UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2023
Commission File Number: 001-37889
TOP SHIPS INC.
(Translation of registrant's name into English)
1 VAS. SOFIAS & MEG.
ALEXANDROU STREET
151 24, MAROUSSI
ATHENS, GREECE
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ] Form 40-F [ ]
On August 3, 2023, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(c) Exhibit 99.1. Press release dated August 3, 2023
The information contained in this report on Form 6-K, other than the speech of the company's CEO, is hereby incorporated by reference into the Company's registration statements on Form F-3 (File Nos. 333-267170, 333-268475 and 333-267545).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
TOP SHIPS INC. | ||
(Registrant) | ||
Date: August 3, 2023 | /s/ Evangelos J. Pistiolis | |
Evangelos J. Pistiolis | ||
Chief Executive Officer | ||
EXHIBIT 99.1
Top Ships Announces Profit of $5.8 Million and an EPS of $0.13 for the 1st Half of 2023 Marking its Fifth Consecutive Profitable Six-Month Period
ATHENS, Greece, Aug. 03, 2023 (GLOBE NEWSWIRE) -- TOP Ships Inc. (the “Company”), an international owner and operator of modern, fuel efficient "ECO" tanker vessels, announced today its unaudited financial results for the six months ended June 30, 2023.
As of and for six months ended June 30, 2023, the Company reported:
Mr. Evangelos J. Pistiolis, the President, Chief Executive Officer and Director of the Company, remarked:
“We are delighted to announce yet another successful period, marking our fifth consecutive six-month period of generating net income. This achievement brings us closer to celebrating our third year of sustained profitability. After successfully completing our newbuilding program in 2022, we don’t have any capital commitments going forward. We now possess one of the most modern tanker fleets in the industry, with an average age of less than three years, consisting of state-of-the-art vessels equipped with the latest eco-friendly and fuel-efficient specifications and features. Due to our successful long-term time charter strategy, we are enjoying a substantial charter backlog and a positive income and cashflow generation, which we anticipate will extend into 2024. I would like to emphasise, that in my opinion, the current trading price of our common shares does not reflect all of these positive aspects of the Company.”
About TOP Ships Inc.
TOP Ships Inc. is an international owner and operator of modern, fuel efficient eco tanker vessels focusing on the transportation of crude oil, petroleum products (clean and dirty) and bulk liquid chemicals.
For more information about TOP Ships Inc., visit its website: www.topships.org.
Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.
The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect” “pending” and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, our management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.
Contact:
Alexandros Tsirikos
Chief Financial Officer
TOP Ships Inc.
Tel: +30 210 812 8107
Email: atsirikos@topships.org
TOP SHIPS INC. | |||||||
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023 | |||||||
(Expressed in thousands of U.S. Dollars - except share and per share data) | |||||||
Six Months Ended | |||||||
June 30, | June 30, | ||||||
2022 | 2023 | ||||||
REVENUES: | |||||||
Time charter revenues | $ | 36,060 | $ | 36,710 | |||
Time charter revenues from related parties | 2,786 | 4,435 | |||||
Total revenues | 38,846 | 41,145 | |||||
EXPENSES: | |||||||
Voyage expenses | 875 | 804 | |||||
Operating lease expenses | 5,378 | 5,378 | |||||
Other vessel operating expenses | 9,705 | 9,624 | |||||
Vessel depreciation | 6,114 | 7,175 | |||||
Management fees-related parties | 1,030 | 1,092 | |||||
Gain on sale of vessels | (78 | ) | - | ||||
General and administrative expenses | 691 | 799 | |||||
Operating income | 15,131 | 16,273 | |||||
OTHER INCOME (EXPENSES): | |||||||
Interest and finance costs | (6,927 | ) | (10,528 | ) | |||
Interest income | - | 58 | |||||
Equity gains/(losses) in unconsolidated joint ventures | 401 | (29 | ) | ||||
Total other expenses, net | (6,526 | ) | (10,499 | ) | |||
