| • |
changes in shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand;
|
| • |
changes in seaborne and other transportation patterns;
|
| • |
changes in the supply of or demand for dry bulk commodities, including dry bulk commodities carried by sea, generally or in particular regions;
|
| • |
changes in the number of newbuilding vessels under construction in the dry bulk industry;
|
| • |
the number of available slots in shipyards for newbuilding orders for the dry bulk sector;
|
| • |
changes in the useful lives and the value of our vessels and the related impact on our compliance with covenants under our financing arrangements;
|
| • |
the aging of our fleet and increases in operating costs;
|
| • |
changes in our ability to complete future, pending or recent acquisitions or dispositions;
|
| • |
our ability to achieve successful utilization of our fleet;
|
| • |
changes to our financial condition and liquidity, including our ability to pay amounts that we owe and obtain additional financing to fund capital expenditures,
acquisitions and other general corporate activities;
|
| • |
risks related to our business strategy, areas of possible expansion or expected capital spending or operating expenses;
|
| • |
our dependence on Seanergy Maritime Holdings Corp. (“Seanergy”), its subsidiaries and our third-party managers to partly operate our business;
|
| • |
changes in the availability of crew, number of off-hire days, classification survey requirements and insurance costs for our vessels;
|
| • |
changes in our relationships with our contract counterparties, including the failure of any of our contract counterparties to comply with their agreements with us;
|
| • |
loss of our customers, charters or vessels;
|
| • |
damage to our vessels;
|
| • |
potential liability from future litigation and incidents involving our vessels;
|
| • |
our future operating or financial results;
|
| • |
changes in interest or inflation rates;
|
| • |
acts of terrorism, war, piracy and other hostilities;
|
| • |
public health threats, pandemics, epidemics, other disease outbreaks or calamities and governmental responses and other effects thereto;
|
| • |
changes in global and regional economic and political conditions, including the provision or removal of economic stimulus measures meant to counteract the effects of
sudden market disruptions due to financial, economic or health crises;
|
| • |
changes in tariffs, trade barriers, embargos and regulatory requirements;
|
| • |
general domestic and international political conditions or events, including trade wars, acts of hostility or potential, threatened, or ongoing war, including the war
including between Russia and Ukraine (and related sanctions), the war between Israel and Hamas, the Houthi attacks on merchant vessels in the region of the Red Sea and the Gulf of Aden, the war between the United States and Israel and Iran, and
China and Taiwan disputes, the tensions between the U.S. and China, the tensions between Panama and the U.S., the current instability in Venezuela and potential tensions between the U.S. and Greenland, Denmark, the European Union or Venezuela;
|
| • |
changes in governmental rules and regulations or actions taken by regulatory authorities, particularly with respect to the marine transportation industry;
|
| • |
our ability to continue to implement and maintain adequate Environmental, Social and Governance (“ESG”) practices, policies, programs, goals and targets;
|
| • |
our ability to continue as going concern; and
|
| • |
other factors listed from time to time in registration statements, reports or other materials that we have filed with or furnished to the U.S. Securities and Exchange
Commission, including our most recent Annual Report on Form 20-F.
|
| • |
number of vessels owned and operated;
|
| • |
voyage charter rates;
|
| • |
time charter trip rates;
|
| • |
period time charter rates;
|
| • |
the nature and duration of our voyage charters;
|
| • |
vessels repositioning;
|
| • |
vessel operating expenses and direct voyage costs;
|
| • |
maintenance and upgrade work;
|
| • |
the age, condition and specifications of our vessels and other vessels we may acquire;
|
| • |
issuance of our common shares and other securities;
|
| • |
amount of debt obligations; and
|
| • |
financing costs related to debt obligations.
