[SEASPAN CORPORATION Class A Common Stock ($0.01 par value per share) Having an Aggregate Offering Price of up to $75,000,000 Equity Distribution Agreement New York, New York May 22, 2014 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York, 10013 Credit Suisse Securities (USA) LLC 11 Madison Avenue New York, New York 10010 Ladies and Gentlemen: Company Agreement] [REEDER & SIMPSON PC ATTORNEYS AT LAW P.O. Box 601 Telephone: +692-625-3602 RRE Commercial Center Email: dreeder@ntamar.net Majuro, MH 96960 r.simpson@simpson.gr May 22, 2014 Seaspan Corporation Unit 2, 7th Floor, Bupa Centre 141 Connaught Road West Hong Kong, China Re: Seaspan Corporation Ladies and Gentlemen: RMI Corporation Commission Securities Act Prospectus Supplement Registration Statement Shares We have acted as Republic] [May 22, 2014 Seaspan Corporation Unit 2, 7th Floor Bupa Centre 141 Connaught Road West Hong Kong China Re: Seaspan Corporation Registration Statement on Form F-3 Ladies and Gentlemen: In addition, we have assumed, with your permission, (i) that the statements and representations concerning the Company and its operations contained in the Registration Statement, and the statements and representations contained] [REEDER & SIMPSON PC ATTORNEYS AT LAW P.O. Box 601 Telephone: +1-692-625-3602 RRE Commercial Center Email: dreeder@ntamar.net Majuro, MH 96960 r.simpson@simpson.gr May 22, 2014 Seaspan Corporation Unit 2, 7th Floor, Bupa Centre 141 Connaught Road West Hong Kong, China Re: Seaspan Corporation Ladies and Gentlemen: RMI Corporation Commission Securities Act Prospectus Supplement Registration Statement We have acted as Republic of] [[Letterhead of Farris, Vaughan, Wills & Murphy LLP] May 22, 2014 Seaspan Corporation Unit 2, 7th Floor, Bupa Centre 141 Connaught Road West Hong Kong, China Attention: Sai W. Chu, Chief Financial Officer Dear Sirs: RE: Seaspan Corporation – Prospectus Supplement Company Commission Securities Act Prospectus Supplement Registration Statement We have acted as Canadian tax counsel of Seaspan Corporation (the] [Seaspan Corporation th Unit 2, 7 141 Connaught Road West Hong Kong, China c/o 2600 – 200 Granville Street Vancouver, BC Canada V6C 1S4 Tel: 604-638-2575 Fax: 604-648-9782 www.seaspancorp.com Seaspan Announces Entering Into an Equity Distribution Agreement With an Aggregate Offering Price of Up to $75 Million Seaspan intends to use the net proceeds from the offering for general corporate] [THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE FOLLOWING REGISTRATION STATEMENT OF THE COMPANY: • REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-190718) ORIGINALLY FILED WITH THE SEC ON AUGUST 19, 2013 Continuous Offering Program and Equity Distribution Agreement. Company Agreement Managers Shares On May 22, 2014, Seaspan Corporation (the “ The Company intends to use]