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6-K 1 tm2532360d1_6k.htm FORM 6-K

 

 

 

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 OF

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of: November 2025

 

Commission File Number: 001-34985

 

 

 

Globus Maritime Limited

(Translation of registrant’s name into English)

 

128 Vouliagmenis Avenue, 3rd Floor, Glyfada, Attica, Greece, 166 74

(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 ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

 

 

 

 


 

EXHIBIT INDEX

 

Exhibit Number   Document
99.1   Globus Maritime Limited Reports Financial Results for the Quarter and nine-month period ended September 30, 2025
99.2   Management’s Discussion and Analysis of Financial Condition and Results of Operations and unaudited interim condensed consolidated financial statements as at September 30, 2025 and for the nine-month periods ended September 30, 2025 and 2024

 

THIS REPORT ON FORM 6-K (BUT EXCLUDING EXHIBIT 99.1 HEREOF) IS HEREBY INCORPORATED BY REFERENCE INTO THE COMPANY’S REGISTRATION STATEMENTS: (A) ON FORM F-3 (FILE NO. 333-240042), FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 23, 2020 AND DECLARED EFFECTIVE AUGUST 6, 2020 (B) ON FORM F-3 (FILE NO. 333-273249), FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 14, 2023 AND DECLARED EFFECTIVE ON JULY 26, 2023.

 

 


 

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.

 

  GLOBUS MARITIME LIMITED
     
  By: /s/ Athanasios Feidakis
  Name: Athanasios Feidakis
  Title: President, Chief Executive Officer and Chief Financial Officer

 

Date: November 28, 2025

 

 

 

EX-99.1 2 tm2532360d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1 

 

 

 

GLOBUS MARITIME LIMITED

 

Globus Maritime Limited Reports Financial Results for the Third Quarter and Nine-Month Period Ended September 30, 2025

 

Glyfada, Greece, November 28, 2025, Globus Maritime Limited (“Globus”, the “Company”, “we”, or “our”) (NASDAQ: GLBS), a dry bulk shipping company, today reported its unaudited consolidated financial results for the third quarter and nine-month period ended September 30, 2025.

 

· Revenue
o $12.6 million in Q3 2025
o $30.8 million in 9M 2025
· Net income / (loss)
o $0.7 million net income in Q3 2025
o $2.6 million net loss in 9M 2025
· Adjusted EBITDA
o $5.5 million in Q3 2025
o $10.7 million in 9M 2025
· Time Charter Equivalent
o $14,702 per day in Q3 2025
o $11,705 per day in 9M 2025
· We reached an agreement with one of our existing Lenders to reduce the margin and extend the maturity of the existing Facility.
· We have secured Financing arrangements for the two new building vessels which are scheduled for delivery in the second half of 2026.

 

Current Fleet Profile

 

As of the date of this press release, Globus’ subsidiaries own and operate nine dry bulk carriers, consisting of six Kamsarmax and three Ultramax.

 

Vessel Year Built Yard Type Month/Year Delivered DWT Flag
Galaxy Globe 2015 Hudong-Zhonghua Kamsarmax October 2020 81,167 Marshall Is.
Diamond Globe 2018 Jiangsu New Yangzi Shipbuilding Co. Kamsarmax

June 2021 82,027 Marshall Is.
Power Globe 2011 Universal Shipbuilding Corporation Kamsarmax July 2021 80,655 Cyprus
Orion Globe 2015 Tsuneishi Zosen Kamsarmax November 2021 81,837 Marshall Is.
GLBS Hero 2024 Nihon Shipyard Co., Ltd. Ultramax January 2024 64,000 Marshall Is.
GLBS Might 2024 Nantong Cosco KHI Ship Engineering Co., Ltd. Ultramax August 2024 64,000 Marshall Is.
GLBS Magic 2024 Nantong Cosco KHI Ship Engineering Co., Ltd. Ultramax September 2024 64,000 Marshall Is.
GLBS Angel 2016 Hudong-Zhonghua Kamsarmax November 2024 81,119 Marshall Is.
GLBS Gigi 2014 Tsuneishi Hi Cebu Kamsarmax December 2024 81,817 Marshall Is.
Weighted Average Age: 8 Years as of November 28, 2025   680,622  