|
|
(In thousands of U.S. Dollars, except for share and per share data)
|
Six-month period ended
June 30,
|
Change
|
||||||||||||||
|
2026
|
2025
|
Amount
|
%
|
|||||||||||||
|
Revenues:
|
||||||||||||||||
|
Vessel revenue, net
|
17,937
|
20,227
|
(2,290
|
)
|
(11
|
)%
|
||||||||||
|
Expenses:
|
||||||||||||||||
|
Voyage expenses
|
(735
|
)
|
(2,576
|
)
|
1,841
|
(71
|
)%
|
|||||||||
|
Vessel operating expenses
|
(6,590
|
)
|
(9,036
|
)
|
2,446
|
(27
|
)%
|
|||||||||
|
Management fees
|
(134
|
)
|
(231
|
)
|
97
|
(42
|
)%
|
|||||||||
|
Management fees-related party
|
(721
|
)
|
(944
|
)
|
223
|
(24
|
)%
|
|||||||||
|
General and administration expenses
|
(2,629
|
)
|
(1,432
|
)
|
(1,197
|
)
|
84
|
%
|
||||||||
|
Depreciation and amortization
|
(4,283
|
)
|
(6,440
|
)
|
2,157
|
(33
|
)%
|
|||||||||
|
Gain on disposal of equity method investment
|
523
|
-
|
523
|
-
|
||||||||||||
|
Gain / (loss) on sale of vessel, net
|
156
|
(155
|
)
|
311
|
(201
|
)%
|
||||||||||
|
Operating income / (loss)
|
3,524
|
(587
|
)
|
4,111
|
(700
|
)%
|
||||||||||
|
Other expenses:
|
||||||||||||||||
|
Interest and finance costs
|
(2,242
|
)
|
(3,692
|
)
|
1,450
|
(39
|
)%
|
|||||||||
|
Interest and finance costs-related party
|
(282
|
)
|
(48
|
)
|
(234
|
)
|
488
|
%
|
||||||||
|
Interest income
|
99
|
40
|
59
|
148
|
%
|
|||||||||||
|
Other income
|
48
|
-
|
48
|
-
|
||||||||||||
|
Loss on equity method investment
|
(7
|
)
|
(44
|
)
|
37
|
(84
|
)%
|
|||||||||
|
Loss on extinguishment of debt
|
(113
|
)
|
(233
|
)
|
120
|
(52
|
)%
|
|||||||||
|
Gain on acquisition of RGI
|
-
|
1,268
|
(1,268)
|
(100
|
)%
|
|||||||||||
|
Foreign currency exchange loss, net
|
(6
|
)
|
(211
|
)
|
205
|
(97
|
)%
|
|||||||||
|
Total other expenses, net:
|
(2,503
|
)
|
(2,920
|
)
|
417
|
(14
|
)%
|
|||||||||
|
Net income / (loss)
|
1,021
|
(3,507
|
)
|
4,528
|
(129
|
)%
|
||||||||||
|
Net income / (loss) attributable to common stockholders
|
950
|
(3,501
|
)
|
4,451
|
(127
|
)%
|
||||||||||
|
Earnings / (loss) per common share, basic and diluted
|
0.10
|
(0.40
|
)
|
|||||||||||||
|
Weighted average number of common shares outstanding, basic
|
9,060,304
|
8,802,941
|
||||||||||||||
|
Weighted average number of common shares outstanding, diluted
|
9,508,453
|
8,802,941
|
||||||||||||||
|
Six-month period ended
June 30,
|
||||||||
|
Fleet Data:
|
2026
|
2025
|
||||||
|
Ownership days
|
1,023
|
1,427
|
||||||
|
Available days(1)
|
1,000
|
1,404
|
||||||
|
Operating days(2)
|
1,000
|
1,385
|
||||||
|
Fleet utilization
|
97.8
|
%
|
97.1
|
%
|
||||
|
Average Daily Results:
|
||||||||
|
TCE rate(3)
|
$
|
17,202
|
$
|
12,744
|
||||
|
Daily Vessel Operating Expenses(4)
|
$
|
6,442
|
$
|
6,332
|
||||
| (1) |
During the six-month period ended June 30, 2026, we incurred 23 off-hire days for scheduled dry-dockings. During the six-month period ended June 30, 2025, we incurred 23
off-hire days for scheduled dry-dockings.
|
| (2) |
During the six-month period ended June 30, 2026, there were no off-hire days due to other unforeseen circumstances. During the six-month period ended June 30, 2025, we
incurred 19 off-hire days due to other unforeseen circumstances.