Net income and comprehensive income | 8,605 | 5,774 | |||||
Less: Deemed dividend equivalents on Series F Shares related to redemption value | (14,400 | ) | - | ||||
Less: Dividends of preferred shares | (7,322 | ) | (3,485 | ) | |||
Net (loss)/income and comprehensive income attributable to common shareholders | (13,117 | ) | 2,289 | ||||
(Loss)/Earnings per common share, basic | (6.15 | ) | 0.13 | ||||
(Loss)/Earnings per common share, diluted | (6.15 | ) | 0.10 | ||||
Weighted average common shares outstanding, basic | 2,132,179 | 17,793,072 | |||||
Weighted average common shares outstanding, diluted | 2,132,179 | 33,079,436 | |||||
TOP SHIPS INC. | |||||
UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS | |||||
DECEMBER 31, 2022 AND JUNE 30, 2023 | |||||
(Expressed in thousands of U.S. Dollars - except share and per share data) | |||||
December 31, | June 30, | ||||
2022 | 2023 | ||||
ASSETS | |||||
CURRENT ASSETS: | |||||
Cash and cash equivalents | 20,544 | 9,629 | |||
Trade accounts receivable | 8 | - | |||
Prepayments and other | 1,314 | 1,626 | |||
Inventories | 1,026 | 1,057 | |||
Due from related parties | - | 622 | |||
Total current assets | 22,892 | 12,934 | |||
FIXED ASSETS: | |||||
Vessels, net | 389,059 | 381,884 | |||
Right of use assets from operating leases | 28,708 | 24,093 | |||
Other fixed assets, net | 505 | 505 | |||
Total fixed assets | 418,272 | 406,482 | |||
OTHER NON CURRENT ASSETS: | |||||
Restricted cash | 4,000 | 4,000 | |||
Investments in unconsolidated joint ventures | 22,173 | 20,804 | |||
Deposit asset | 2,000 | 2,000 | |||
Total non-current assets | 28,173 | 26,804 | |||
Total assets | 469,337 | 446,220 | |||
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY | |||||
CURRENT LIABILITIES: | |||||
Current portion of long-term debt | 12,344 | 34,874 | |||
Due to related parties | 237 | - | |||
Accounts payable | 1,953 | 1,759 | |||
Accrued liabilities | 2,061 | 2,083 | |||
Unearned revenue | 7,030 | 6,286 | |||
Current portion of Operating lease liabilities | 8,610 | 8,795 | |||
Vessel fair value participation liability | - | 3,605 | |||
Total current liabilities | 32,235 | 57,402 | |||
NON-CURRENT LIABILITIES: | |||||
Non-current portion of long-term debt | 221,370 | 192,309 | |||
Non-current portion of Operating lease liabilities | 15,338 | 10,847 | |||
Other non-current liabilities | 100 | 50 | |||
Vessel fair value participation liability | 3,271 | - | |||
Total non-current liabilities | 240,079 | 203,206 | |||
COMMITMENTS AND CONTINGENCIES | |||||
Total liabilities | 272,314 | 260,608 | |||
MEZZANINE EQUITY: | |||||
Preferred stock, $0.01 par value; 20,000,000 shares authorized; 13,452 Series E Shares issued and outstanding at December 31, 2022 and June 30, 2023 and 5,850,748 and 3,659,628 Series F Shares issued and outstanding at December 31, 2022 and June 30, 2023 | 59 | 37 | |||
Preferred stock, Paid-in capital in excess of par | 86,292 | 60,021 | |||
Total mezzanine equity | 86,351 | 60,058 | |||
STOCKHOLDERS’ EQUITY: | |||||
Preferred stock, $0.01 par value; 20,000,000 shares authorized; of which 100,000 Series D shares were outstanding at December 31, 2022 and June 30, 2023 | 1 | 1 | |||
Common stock, $0.01 par value; 1,000,000,000 shares authorized; 10,294,906 shares issued and outstanding at December 31, 2022 and 20,346,091 shares issued and outstanding at June 30, 2023 | 103 | 203 | |||
Additional paid-in capital | 428,374 | 437,382 | |||
Accumulated deficit | (317,806 | ) | (312,032 | ) | |
Total stockholders’ equity | 110,672 | 125,554 | |||
Total liabilities, mezzanine equity and stockholders’ equity | 469,337 | 446,220 |
TOP SHIPS INC. | |||||
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2022 AND 2023 | |||||
(Expressed in thousands of U.S. Dollars) | |||||
Six months ended June 30, | |||||
2022 | 2023 | ||||
Net Cash provided by Operating Activities | 13,947 | 13,023 | |||
Cash Flows from Investing Activities: | |||||
Advances for vessels under construction | (216,559 | ) | - | ||
Net proceeds from sale of vessels | 72,060 | - | |||
Returns of investments in unconsolidated joint ventures | 1,449 | 1,340 | |||