 

 Registered office: Trust Company Complex, Ajeltake Road, Ajeltake Island,
P.O. Box 1405, Majuro, Marshall Islands MH 96960
Comminucations Address: c/o Globus Shipmanagement Corp.
128 Vouliagmenis Avenue, 3rd Floor, 166 74 Glyfada, Greece
Tel: +30 210 9608300, Fax: +30 210 9608359, e-mail: info@globusmaritime.gr
www.globusmaritime.gr

 

 


  

Current Fleet Deployment

 

All our vessels are currently operating on short-term time charters (“on spot”).

 

Management Commentary

 

“During the third quarter of 2025, we experienced a gradual but meaningful improvement in market rates for the vessel segments in which we operate. The quarter ended at significantly higher levels than it began with, our nimble chartering strategy allowed us to effectively capture the upward momentum. This positive trend continued into the fourth quarter of 2025, with rates for midsize bulk carriers currently ranging around $15,000 and $18,000 per day. Our modern fleet is well positioned to benefit from these conditions through short-term and index-linked chartering arrangements that provide direct exposure to improving market fundamentals. Asset values remain elevated, and sale-and-purchase activity has been strong across the market.

 

“Operationally, we completed the dry-docking of one vessel during the quarter, which temporarily affected utilization. Although the work experienced a minor delay due to unforeseen circumstances, the final outcome met our expectations and costs remained within acceptable levels.

 

“Construction of our two Ultramax newbuildings in Japan, scheduled for delivery in 2026, is progressing according to plan. These fuel-efficient vessels will enhance our operational flexibility and are well received by charterers.

 

“We also secured financing for both newbuildings from Japanese institutions on what we consider attractive terms. In parallel, we amended one of our existing credit facilities, achieving a reduced margin and an extended maturity, with a long-standing financial partner.

 

“Looking ahead, market conditions remain constructive. We see encouraging signs across several dry bulk trade routes and are optimistic about the outlook for the midsize bulker segment. We look forward to operating our fully delivered fleet, generating sustainable cash flows, and delivering meaningful returns to shareholders.”

 

Recent Developments

 

Sale of vessel

 

On February 4, 2025, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2007-built River Globe for a gross price of $8.55 million before commissions and expenses. The vessel was delivered to her new owners on March 17, 2025.

 

Debt financing

 

In September 2025, the Company amended its CIT loan facility with First Citizens Bank & Trust Company, extending the termination date of Tranches F and G to August 10, 2027, to align with Tranches H and I. The amendment also revised the repayment schedules for the affected tranches and reduced the applicable margin for all tranches from 2.70% to 1.95%. The Company determined that the changes did not substantially modify CIT Loan Facility’s terms and the Company recognized a gain on modification which amounted to $461 thousand.

 

The Company, through its subsidiaries, has arranged a $25 million loan facility and a $28 million sale and bareboat back agreement for its two vessels under construction, which are scheduled for delivery in the second half of 2026.

 

Earnings Highlights

    Three months ended
September 30,
    Nine months ended
 September 30,
 
             
(Expressed in thousands of U.S dollars except for daily rates and per share data)   2025     2024     2025     2024  
                         
Revenue     12,596       8,950       30,753       26,179  
Net income / (loss)     725       (550 )     (2,625 )     2,430  
Adjusted EBITDA (1)     5,516       2,907       10,734       8,881  
Basic & diluted earnings / (loss) per share (2)     0.04       (0.03 )     (0.13 )     0.12  

 

(1) Adjusted EBITDA is a measure not in accordance with generally accepted accounting principles (“GAAP”). See a later section of this press release for a reconciliation of Adjusted EBITDA to net income and net cash generated from operating activities, which are the most directly comparable financial measures calculated and presented in accordance with the GAAP measures.
(2) The weighted average number of shares for the nine-month period ended September 30, 2025, and 2024, was 20,582,301. The weighted average number of shares for the three-month period ended September 30, 2025, and 2024, was 20,582,301.