|
| (3) |
We include TCE rate, a non-GAAP measure, as we believe it provides additional meaningful information in conjunction with net revenues from vessels, the most directly
comparable U.S. GAAP measure, because it assists our management in making decisions regarding the deployment and use of our vessels and assists investors and our management in evaluating our financial performance. Our calculation of TCE rate
may not be comparable to that reported by other companies. The following table reconciles our net revenues from vessels to TCE rate.
|
|
Six-month period ended
June 30,
|
||||||||
|
(In thousands of US Dollars, except operating days and daily TCE rate)
|
2026
|
2025
|
||||||
|
Vessel revenue, net
|
$
|
17,937
|
$
|
20,227
|
||||
|
Voyage expenses
|
$
|
(735
|
)
|
$
|
(2,576
|
)
|
||
|
Time charter equivalent revenues
|
$
|
17,202
|
$
|
17,651
|
||||
|
Operating days
|
1,000
|
1,385
|
||||||
|
Daily time charter equivalent rate
|
$
|
17,202
|
$
|
12,744
|
||||
| (4) |
We include Daily Vessel Operating Expenses, a non-GAAP measure, as we believe it provides additional meaningful information in conjunction with vessel operating expenses,
the most directly comparable U.S. GAAP measure, because it assists our management in making decisions regarding the deployment and use of our vessels and in evaluating their financial performance. Our calculation of Daily Vessel Operating
Expenses may not be comparable to that reported by other companies. The following table reconciles our vessel operating expenses to Daily Vessel Operating Expenses.
|
|
Six-month period ended
June 30,
|
||||||||
|
(In thousands of US Dollars, except ownership days and Daily Vessel Operating Expenses)
|
2026
|
2025
|
||||||
|
Vessel operating expenses
|
$
|
6,590
|
$
|
9,036
|
||||
|
Ownership days
|
1,023
|
1,427
|
||||||
|
Daily Vessel Operating Expenses
|
$
|
6,442
|
$
|
6,332
|
||||
|
Six-month period ended
June 30,
|
||||||||
|
(In thousands of US Dollars)
|
2026
|
2025
|
||||||
|
Net income / (loss)
|
$
|
1,021
|
$
|
(3,507
|
)
|
|||
|
Interest and finance cost, net
|
2,425
|
3,700
|
||||||
|
Depreciation and amortization
|
4,283
|
6,440
|
||||||
|
EBITDA(1)
|
$
|
7,729
|
$
|
6,633
|
||||
|
Stock based compensation
|
591
|
309
|
||||||
|
Loss on extinguishment of debt
|
113
|
233
|
||||||
|
Gain on acquisition of RGI
|
-
|
(1,268
|
)
|
|||||
|
Loss on equity method investment
|
7
|
44
|
||||||
|
Adjusted EBITDA(1)
|
$
|
8,440
|
$
|
5,951
|
||||
| (1) |
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) represents the sum
of net income/(loss), net interest and finance costs, depreciation and amortization and, if any, income taxes during a period. EBITDA is not a recognized measurement under U.S. GAAP. Adjusted EBITDA represents EBITDA adjusted to exclude
stock-based compensation, gain on acquisition of RGI Marine Holding AS “RGI” and loss on extinguishment of debt, if any, which is not indicative of the
Company’s ongoing performance of its core operations. EBITDA and Adjusted EBITDA are presented as we believe that these measures are useful to investors as a widely used means of evaluating operating profitability. EBITDA and Adjusted EBITDA
as presented here may not be comparable to similarly titled measures presented by other companies. These non-GAAP measures should not be considered in isolation from, as a substitute for, or superior to, financial measures prepared in
accordance with U.S. GAAP.