Net Cash (used in)/provided by Investing Activities | (143,050 | ) | 1,340 | ||
Cash Flows from Financing Activities: | |||||
Proceeds from debt | 156,201 | - | |||
Principal payments of debt | (6,906 | ) | (7,813 | ) | |
Prepayment of debt | (54,179 | ) | - | ||
Proceeds from issuance of series F preferred stock | 47,630 | - | |||
Proceeds from related party debt | 9,000 | - | |||
Prepayment of related party debt | (9,000 | ) | - | ||
Proceeds from equity offerings, gross | 9,217 | 13,561 | |||
Equity offerings costs | (574 | ) | (1,260 | ) | |
Dividends of Preferred shares | (6,921 | ) | (3,485 | ) | |
Payment of financing costs | (3,468 | ) | - | ||
Redemption of preferred shares | - | (26,293 | ) | ||
Proceeds from warrant exercises, net | - | 12 | |||
Net Cash provided by/(used in) Financing Activities | 141,000 | (25,278 | ) | ||
Net increase/(decrease) in cash and cash equivalents and restricted cash | 11,897 | (10,915 | ) | ||
Cash and cash equivalents and restricted cash at beginning of year | 6,370 | 24,544 | |||
Cash and cash equivalents and restricted cash at end of the period | 18,267 | 13,629 | |||
Cash breakdown | |||||
Cash and cash equivalents | 14,267 | 9,629 | |||
Restricted cash, non-current | 4,000 | 4,000 | |||
SUPPLEMENTAL CASH FLOW INFORMATION | |||||
Capital expenditures included in Accounts payable/ Accrued liabilities/ Due to related parties | 155 | - | |||
Interest paid net of capitalized interest | 4,414 | 8,814 | |||
Finance fees included in Accounts payable/Accrued liabilities/Due to related parties | 100 | 16 | |||
Dividends of Preferred shares included in Due to Related Parties | 1,369 | - | |||
Offering expenses included in liabilities | 141 | - | |||
Deemed dividend equivalents on Series F Shares related to redemption value | 14,400 | - | |||
Settlement of Due to related parties with the issuance of Series F Shares | 24,370 | - | |||
Related party S&P commissions relating to Proceeds from vessel sales included in Due to related parties | 346 | - | |||
*Non-US GAAP Measures
This report describes earnings before interest, taxes, depreciation and amortization (EBITDA), which is not a measure prepared in accordance with U.S. GAAP (i.e., a “Non-U.S. GAAP” measure). We define EBITDA as earnings before interest, taxes, depreciation and amortization.
EBITDA is a non-U.S. GAAP financial measure that is used as a supplemental financial measure by management and external users of financial statements, such as investors, to assess our financial and operating performance. We believe that this non-U.S. GAAP financial measure assists our management and investors by increasing the comparability of our performance from period to period. This is achieved by excluding the potentially disparate effects between periods or companies of interest, other financial items, depreciation and amortization and taxes, which items are affected by various and possibly changing financing methods, capital structure and historical cost basis and which items may significantly affect net income between periods. We believe that including EBITDA as a measure of operating performance benefits investors in (a) selecting between investing in us and other investment alternatives and (b) monitoring our ongoing financial and operational strength.
EBITDA is not a measure of financial performance under U.S. GAAP, does not represent and should not be considered as an alternative to net income, operating income, cash flow from operating activities or any other measure of financial performance presented in accordance with U.S. GAAP. EBITDA as presented below may not be comparable to similarly titled measures of other companies. See below for a reconciliation of EBITDA to Net Income, the most directly comparable U.S. GAAP measure.
Reconciliation of Net Income to EBITDA
Six months ended June 30, | |||
(Expressed in thousands of U.S. Dollars) | 2022 | 2023 | |
Net Income | 8,605 | 5,774 | |
Add: Vessel depreciation | 6,114 | 7,175 | |
Add: Interest and finance costs | 6,927 | 10,528 | |
Less: Interest Income | - | (58) | |
EBITDA | 21,646 | 23,419 |