 

2


 

Third quarter of the year 2025 compared to the third quarter of the year 2024

 

Net income for the third quarter of the year 2025 amounted to $0.7 million or $0.04 basic income per share based on 20,582,301 weighted average number of shares compared to net loss of $0.55 million or $0.03 basic loss per share based on 20,582,301 weighted average number of shares for the same period last year.

 

Revenue

 

During the three-month period ended September 30, 2025, and 2024, our Revenues reached $12.6 million and $8.95 million, respectively. The 41% increase in Revenues is primarily attributable to the higher average number of vessels operated by the Company during the three-month period ended September 30, 2025, compared to the same period in 2024. The Company operated an average fleet of 9 vessels in the third quarter of 2025, compared to an average of 6.7 vessels during the corresponding period in 2024. Furthermore, the Daily Time Charter Equivalent rate (TCE) for the third quarter of 2025 was $14,702 per vessel per day against $13,867 per vessel per day during the same period in 2024 corresponding to an increase of 6%.

 

First nine months of the year 2025 compared to the first nine months of the year 2024

 

Net loss for the nine-month period ended September 30, 2025, amounted to $2.6 million or $0.13 basic loss per share based on 20,582,301 weighted average number of shares, compared to net income of $2.4 million for the same period last year or $0.12 basic income per share based on 20,582,301 weighted average number of shares.

 

Revenue

 

During the nine-month period ended September 30, 2025, and 2024, our Revenues reached $30.8 million and $26.2 million, respectively. The 18% increase in Revenues is primarily attributable to the higher average number of vessels operated by the Company during the first nine months of 2025 compared to the same period in 2024. The Company operated an average fleet of 9.3 vessels in the first nine months of 2025, compared to an average of 6.8 vessels during the corresponding period in 2024. Conversely, the daily Time Charter Equivalent rate (TCE) for the nine-month period ended September 30, 2025, was $11,705 per vessel per day, compared to $13,450 per vessel per day for the same period in 2024, representing a 13% decline, which is attributed to the worse conditions throughout the bulk market for the first six months of 2025. This decrease is attributed to unfavourable market conditions in the bulk shipping sector during the first half of 2025.

 

Fleet Summary data

 

    Three months ended
September 30,
    Nine months ended
September 30,
 
    2025     2024     2025     2024  
                         
Ownership days (1)     828       612       2,532       1,862  
Available days (2)     795       612       2,460       1,862  
Operating days (3)     785       609       2,450       1,848  
Fleet utilization (4)     98.7 %     99.6 %     99.6 %     99.3 %
Average number of vessels (5)     9.0       6.7       9.3       6.8  
Daily time charter equivalent (TCE) rate (6)   $ 14,702     $ 13,867     $ 11,705     $ 13,450  
Daily operating expenses (7)   $ 5,841     $ 5,824     $ 5,587     $ 5,326  

 

Notes:

(1) Ownership days are the aggregate number of days in a period during which each vessel in our fleet has been owned by us.
(2) Available days are the number of ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairs under guarantee, vessel upgrades or special surveys.
(3) Operating days are the number of available days less the aggregate number of days that the vessels are off-hire due to any reason, including unforeseen circumstances but excluding days during which vessels are seeking employment.
(4) We calculate fleet utilization by dividing the number of operating days during a period by the number of available days during the period.
(5) Average number of vessels is measured by the sum of the number of days each vessel was part of our fleet during a relevant period divided by the number of calendar days in such period.
(6) TCE rates are our voyage revenues less net revenues from our bareboat charters less voyage expenses during a period divided by the number of our available days during the period which is consistent with industry standards. TCE is a measure not in accordance with IFRS.
(7) We calculate daily vessel operating expenses by dividing vessel operating expenses by ownership days for the relevant time period.