|
|
Six month period ended
June 30,
|
||||||||
|
Cash Flow Data:
|
2026
|
2025
|
||||||
|
Net cash provided by operating activities
|
$
|
4,417
|
$
|
400
|
||||
|
Net cash provided by investing activities
|
$
|
13,655
|
|
$
|
11,218
|
|||
|
Net cash used in financing activities
|
$
|
(20,411
|
)
|
$
|
(14,932
|
)
|
||
|
Page
|
|
|
F-2
|
|
|
F-3
|
|
| Unaudited Interim Condensed Consolidated Statement of Other Comprehensive Income / (Loss) for the six-month
periods June 30, 2026 and 2025 |
F-4 |
|
F-5
|
|
|
F-6
|
|
|
F-7
|
| Notes |
June 30, 2026
(Unaudited)
|
December 31,
2025
|
||||||||||
|
ASSETS
|
||||||||||||
|
Current assets:
|
||||||||||||
|
Cash and cash equivalents
|
4
|
|
|
|||||||||
|
Restricted cash
|
4 | |||||||||||
|
Accounts receivable trade
|
13
|
|
|
|||||||||
| 3 |
||||||||||||
| Inventories |
||||||||||||
| Prepaid expenses |
||||||||||||
|
Other current assets
|
|
|
||||||||||
|
Vessels held for sale
|
5
|
|
|
|||||||||
|
Total current assets
|
|
|
||||||||||
|
Fixed assets:
|
||||||||||||
|
Vessels, net
|
5
|
|
|
|||||||||
|
Right-of-use assets
|
6
|
|
|
|||||||||
|
Total fixed assets
|
|
|
||||||||||
|
Other non-current assets:
|
||||||||||||
|
Other non-current assets
|
||||||||||||
|
Equity method investment
|
8 | |||||||||||
|
Deferred charges and other investments, non-current
|
|
|
||||||||||
|
TOTAL ASSETS
|
|
|
||||||||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||||||
|
Current liabilities:
|
||||||||||||
|
Current portion of long-term debt and other financial liabilities, net of deferred finance costs and debt discounts of $
|
5,7
|
|
|
|||||||||
| Finance lease liabilities, current |
6 |
|||||||||||
|
Due to
|
3
|
|
|
|||||||||
|
Trade accounts and other payables
|
|
|
||||||||||
|
Accrued liabilities
|
|
|
||||||||||
|
Deferred revenue
|
13
|
|
|
|||||||||
|
Liabilities assumed from time charter attached
|
2,13
|
|
|
|||||||||
|
Dividends payable
|
12
|
|
|
|||||||||
|
Total current liabilities
|
|
|
||||||||||
|
Non-current liabilities:
|
||||||||||||
|
Long-term debt and other financial liabilities, net of current portion and deferred finance costs and debt discounts of $
|
7
|
|
|
|||||||||
|
Finance lease liabilities, non-current
|
6 |
|||||||||||
|
Other liabilities, non-current
|
||||||||||||
|
Total liabilities
|
|
|
||||||||||
|
Commitments and contingencies
|
11 |
|
|
|||||||||
|
STOCKHOLDERS’ EQUITY
|
||||||||||||
|
Preferred stock, $
|
12
|
|
|
|||||||||
|
Common stock, $
|
12 |
|
|
|||||||||
|
Additional paid-in capital
|
12 |
|
|
|||||||||
|
Accumulated other comprehensive (loss) / income
|
( |
) | ||||||||||
|
Retained earnings
|
|
|
||||||||||
|
Total United Maritime Corporation stockholders’ equity
|
|
|
||||||||||
|
Non-controlling interest
|
9 | |||||||||||
|
Total stockholders’ equity
|
||||||||||||
|
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
||||||||||
| Notes |
2026
|
2025
|
||||||||||
|
Vessel revenue, net
|
2,13 |
|
|
|||||||||
|
Expenses:
|
||||||||||||
|
Voyage expenses
|
13 |
(
|
)
|
(
|
)
|
|||||||
|
Vessel operating expenses
|
(
|
)
|
(
|
)
|
||||||||
|
Management fees
|
(
|
)
|
(
|
)
|
||||||||
|
Management fees-related party
|
3
|
(
|
)
|
(
|
)
|
|||||||
|
General and administration expenses
|
16 |
(
|
)
|
(
|
)
|
|||||||
|
Depreciation and amortization
|
5,6
|
(
|
)
|
(
|
)
|
|||||||
|
Amortization of deferred dry-docking costs
|
(
|
)
|
(
|
)
|
||||||||
| Gain on disposal of equity method investment |
8 |
|||||||||||
|
Gain / (loss) on sale of vessel, net
|
