend to vote the shares authorized
thereby FOR the election of the following three nominees. It is
expected that each of these nominees will be able to serve, but if before the
election it develops that any of the nominees is unavailable, the persons named
in the accompanying proxy will vote for the election of such substitute nominee
or nominees as the current board of directors may recommend.
Nominees
for Election to the Company’s Board of Directors
Information
concerning the nominees for director of the Company is set forth
below:
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Name
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Age
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Position
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Peter
C. Georgiopoulos
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47
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Chairman
of the Board, Class B Director
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Spyridon
Fokas
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53
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Class
B Director, General Counsel and Corporate Secretary
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John
P. Tavlarios
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46
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Class
B Director
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Certain
biographical information about each of these individuals is set forth
below.
Peter C. Georgiopoulos has
been the Chairman of our board of directors since December 2006. Since 1997,
Mr. Georgiopoulos has served as Chairman, President, Chief Executive
Officer of General Maritime, a publicly-traded tanker company with shares listed
on the New York Stock Exchange. Mr. Georgiopoulos is also Chairman of the Board
of Genco Shipping & Trading Limited, a public drybulk shipping company whose
shares are listed on the New York Stock Exchange, and a member of the Board of
Directors of Atlantis Deepwater Technology Holding AS, a Norwegian offshore
drilling technology company. From 1991 to 1997, Mr. Georgiopoulos was the
principal of Maritime Equity Management, a vessel-owning and investment company
which he founded in 1991. Mr. Georgiopoulos is a member of the American
Bureau of Shipping. Mr. Georgiopoulos holds a master's degree in business
administration from the Tuck School of Business at Dartmouth College, and is a
member of the Board of Overseers of the Tuck School.
Spyridon Fokas has been a
member of our board of directors since June 2005. Mr. Fokas has also
served as our General Counsel and as our Corporate Secretary since
June 2005. Mr. Fokas currently is an attorney at S. Fokas – B.
Koumbiadou Law Offices. Mr. Fokas has been practicing maritime law since 1982
and has represented our Company since 1998. Mr. Fokas is a member of the
Greek Maritime Law Association and the Hellenic Society of Maritime Lawyers.
Mr. Fokas holds a law degree from the University of Athens School of Law
and has undertaken post-graduate studies in shipping law at the University
College London.
John P. Tavlarios has been as
a member of our board of directors since December 2006. Mr. Tavlarios
served as Executive Vice President of General Maritime from its inception in
1997 until January 2000, and President and Chief Operating Officer of
General Maritime from May 2001 until December 31, 2002. Following an
internal reorganization of General Maritime, which took effect at the close of
business on December 31, 2002, he became Chief Executive Officer of its
tanker operating subsidiary, General Maritime Management LLC. From 1995 to 1997,
he was affiliated with Maritime Equity Management, a vessel-owning and
investment company, where Mr. Tavlarios served as Director of Marine
Operations. From 1992 to 1995, Mr. Tavlarios was President and founder of
Halcyon Trading Company, a consulting firm specializing in international
business development with a particular emphasis on the international oil
industry. From 1984 to 1992, he was employed by Mobil Oil Corporation, spending
most of his tenure in the Marine Operations and the Marketing and Refining
divisions. Prior to 1984, Mr. Tavlarios was involved in his family's
shipping business, assisting in marine operations. Mr. Tavlarios is a
member of the American Bureau of Shipping, the Det Norske Veritas North American
Committee, the Skuld board of directors, the Directors Committee and the North
American Panel of INTERTANKO, the organization of independent tank owners and on
the Board of Trustees of the Seaman's Church Institute. Mr. Tavlarios is
also a director of General Maritime. Mr. Tavlarios holds a master's degree
in business administration from St. John's University.
Required
Vote. Approval of Proposal One will require the affirmative
vote of a majority of the votes cast at the Meeting by the holders of shares
entitled to vote at the Meeting.
THE
BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE IN FAVOR OF THE PROPOSED
DIRECTORS. UNLESS REVOKED AS PROVIDED ABOVE, PROXIES RECEIVED BY
MANAGEMENT WILL BE VOTED IN FAVOR OF THE PROPOSED DIRECTORS UNLESS A CONTRARY
VOTE IS SPECIFIED.
PROPOSAL
TWO
RATIFICATION
OF APPOINTMENT OF
INDEPENDENT
AUDITORS
The board
of directors is submitting for ratification at the Meeting the appointment of
Deloitte Hadjipavlou Sofianos & Cambanis S.A. as the Company's independent
auditors for the fiscal year ending December 31, 2008.
Deloitte
Hadjipavlou Sofianos & Cambanis S.A. has advised the Company that the firm
does not have any direct or indirect financial interest in the Company, nor has
such firm had any such interest in connection with the Company during the past
two fiscal years other than in its capacity as the Company's independent
auditors.
All
services rendered by the independent auditors are subject to review by the Audit
Committee.
Required
Vote. Approval of Proposal Two will require the affirmative
vote of a majority of the shares of stock represented at the
Meeting.
THE
BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR APPROVAL OF THE APPOINTMENT
OF DELOITTE HADJIPAVLOU SOFIANOS & CAMBANIS S.A. AS INDEPENDENT AUDITORS OF
THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008. UNLESS
REVOKED AS PROVIDED ABOVE, PROXIES RECEIVED BY MANAGEMENT WILL BE VOTED IN FAVOR
OF SUCH APPROVAL UNLESS A CONTRARY VOTE IS SPECIFIED.
SOLICITATION
The cost
of preparing and soliciting proxies will be borne by the
Company. Solicitation will be made primarily by mail, but
shareholders may be solicited by telephone, e-mail, or personal
contact. The Board of Directors may retain the services of a
professional proxy solicitation service for soliciting proxies.
EFFECT OF
ABSTENTIONS
Abstentions
will not be counted in determining whether Proposals One or Two have been
approved.
OTHER
MATTERS
No other
matters are expected to be presented for action at the
Meeting. Should any additional matter come before the Meeting, it is
intended that proxies in the accompanying form will be voted in accordance with
the judgment of the person or persons named in the proxy.
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By
Order of the Board of Directors
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/s/
Spyridon
Fokas
Spyridon Fokas
Secretary
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April 18,
2008
Athens,
Greece
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, thereunto
duly authorized.
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AEGEAN MARINE PETROLEUM NETWORK
INC.
registrant)
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Dated: April
18, 2008
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By: /s/ E. Nikolas Tavlarios
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Name:
E. Nikolas Tavlarios
Title: President
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