v3.26.3
Transactions with Related Parties
6 Months Ended
Jun. 30, 2026
Related Party Transactions [Abstract]  
Transactions with Related Parties
3.
Transactions with Related Parties
The Manager provides the vessels with a wide range of shipping services such as chartering, technical support and maintenance, insurance, consulting, financial and accounting services, for a fixed daily fee of $440, as per the management agreement between the Manager and the Company.
Based on the management agreement between the Manager and the Company, the Manager also receives a brokerage commission of 1.25% on freight, hire and demurrage per vessel. In addition, the Manager arranges for supervision onboard the vessels, when required, by superintendent engineers and when such visits exceed a period of five days in a twelve-month period, an amount of $500 is charged for each additional day (the “Superintendent fees”).
The Manager also acts as a sales and purchase broker for the Company in exchange for a commission fee equal to 1% of the gross sale or purchase price of vessels or companies. The commission fees relating to vessels purchased (“Commissions – vessel purchased”) are capitalized to the cost of the vessels as incurred, and are included in “Vessels, net” in the unaudited interim condensed consolidated balance sheets.
The Manager also provides crew management services to the vessels. These services have been subcontracted by the Manager to an affiliated ship-management company, Hellenic Manning Overseas Inc. The Company pays to the Manager a fixed monthly fee of $2,500 per vessel for these services (the “Crew management fees”) and the related expense is included in “Operating expenses – related party” in the unaudited interim condensed consolidated statements of comprehensive income.
In addition to management services, the Company reimburses the Manager for the compensation of its executive officers (the “Executive compensation”). Furthermore, the Company rents office space from the Manager and incurs a rental expense (the “Rental Expense”). The related expenses are included in “General and administrative expenses – related party” in the unaudited interim condensed consolidated statements of comprehensive income.
The current account balance with the Manager at December 31, 2025 and June 30, 2026 was a liability of $27,612 and $817,099, respectively. The liability as at December 31, 2025 and June 30, 2026 mainly represents payments made by the Manager on behalf of the Company.
On April 10, 2024, the Company entered into a memorandum of agreement with Transamerica Logistics Inc., a company affiliated with members of the family of the Company’s Non-Executive Chairman for the acquisition of the vessel “Eco Spitfire” for an aggregate consideration of $16,190,000. The vessel was delivered to the Company on May 10, 2024. 10% of the total consideration i.e. $1,619,000 was paid in cash, upon delivery, while the remaining amount of $14,571,000 was paid in April 2025 and had no stated interest. The vessel was recorded at its fair value of $15,000,000 as determined by an independent broker and the liability was recorded at $13,381,000 (the “Remaining purchase price”) on May 10, 2024. Since the payment of the remaining amount of $14,571,000 depended only on the passage of time, this arrangement has been accounted for as seller financing and the financing component amounting to $1,190,000, being the difference between the Remaining purchase price and the amount of $14,571,000 paid in April 2025, was accounted for as interest over the life of the liability i.e. until April 2025. The interest expense amounting to $365,935 and nil, for the period from January 1, 2025 to April 10, 2025, and six-month period ended June 30, 2026, respectively, was included in “Interest and finance costs-related parties” in the unaudited interim condensed consolidated statements of comprehensive income.
 
On December 15, 2025, the Company entered into a memorandum of agreement with Perfect Storm Inc., a company affiliated with members of the family of the Company’s
Non-Executive
Chairman for the acquisition of the vessel “Clean Reaper (ex. San Remo)” for a consideration of $16,880,000. No deposit was paid as of June 30, 2026. The vessel was delivered to the Company on August 6, 2026 (Note 14).
On January 16, 2026, the Company entered into a memorandum of agreement with Furioza Trading Desk Overseas Inc., a company affiliated with members of the family of the Company’s
Non-Executive
Chairman for the acquisition of the vessel “Clean Fury” for an aggregate consideration of $22,900,000. The vessel was delivered to the Company on April 3, 2026. The total consideration is payable in January 2027 and has no stated interest. The vessel was recorded at its fair value of $22,100,000 as determined by an independent broker and the liability was recorded at $22,100,000 (the “Purchase price”) on April 3, 2026. Since the payment of the remaining amount of $22,900,000 depended only on the passage of time, this arrangement has been accounted for as seller financing and the financing component amounting to $800,000, being the difference between the Purchase price and the amount of $22,900,000 which is payable in January 2027, will be accounted for as interest over the life of the liability i.e. until January 2027. The interest expense amounting to nil and $241,411, for the
six-month
period ended June 30, 2025 and period from April 3, 2026 to June 30, 2026, respectively, was included in “Interest and finance costs-related parties” in the unaudited interim condensed consolidated statements of comprehensive income.
The current account balance with Imperial Petroleum Inc. as of June 30, 2026 was a liability of $347,917 (December 31, 2025: $354,167). The liability for both periods related to the accrued dividend payable on Series A Preferred Shares.
The current account balance with Furioza Trading Desk Overseas Inc., the company affiliated with members of the family of the
Company’s Non-Executive
Chairman, as of June 30, 2026 was $23,308,762. This liability related to the outstanding amount for the acquisition of the vessel “Clean Fury” which included the Purchase price, accrued interest of $241,411 and payables of $967,351 relating to inventory on board the vessel.
The amounts charged by the Company’s related parties comprised the following:
 
    
Location in unaudited interim
condensed consolidated statement of
comprehensive income
   Six-month period
ended June 30, 2025
     Six-month period
ended June 30, 2026
 
Management fees
   Management fees – related party      318,560        357,720  
Brokerage commissions
   Voyage expenses – related party      237,802        428,948  
Superintendent fees
   Vessels’ operating expenses – related party      6,500        15,500  
Crew management fees
   Vessels’ operating expenses – related party      60,000        67,500  
Executive compensation
   General and administrative expenses – related party      237,243        262,310  
Rental expense
   General and administrative expenses – related party      33,002        24,751  
Commission – vessel purchased
   Vessels, net      —          229,000  
Interest expense
   Interest and finance costs – related parties      365,935        241,411