5 | ( |
) | |||||||||
|
Operating income / (loss)
|
|
(
|
)
|
|||||||||
|
Other income / (expenses), net:
|
||||||||||||
|
Interest and finance costs
|
14
|
(
|
)
|
(
|
)
|
|||||||
|
Interest and finance costs-related party
|
6 |
( |
) | ( |
) | |||||||
|
Interest income
|
|
|
||||||||||
| Other income |
||||||||||||
|
Loss on equity method investment
|
8 | ( |
) | ( |
) | |||||||
|
Loss on extinguishment of debt
|
7 | ( |
) | ( |
) | |||||||
|
Gain on acquisition of RGI
|
||||||||||||
|
Foreign currency exchange loss, net
|
(
|
)
|
(
|
)
|
||||||||
|
Total other expenses, net
|
(
|
)
|
(
|
)
|
||||||||
|
Net income / (loss)
|
|
(
|
)
|
|||||||||
|
Less: Net income / (loss) attributable to non-controlling interest
|
9 | ( |
) | |||||||||
|
Net income / (loss) attributable to common stockholders of United Maritime Corporation
|
( |
) | ||||||||||
|
Earnings / (loss) per common share, basic and diluted
|
15 |
|
(
|
)
|
||||||||
| Weighted average number of common shares outstanding, basic |
15 | |||||||||||
|
Weighted average number of common shares outstanding, diluted
|
15 |
|
|
|||||||||
| 2026 |
2025
|
|||||||
|
Net income / (loss)
|
|
(
|
)
|
|||||
|
Other comprehensive (loss) / income:
|
||||||||
|
Foreign currency translation differences
|
(
|
)
|
|
|||||
| Release of cumulative translation adjustment of equity method investment | ( |
) | ||||||
|
Other comprehensive (loss) / income
|
(
|
)
|
|
|||||
|
Total comprehensive income / (loss)
|
|
(
|
)
|
|||||
|
Less: Comprehensive income / (loss) attributable to non-controlling interest
|
|
(
|
)
|
|||||
|
Comprehensive income / (loss) attributable to United Maritime Corporation
|
|
(
|
)
|
|||||
|
Preferred stock Series B
|
Common stock
|
Additional |
Accumulated
other
|
United | Non- | Total | ||||||||||||||||||||||||||||||||||
|
# of
Shares
|
Par
Value
|
# of
Shares
|
Par
Value
|
paid-in
capital
|
comprehensive
loss
|
Retained
earnings
|
Maritime Corporation
|
controlling interest
|
stockholders’
equity
|
|||||||||||||||||||||||||||||||
|
Balance, December 31, 2024
|
|
|
|
|
|
( |
) |
|
|
|||||||||||||||||||||||||||||||
|
Dividends on common stock and participating non vested restricted stock awards (Note 12)
|
-
|
|
-
|
|
|
(
|
)
|
( |
) |
(
|
)
|
|||||||||||||||||||||||||||||
|
Stock based compensation (Note 16)
|
-
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Foreign currency translation differences
|
- | - | ||||||||||||||||||||||||||||||||||||||
|
Acquisition of RGI (Note 9)
|
- | - | ||||||||||||||||||||||||||||||||||||||
|
Net loss
|
-
|
|
-
|
|
|
(
|
)
|
( |
) | ( |
) |
(
|
)
|
|||||||||||||||||||||||||||
|
Balance, June 30, 2025
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Preferred stock Series B
|
Common stock
|
Additional |
Accumulated
other
|
United | Non- |
Total |
||||||||||||||||||||||||||||||||||
|
# of
Shares
|
Par
Value
|
# of
Shares
|
Par
Value
|
paid-in
capital
|
comprehensive
income
|
Retained
earnings
|
Maritime Corporation
|
controlling interest
|
stockholders’
equity
|
|||||||||||||||||||||||||||||||
|
Balance, December 31, 2025
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Repurchase of common stock (Note 12)
|
- | ( |
) | ( |
) | ( |
) | ( |
) | |||||||||||||||||||||||||||||||
|
Dividends on common stock and participating non vested restricted stock awards (Note 12)
|
-
|
|
-
|
|
|
(
|
)
|
( |
) |
(
|
)
|
|||||||||||||||||||||||||||||
|
Dividends to non-controlling shareholders of subsidiary (Note 9)
|
- | - | ( |
) | ( |
) | ||||||||||||||||||||||||||||||||||
