TOP Ships Inc. has entered into an agreement to sell 100% of the issued and outstanding shares of a Marshall Islands special purpose vehicle (SPV) to Rubico Inc., a related party, for approximately $6.5 million. The transaction, which involves the transfer of rights to a newbuilding chemical/product oil carrier, is expected to close by September 30, 2026, subject to customary closing conditions. This sale allows TOP Ships to monetize a future asset ahead of its scheduled delivery in the second quarter of 2029.

The aggregate selling price of $6.5 million is payable in full at closing. The SPV is party to a shipbuilding contract with Guangzhou Shipyard International Company Limited and China Shipbuilding Trading Co., Ltd. for the construction of a 47,499 deadweight tonnage (dwt) chemical/product oil carrier. By divesting the SPV, TOP Ships transfers both the ownership and the associated obligations of the vessel's construction to Rubico Inc.

The Board of Directors approved the transaction after a review by a special committee composed of independent and disinterested members. To ensure the fairness of the deal, the committee obtained a fairness opinion from an independent financial advisor regarding the consideration to be received for the SPV shares. This procedural step underscores the company’s adherence to governance standards when transacting with related parties.

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Asset Specifications

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The decision to sell the SPV rather than retain the vessel upon delivery reflects a strategic shift in asset management or capital allocation. By realizing $6.5 million upfront, TOP Ships converts a long-term capital expenditure—typically involving significant financing costs and operational risk over several years—into immediate liquidity. The involvement of a related party, Rubico Inc., suggests an internal restructuring or a specific strategic alignment between the entities, validated by the independent fairness opinion to protect minority shareholder interests.

TOP Ships Inc. has decided to sell the M/Y Para Bellvm and exit the megayacht sector to focus on its core tanker business. The company intends to use the proceeds from the sale, expected to be a multiple of its current market capitalization, to redeploy capital into its operations. The M/Y Para Bellvm is a 47-meter yacht built in 2023 at the Sanlorenzo shipyard, with capacity for 12 guests and a crew of 10.

The sale is part of a strategic shift by TOP Ships Inc., an international owner and operator of modern, fuel-efficient "ECO" tanker vessels. The company focuses on transporting crude oil, petroleum products, and bulk liquid chemicals. By divesting the megayacht, TOP Ships aims to streamline its assets and strengthen its financial position in the tanker sector.

The completion of the sale is not guaranteed, as it depends on the negotiation and execution of definitive agreements. The transaction will also require the consent of relevant counterparties and financiers, along with the satisfaction of customary conditions. The timing, structure, and terms of the sale remain uncertain.

Key Details of M/Y Para Bellvm

TOP Ships Inc. has emphasized that the forward-looking statements regarding the sale are based on assumptions and are subject to risks and uncertainties. The company has not provided a timeline for the transaction but confirmed its intention to pursue the sale actively. The decision aligns with its broader strategy to optimize its fleet and enhance operational efficiency.