 

3


 

Selected Consolidated Financial & Operating Data

 

    Three months ended
September 30,
   

Nine months ended

September 30,

 
    2025     2024     2025     2024  
                         
(In thousands of U.S. dollars, except per share data)   (unaudited)     (unaudited)  
Consolidated Condensed Statements of Operations:                        
Revenue     12,596       8,950       30,753       26,179  
Voyage and Operating vessel expenses     (5,746 )     (3,934 )     (16,103 )     (10,776 )
General and administrative expenses     (1,363 )     (2,147 )     (3,889 )     (6,527 )
Depreciation and Depreciation of dry-docking costs     (3,539 )     (2,100 )     (10,937 )     (6,485 )
Reversal of Impairment     -       -       -       1,891  
Other income & gain from sale of vessel, net     29       40       2,110       7  
Interest and finance costs and foreign exchange losses, net     (1,263 )     (1,035 )     (4,578 )     (2,077 )
Gain/(Loss) on derivative financial instruments, net     11       (324 )     19       218  
Net income / (loss) for the period     725       (550 )     (2,625 )     2,430  
                                 
Basic net income / (loss) per share for the period (1)     0.04       (0.03 )     (0.13 )     0.12  
Adjusted EBITDA (2)     5,516       2,907       10,734       8,881  

 

(1) The weighted average number of shares for the nine-month period ended September 30, 2025, and 2024, was 20,582,301. The weighted average number of shares for the three-month period ended September 30, 2025, and 2024, was 20,582,301.

 

(2) Adjusted EBITDA represents net earnings before interest and finance costs net, gains or losses from the change in fair value of derivative financial instruments, foreign exchange gains or losses, income taxes, depreciation, depreciation of dry-docking costs, amortization of fair value of time charter acquired, impairment and gains or losses on sale of vessels. Adjusted EBITDA does not represent and should not be considered as an alternative to net income/(loss) or cash generated from operations, as determined by IFRS, and our calculation of Adjusted EBITDA may not be comparable to that reported by other companies. Adjusted EBITDA is not a recognized measurement under IFRS.

 

Adjusted EBITDA is included herein because it is a basis upon which we assess our financial performance and because we believe that it presents useful information to investors regarding a company’s ability to service and/or incur indebtedness and it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.

 

Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under IFRS. Some of these limitations are:

 

· Adjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;
· Adjusted EBITDA does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our debt;
· Adjusted EBITDA does not reflect changes in or cash requirements for our working capital needs; and
· Other companies in our industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

 

Because of these limitations, Adjusted EBITDA should not be considered a measure of discretionary cash available to us to invest in the growth of our business.

 

The following table sets forth a reconciliation of Adjusted EBITDA to net income/(loss) and net cash generated from/(used in) operating activities for the periods presented:

 

   

Three months ended

September 30,

   

Nine months ended

September 30,

 
(Expressed in thousands of U.S. dollars)   2025     2024     2025     2024  
                         
    (Unaudited)     (Unaudited)  
Net income/(loss) for the period     725       (550 )     (2,625 )     2,430  
Interest and finance costs, net     1,263       1,035       4,578       2,077  
Loss / (Gain) on derivative financial instruments, net     (11 )     324       (19 )     (218 )
Depreciation and Depreciation of dry-docking costs     3,539       2,100       10,937       6,485  
Reversal of Impairment loss     -       -       -       (1,891 )
Gain from sale of vessel     -       (2 )     (2,137 )     (2 )
Adjusted EBITDA     5,516       2,907       10,734       8,881  
Payment of deferred dry-docking costs     (1,905 )     67       (3,861 )     (470 )
Net increase in operating assets     (515 )     (256 )     (900 )     (382 )
Net (increase)/decrease in operating liabilities     468       328       (1,248 )     2,699  
Provision for staff retirement indemnities     3       (1 )     68       31  
Foreign exchange (losses)/gains net, not attributed to cash & cash equivalents     (10 )     (20 )     (67 )     (7 )
Net cash generated from operating activities     3,557       3,025       4,726       10,752  