|
Stock based compensation (Note 16)
|
-
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Foreign currency translation differences
|
- | - | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||||||||||||||||||||||||
|
Net income
|
-
|
|
-
|
|
|
|
|
|||||||||||||||||||||||||||||||||
|
Balance, June 30, 2026
|
|
|
|
|
|
( |
) |
|
|
|||||||||||||||||||||||||||||||
|
2026
|
2025
|
|||||||
|
Net cash provided by operating activities
|
|
|
||||||
|
Cash flows from investing activities:
|
||||||||
|
Vessels’ acquisition and improvements
|
(
|
)
|
(
|
)
|
||||
|
Leasehold improvements
|
( |
) | ||||||
| Acquisition of a subsidiary, net of cash acquired | ( |
) | ||||||
| Proceeds from sale of vessel | ||||||||
|
Proceeds from disposal of equity method investment
|
||||||||
|
Lease prepayments
|
(
|
)
|
|
|||||
| Net cash provided by investing activities |
|
|
||||||
|
Cash flows from financing activities:
|
||||||||
|
Payments for repurchase of common stock
|
(
|
)
|
|
|||||
|
Due to related parties
|
( |
) | ||||||
|
Proceeds from related party loan
|
||||||||
|
Proceeds from long-term debt and other financial liabilities
|
|
|
||||||
| Payments of related party loan |
( |
) | ||||||
|
Payments of financing and stock issuance costs
|
(
|
)
|
(
|
)
|
||||
|
Payments of finance lease liabilities
|
(
|
)
|
(
|
)
|
||||
| Dividends to non-controlling shareholders of subsidiary |
( |
) | ||||||
|
Dividends paid
|
(
|
)
|
(
|
)
|
||||
|
Repayments of long-term debt and other financial liabilities
|
(
|
)
|
(
|
)
|
||||
|
Net cash used in financing activities
|
(
|
)
|
(
|
)
|
||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash |
( |
) | ||||||
|
Net decrease in cash and cash equivalents and restricted cash
|
(
|
)
|
(
|
)
|
||||
|
Cash and cash equivalents and restricted cash at beginning of period
|
|
|
||||||
|
Cash and cash equivalents and restricted cash at end of period
|
|
|
||||||
|
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||
|
Cash paid during the period for:
|
||||||||
|
Interest paid
|
|
|
||||||
| Noncash investing activities: |
||||||||
| Vessels’ acquisition and improvements |
( |
) | ||||||
| Leasehold improvements |
( |
) | ||||||
| Right-of use assets |
( |
) | ||||||
|
Noncash financing activities:
|
||||||||
|
Dividends on common stock and participating non vested restricted stock awards declared but not paid
|
(
|
)
|
(
|
)
|
||||
| Assumed financial obligation (Note 7) | ||||||||
|
Financing and stock issuance stocks
|
(
|
)
|
|
|||||
| 1. |
Basis of Presentation and General Information:
|
| a. |
Subsidiaries in Consolidation:
|
|
Company
|
Country of
Incorporation
|
Vessel name
|
Date of Delivery
|
Date of
Sale/Disposal
|
||||
|
United Management Corp. (1)(2)
|
|
N/A
|
N/A
|
N/A
|
||||
|
Sea Glorius Shipping Co. (1)(3)
|
|
|
|
|
||||
|
Minoansea Maritime Co. (1)(3)
|
|
|
|
|
||||
|
Good Maritime Co. (1)(3)
|
|
|
|
|
||||
|
Traders Maritime Co. (1)(3)
|
|
|
|
|
||||
|
Chrisea Maritime Co. (1)
|
|
|
|
N/A
|
||||
|
Oasea Maritime Co. (1)(3)
|
|
|
|
|
||||
|
Cretansea Maritime Co. (1)(3)
|
|
|
|
|
||||
|
Synthesea Maritime Co. (1)(4)
|
|
|
|
|
||||
|
Exelixsea Maritime Co. (1)(4)
|
|
|
|
|
||||
| Nisea Maritime Co. (1)(4) | ||||||||
| RGI Marine Holdings AS (5) |
N/A
|
N/A
|
N/A |
|||||
| Duke Maritime Co. (1)(4) | N/A | |||||||
| Squire Maritime Co. (1)(4) |
| (1) |
Subsidiaries wholly owned
|
| (2) |
Management company
|
| (3) |
Dormant companies
|
| (4) |
Bareboat charterers
|
| (5) |
