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
of the Securities Exchange Act of 1934
Date of Report: August 26, 2016
Commission file number 001-36028
ARDMORE SHIPPING CORPORATION
(Translation of registrant’s name into English)
Cumberland House
5th Floor, 1 Victoria Street,
Hamilton, HM11 Bermuda
(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 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).
Yes ¨ No x
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 ¨ No x
THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE FOLLOWING REGISTRATION STATEMENT OF ARDMORE SHIPPING CORPORATION (THE “COMPANY”):
| • | REGISTRATION STATEMENT ON FORM F-3 (NO. 333-206501) FILED WITH THE SEC ON AUGUST 21, 2015, AS AMENDED SEPTEMBER 24, 2015. |
| Item 1—Information | Contained in this Form 6-K Report |
Attached to this Report on Form 6-K are (1) as Exhibit 1.1, the Open Market Sale Agreement, dated August 26, 2016, between the Company and Jefferies LLC; (2) as Exhibit 5.1, the Opinion of Seward & Kissel LLP, Marshall Islands counsel to Ardmore Shipping Corporation; (3) as Exhibit 8.1, the Opinion of Seward & Kissel LLP, Marshall Islands counsel to Ardmore Shipping Corporation; (4) as Exhibit 23.1, the Consent of Drewry Shipping Consultants Ltd.; and (5) as Exhibit 99.1, the Press Release of the Company.
| Item 6—Exhibits |
The following exhibits are filed as part of this Report:
| 1.1 | Open Market Sale Agreement | |
| 5.1 | Opinion of Seward & Kissel LLP, Marshall Islands counsel to the Company | |
| 8.1 | Opinion of Seward & Kissel LLP, Marshall Islands counsel to the Company | |
| 23.1 | Consent of Drewry Shipping Consultants Ltd. | |
| 99.1 | Press Release of the Company, dated August 26, 2016 | |
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.
| ARDMORE SHIPPING CORPORATION | ||||||
| Date: August 26, 2016 |
||||||
| By: | /s/ Paul Tivnan | |||||
| Paul Tivnan | ||||||
| Chief Financial Officer, Treasurer and Secretary | ||||||