 

4


 

    Three months ended
September 30,
   

Nine months ended

September 30,

 
(Expressed in thousands of U.S. dollars)   2025     2024     2025     2024  
                         
    (Unaudited)     (Unaudited)  
Statement of cash flow data:                  
Net cash generated from operating activities     3,557       3,025       4,726       10,752  
Net cash used in investing activities     (22,552 )     (35,158 )     (13,300 )     (64,402 )
Net cash (used in) / generated from financing activities     (3,575 )     21,072       (12,506 )     39,152  

  

    As at September 30,     As at December 31,  
(Expressed in thousands of U.S. Dollars)   2025     2024  
             
    (Unaudited)  
Consolidated Condensed Balance Sheet Data:                
Vessels and Advances for Vessel purchase, net     255,102       264,030  
Cash and cash equivalents (including current restricted cash)     28,162       50,657  
Other current and non-current assets     6,527       6,299  
Total assets     289,791       320,986  
Total equity     173,776       176,401  
Total debt & Finance liabilities, net of unamortized debt discount     109,791       137,090  
Other current and non-current liabilities     6,224       7,495  
Total equity and liabilities     289,791       320,986  

 

About Globus Maritime Limited

 

Globus is an integrated dry bulk shipping company that provides marine transportation services worldwide. The Company’s operating fleet consists of nine dry bulk vessels that transport iron ore, coal, grain, steel products, cement, alumina and other dry bulk cargoes internationally, with a total carrying capacity of 680,622 Dwt and a weighted average age of 8 years as of November 28, 2025.

 

Safe Harbor Statement

 

This communication contains “forward-looking statements” as defined under U.S. federal securities laws. Forward-looking statements provide the Company’s current expectations or forecasts of future events. Forward-looking statements include statements about the Company’s expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions. Words or phrases such as “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “ongoing,” “plan,” “potential,” “predict,” “project,” “will” or similar words or phrases, or the negatives of those words or phrases, may identify forward-looking statements, but the absence of these words does not necessarily mean that a statement is not forward-looking. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons specifically as described in the Company’s filings with the Securities and Exchange Commission. Accordingly, you should not unduly rely on these forward-looking statements, which speak only as of the date of this communication. Globus undertakes no obligation to publicly revise any forward-looking statement to reflect circumstances or events after the date of this communication or to reflect the occurrence of unanticipated events. You should, however, review the factors and risks Globus describes in the reports it will file from time to time with the Securities and Exchange Commission after the date of this communication.

 

For further information please contact:

 

Globus Maritime Limited   +30 210 960 8300  
Athanasios Feidakis, CEO   a.g.feidakis@globusmaritime.gr  
       
Capital Link – New York   +1 212 661 7566  
Nicolas Bornozis   globus@capitallink.com  

 

5

 

 

EX-99.2 3 tm2532360d1_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

 

GLOBUS MARITIME LIMITED

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following is a discussion of our financial condition and results of operations for the nine-month periods ended September 30, 2025 and 2024. Unless otherwise specified herein, references to the “Company”, “we” or “our” shall include Globus Maritime Limited (NASDAQ: GLBS) and its subsidiaries. You should read the following discussion and analysis together with our unaudited interim condensed consolidated financial statements as at September 30, 2025 and for the nine-month periods ended September 30, 2025 and 2024, and the accompanying notes thereto, included elsewhere in this report. For the additional information relating to our management’s discussion and analysis of the financial condition and results of operations, please see our Annual Report on Form of 20-F for the year ended December 31, 2024 filed with the Securities and Exchange Commission (the “SEC”) on March 14, 2025 (the “Annual Report”).