Majority owned subsidiary (Note 9)
|
| 2. |
Significant Accounting Policies:
|
|
(a)
|
Fair value of below market acquired time charters:
|
| 3. |
Transactions with Related Parties:
|
|
|
June 30, 2026 |
June 30,
2025
|
||||||
| Fees charged in relation to: |
||||||||
|
Management services-Seanergy
|
|
|
||||||
|
Management services-Seanergy Shipmanagement
|
|
|
||||||
|
Management fees-related party
|
|
|
||||||
|
|
June 30,
2026
|
June 30,
2025
|
||||||
| Fees charged in relation to: |
||||||||
|
Commercial services (1)
|
|
|
||||||
| Sale of vessel services (2) |
||||||||
| Total |
|
|
||||||
| (1) |
| (2) |
|
|
June 30,
2026
|
December 31,
2025
|
||||||
|
Balance due to Seanergy
|
|
|
||||||
|
Balance due to Seanergy Shipmanagement
|
|
|
||||||
|
Balance due to Seanergy Management
|
|
|
||||||
|
Due to Related Parties
|
|
|
||||||
|
|
June 30,
2026
|
December 31,
2025
|
||||||
|
Balance due from Seanergy Management
|
|
|
||||||
|
Due from Related Parties
|
|
|
||||||
| 4. |
Cash and Cash Equivalents and Restricted Cash:
|
|
June 30,
2026
|
December 31,
2025
|
|||||||
|
Cash and cash equivalents
|
|
|
||||||
| Restricted cash |
||||||||
|
Cash and Cash equivalents and restricted cash
|
|
|
||||||
| 5. |
Vessels, Net:
|
|
June 30,
2026
|
December 31,
2025
|
|||||||
|
Cost:
|
||||||||
|
Beginning balance:
|
|
|
||||||
|
- Additions
|
|
|
||||||
|
- Disposals
|
|
(
|
)
|
|||||
|
- Transfer to “Vessels held for sale”
|
(
|
)
|
(
|
)
|
||||
|
Ending balance:
|
|
|
||||||
|
Accumulated depreciation:
|
||||||||
|
Beginning balance:
|
(
|
)
|
(
|
)
|
||||
|
- Depreciation for the period
|
(
|
)
|
(
|
)
|
||||
|
- Disposals
|
|
|
||||||
|
- Transfer to “Vessels held for sale”
|
|
|
||||||
|
Ending balance:
|
(
|
)
|
(
|
)
|
||||
|
Net book value
|
|
|
||||||
| 6. |
Right-of-use assets and Finance Lease Liabilities:
|
|
Twelve-month periods ending June 30,
|
Amount
|
|||
|
2027
|
|
|||
| 2028 |
||||
|
Total undiscounted lease payments
|
|
|||
|
Less: Discount based on implicit rate
|
(
|
)
|
||
|
Present value of finance lease liabilities
|
|
|||
|
Finance lease liabilities, current
|
|
|||
|
Finance lease liabilities, non-current
|
|
|||
|
Present value of finance lease liabilities
|
|
|||
| 7. |
Long-Term Debt and Other Financial Liabilities:
|
|
June 30,
2026
|
December 31,
2025
|
|||||||
|
Long-term debt and other financial liabilities
|
|
|
||||||
|
Less: Deferred financing costs and debt discounts
|
(
|
)
|
(
|
)
|
||||
|
Total
|
|
|
||||||
|
Less – current portion
|
(
|
)
|
(
|
)
|
||||
|
Long-term portion
|
|
|
||||||
|
Twelve-month periods ending June 30,
|
Amount
|
|||
|
2027
|
|
|||
|
2028
|
|
|||
|
2029
|
|
|||
|
2030
|
|
|||
|
Thereafter
|
|
|||
|
Total
|
|
|||
| 8. |
Equity Method Investments:
|
| 9. |
Acquisition of RGI:
|
| 10. |
Financial Instruments:
|
| • |
Level 1: Quoted market prices in active markets for identical assets or liabilities;
|
|
•
|
Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data;
|
|
•
|
Level 3: Unobservable inputs that are not corroborated by market data
|
| (a) |
Significant Risks and Uncertainties, including Business and Credit Concentration
|
| (b) |
Fair Value of Financial Instruments
|
| a. |
Cash and cash equivalents, restricted cash, accounts receivable trade, other current assets, prepaid expenses, trade accounts and other payables and accrued liabilities: the carrying amounts approximate
fair value because of the short maturity of these instruments. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current.
