8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): October 26, 2017

PANGAEA LOGISTICS SOLUTIONS LTD.

(Exact Name of Registrant as Specified in Charter)

Bermuda	001-36139	N/A
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

c/o Phoenix Bulk Carriers (US) LLC

109 Long Wharf, Newport, Rhode Island 02840

(Address of Principal Executive Offices) (Zip Code)

(401) 846-7790

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

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):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))

Item 7.01 Regulation FD Disclosure.

The press release contains summary information regarding the Company. Statements in this Current Report on Form 8-K, may contain certain statements about the Company and its consolidated subsidiaries that do not directly or exclusively relate to historical facts. The statements are “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements are necessarily estimates reflecting the best judgment and current expectations, plans, assumptions and beliefs about future events (in each case subject to change) of the Company’s senior management and management of its subsidiaries and involve a number of risks, uncertainties and other factors, some of which may be beyond the Company’s control that could cause actual results to differ materially from those expressed or implied in such forward-looking statements. Without limitation, any statements preceded or followed by or that include the words “targets,” “plans,” “believes,” “expects,” “intends,” “will,” “likely,” “may,” “anticipates,” “estimates,” “projects,” “should,” “would,” “expect,” “positioned,” “strategy,” “future,” “potential,” “plan,” “forecast,” or words, phrases or terms of similar substance or the negative thereof, are forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements are discussed under the heading “Risk Factors” and “Forward-Looking Statements” in the company’s most recent annual report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as they may be updated in any future reports filed with the SEC. If one or more of these factors materialize, or if any underlying assumptions prove incorrect, the Company’s actual results, performance, or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Forward-looking statements included herein are made as of the date hereof, and the Company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances. The information in this Current Report, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933.

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

(d) Exhibits

Exhibit Description

99.1 Press Release of Pangaea Logistics Solutions Ltd. dated October 26, 2017 Announcing Several Business Developments.

SIGNATURE

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 hereunto duly authorized.

Dated: February 1, 2017

PANGAEA LOGISTICS SOLUTIONS LTD.
By:	/s/ Anthony Laura
	Name: Anthony Laura Title: Chief Financial Officer

EX-99.1

PANGAEA LOGISTICS SOLUTIONS LTD. ANNOUNCES BUSINESS UPDATES AND SCHEDULES TELECONFERENCE TO DISCUSS THIRD QUARTER 2017 EARNINGS

NEWPORT, RI - October 26, 2017 - Pangaea Logistics Solutions, Ltd. (NASDAQ: PANL) (“Pangaea” or "the Company"), today announced several business updates.

First, the Company has executed a memorandum of agreement to purchase the vessel M/V Tenmyo Maru, 58,749 dwt., built in November 2008 at Tsuneishi Group (Zhoushan) Shipyard. The ship is expected to be delivered from its present owners in December, and will be re-named Bulk Pride. Pangaea had also taken delivery of two ultramax ice-class 1C dry bulk carriers from Japan’s Oshima Shipyard in January, and purchased its Bulk Freedom, built 2005, in June. Together, these purchases mark a strong growth year for the Company.

“The delivery of Bulk Pride is another step toward achieving steady, disciplined growth that maximizes value to our customers, business partners and shareholders,” said Edward Coll, Chairman and Chief Executive Officer of Pangea Logistics Solutions Ltd. All four of our vessel acquisitions this year will work in the heart of our business, which is growing strongly and profitably.”

Second, on October 9, 2017, Fearnley Securities, a leading independent full-service investment bank with a concentrated focus on maritime industries, initiated coverage on Pangaea with a Buy rating and a price target of $3.60 per share.

Third, Pangaea will host a teleconference to discuss the Company’s third quarter 2017 financial results, including a question and answer session with management, at 8:00 a.m. ET on Friday, November 10, 2017. Pangaea will release its third quarter 2017 financial results after market hours on Thursday, November 9, 2017 along with an accompanying presentation that will be available with our Securities and Exchange Commission filing.

To access the teleconference, please dial (888) 895-3561 (domestic) or (904) 685-6494 (international) approximately ten minutes before the teleconference's scheduled start time and reference ID# 3091109.

A recording of the call will also be available for two weeks following the teleconference and will be accessible by calling (800) 585-8367 (domestic) or (404) 537-3406 (international) and referencing ID# 3091109.

About Pangaea Logistics Solutions, Ltd.

Pangaea Logistics Solutions Ltd. provides logistics and ocean shipping services to a broad base of industrial customers who require the transportation of a wide variety of dry bulk cargoes, including grains, pig iron, hot briquetted iron,

bauxite, alumina, cement clinker, dolomite, and limestone. The Company addresses the transportation needs of its customers with a comprehensive set of services and activities, including cargo loading, cargo discharge, vessel chartering, and voyage planning. Learn more at www.pangaeals.com.

CONTACT:

INVESTOR RELATIONS:

Prosek Partners

Thomas Rozycki

(212) 279-3115 x208

trozycki@prosek.com

Sean Silva

(212) 279-3115 x122

ssilva@prosek.com