 

Forward-Looking Statements

 

Our disclosure and analysis herein pertain to our operations, cash flows and financial position, including, in particular, the likelihood of our success in developing and expanding our business and making acquisitions, includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “projects,” “forecasts,” “may,” “should” and similar expressions are forward-looking statements. All statements herein that are not statements of either historical or current facts are forward-looking statements. Forward-looking statements include, but are not limited to, such matters as our future operating or financial results, global and regional economic and political conditions, including piracy, pending vessel acquisitions, our business strategy and expected capital spending or operating expenses, including dry-docking and insurance costs, competition in the dry bulk industry, statements about shipping market trends, including charter rates and factors affecting supply and demand, our financial condition and liquidity, including our ability to obtain financing in the future to fund capital expenditures, acquisitions and other general corporate activities, our ability to enter into fixed-rate charters after our current charters expire and our ability to earn income in the spot market and our expectations of the availability of vessels to purchase, the time it may take to construct new vessels, and vessels’ useful lives. Many of these statements are based on our assumptions about factors that are beyond our ability to control or predict and are subject to risks and uncertainties that are described more fully under “Item 3. Key Information – D. Risk Factors” of the Annual Report. Any of these factors or a combination of these factors could materially affect our future results of operations and the ultimate accuracy of the forward-looking statements.

 

Factors that might cause future results to differ include, but are not limited to, the following:

 

  · changes in governmental rules and regulations or actions taken by regulatory authorities;
     
  · changes in economic and competitive conditions affecting our business, including market fluctuations in charter rates and charterers’ abilities to perform under existing time charters;
     
  · the length and number of off-hire periods and dependence on third-party managers; and
     
  · other factors discussed under “Item 3. Key Information – D. Risk Factors” of the Annual Report.

 

You should not place undue reliance on forward-looking statements contained herein because they are statements about events that are not certain to occur as described or at all. All forward-looking statements herein are qualified in their entirety by the cautionary statements contained herein. These forward-looking statements are not guarantees of our future performance, and actual results and future developments may vary materially from those projected in the forward-looking statements. Except to the extent required by applicable law or regulation, we undertake no obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

 


 

Overview

 

The address of the registered office of Globus Maritime Limited (“Globus”) is: Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960.

 

The principal business of the Company is the ownership and operation of a fleet of dry bulk motor vessels (“m/v”), providing maritime services for the transportation of dry cargo products on a worldwide basis. The Company conducts its operations through its vessel owning subsidiaries.

 

The operations of the vessels are managed by Globus Shipmanagement Corp. (the “Manager”), a wholly owned Marshall Islands corporation. The Manager has an office in Greece, located at 128 Vouliagmenis Avenue, 166 74 Glyfada, Greece and provides the commercial, technical, cash management and accounting services necessary for the operation of the fleet in exchange for a management fee. The management fee is eliminated on consolidation. The unaudited interim condensed consolidated financial statements, prepared under IFRS, include the financial statements of Globus and its subsidiaries listed below, all wholly owned by Globus as at September 30, 2025:

 

 Company     Country of Incorporation   Vessel Delivery Date      Vessel Name  
Globus Shipmanagement Corp.   Marshall Islands   -   - (1)
Devocean Maritime Ltd.   Marshall Islands   -   - (2)
Serena Maritime Limited   Marshall Islands   October 29, 2020   m/v Galaxy Globe
Talisman Maritime Limited   Marshall Islands   July 20, 2021   m/v Power Globe
Argo Maritime Limited   Marshall Islands   June 9, 2021   m/v Diamond Globe
Salaminia Maritime Limited   Marshall Islands   November 29, 2021   m/v Orion Globe
Calypso Shipholding S.A.   Marshall Islands   January 25, 2024   m/v GLBS Hero
Daxos Maritime Limited   Marshall Islands   August 20, 2024   m/v GLBS Might (3)
Paralus Shipholding S.A.   Marshall Islands   September 20, 2024   m/v GLBS Magic (3)
Dulac Maritime S.A.   Marshall Islands   November 19, 2024   m/v GLBS Angel
Domina Maritime Ltd.   Marshall Islands   December 3, 2024   m/v GLBS Gigi
Olympia Shipholding S.A.   Marshall Islands   -   Hull No: S-K192
Thalia Shipholding S.A.   Marshall Islands   -   Hull No: S-3012
Artful Shipholding S.A.   Marshall Islands   -   -
Longevity Maritime Limited   Malta   -   -