|
| b. |
Long-term debt and other financial liabilities: The carrying value of long-term debt and other financial liabilities with variable interest rates approximates the fair value as the long-term debt
and other financial liabilities bear interest at floating interest rate.
|
| c. |
The aggregate fair value of the Exelixsea (classified as “Vessels held for sale” in the accompanying unaudited interim condensed consolidated balance
sheet as of June 30, 2026) on the sale agreement was determined to be its carrying amount of $
|
| d. |
The fair value as of the acquisition date of $
|
| 11. |
Commitments and Contingencies:
|
|
Twelve-month period ending June 30,
|
Amount
|
|||
|
2027
|
|
|||
| 2028 |
||||
|
Total
|
|
|||
| 12. |
Capital Structure:
|
| i) |
Dividends
|
| ii) |
Warrants
|
| iii) |
Common stock buybacks
|
| 13. |
Vessel Revenue, net and Voyage Expenses:
|
|
June 30,
2026
|
June 30,
2025
|
|||||||
| Vessel revenues from spot charters, net of commissions |
|
|||||||
|
Vessel revenues from time charters, net of commissions
|
|
|
||||||
|
Total
|
|
|
||||||
|
Customer
|
2026
|
2025
|
||
|
A
|
|
|
|
|
|
B
|
|
|
|
|
|
C
|
|
|
|
|
|
D
|
|
|
|
|
| E | ||||
| F |
||||
| G |
||||
|
Total
|
|
|
|
|
June 30,
2026
|
June 30,
2025
|
|||||||
|
Voyage expenses from time charters
|
|
|
||||||
| Voyage expenses from spot charters |
|
|
||||||
|
Voyage expenses for unfixed periods
|
|
|
||||||
|
Total
|
|
|
||||||
| 14. |
Interest and Finance Costs:
|
|
June 30,
2026
|
June 30,
2025
|
|||||||
|
Interest on long-term debt and other financial liabilities
|
|
|
||||||
|
Interest on finance lease liability
|
|
|
||||||
|
Amortization of debt finance costs and debt discounts
|
|
|
||||||
|
Other
|
|
|
||||||
|
Total
|
|
|
||||||
| 15. |
Earnings / (loss) per Share:
|
|
June 30,
2026
|
June 30,
2025
|
|||||||
|
Net income / (loss)
|
$
|
|
$
|
(
|
)
|
|||
|
Less: Net income / (loss) attributable to non-controlling interest
|
( |
) | ||||||
|
Net income / (loss) attributable to common shareholders, basic and diluted
|
$
|
|
$
|
(
|
)
|
|||
|
|
||||||||
|
Weighted average number of common shares outstanding, basic
|
||||||||
|
Weighted average number of common shares outstanding, diluted
|
||||||||
|
|
||||||||
|
Earnings / (loss) per share attributable to common shareholders, basic and diluted
|
$ | $ | ( |
) | ||||
| 16. |
Equity Incentive Plan:
|
| 17. |
Subsequent Events
|