Top Ships (TOPS) Registration filing summary

Company overview and business model

• International owner and operator of modern, fuel-efficient eco tanker vessels focused on transporting crude oil, petroleum products, and bulk liquid chemicals, with a fleet capacity of 857,000 dwt and additional newbuilds scheduled for 2028–2029.

• Fleet includes Suezmax, VLCC, MR tankers, and joint ventures, all IMO-certified and equipped with advanced fuel efficiency and emission reduction technologies.

• Management team has extensive industry experience and strong relationships with major oil companies and charterers.

• Recent developments include equity distribution and purchase agreements, and ongoing fleet expansion through newbuild contracts.

Financial performance and metrics

• As of December 31, 2025, total capitalization was $305.8 million, with adjustments for recent financings and share issuances increasing it to $381.1 million post-offering.

• Recent transactions include $3.9 million in debt repayments, $51.9 million from sale and leaseback financing, and $4.1 million from ATM share sales.

Use of proceeds and capital allocation

• Estimated net proceeds of $9.2 million, with actual amount dependent on offering results due to best efforts structure.

• Intended uses include general corporate purposes, working capital, debt repayment, payment for tanker acquisitions, and fleet expansion, including newbuild construction and potential vessel acquisitions.

• Management retains significant discretion over allocation of proceeds.