 

(1) Management Company.
(2) On February 4, 2025, the Company, through its subsidiary Devocean Maritime Ltd., entered into an agreement to sell the 2007-built River Globe. The vessel was delivered to her new owners on March 17, 2025.
(3) Subject to sale and bareboat back arrangements which account as financing arrangements.

 

Results of Operations

 

Our revenues consist of earnings under the charters on which we employ our vessels. We believe that the important measures for analysing trends in the results of our operations consist of the following:

 

Revenues

 

The Company generates its revenues from charterers from the charter hire of its vessels. Vessels are chartered using time charters, where a contract is entered into for the use of a vessel for a specific period of time and a specified daily charter hire rate. If a time charter agreement exists and collection of the related revenue is reasonably assured, revenue is recognised on a straight - line basis over the period of the time charter. Such revenues are treated in accordance with IFRS 16 as lease income while the portion of time charter revenues related to technical management services are recognized in accordance with IFRS 15. Associated broker commissions are recognised on a pro-rata basis over the duration of the period of the time charter. Deferred revenue relates to cash received prior to the financial position date and is related to revenue earned after such date.

 

For time charters that qualify as leases, the Company is required to disclose lease and non-lease components of voyage revenue. The revenue earned under time charters is not negotiated in its two separate components, but as a whole. For purposes of determining the standalone selling price of the vessel lease and technical management service components of the Company’s time charters, the Company concluded that the residual approach would be the most appropriate method to use given that vessel lease rates are highly variable depending on shipping market conditions, the duration of such charters and the age of the vessel. The Company believes that the standalone transaction price attributable to the technical management service component, including crewing services, is more readily determinable than the price of the lease component and, accordingly, the price of the service component is estimated using data provided by its technical department, which consist of the crew expenses, maintenance and consumable costs and was approximately $14,507 and $10,111 for the nine months periods ended September 30, 2025 and 2024, respectively. The fleet increased from an average of 6.8 vessels during the nine months of 2024 to 9.3 vessels for the same period in 2025. The lease component that is disclosed then is calculated as the difference between total revenue and the non-lease component revenue and was $16,246 and $15,794 for the nine months periods ended September 30, 2025 and 2024, respectively.

 

 


 

The Company enters into consultancy agreements with other companies for the purpose of providing consultancy services. For these services the Company receives a fee. The total income from these fees is classified in the condensed consolidated statement of comprehensive income/(loss) under management & consulting fee income.

 

Time Charters

 

A time charter is a contract for the use of a vessel for a specific period of time during which the charterer pays substantially all of the voyage expenses, including port and canal charges and the cost of bunkers (fuel oil), but the vessel owner pays vessel operating expenses, including the cost of crewing, insuring, repairing and maintaining the vessel, the costs of spares and consumable stores and tonnage taxes. Time charter rates are usually set at fixed rates during the term of the charter. Prevailing time charter rates fluctuate on a seasonal and on a year-to-year basis and, as a result, when employment is being sought for a vessel with an expiring or terminated time charter, the prevailing time charter rates achievable in the time charter market may be substantially higher or lower than the expiring or terminated time charter rate. Fluctuation in time charter rates are influenced by changes in spot charter rates, which are in turn influenced by a number of factors, including vessel supply and demand. The main factors that could increase total vessel operating expenses are crew salaries, insurance premiums, spare parts, repairs that are not covered under insurance policies and lubricant prices.

 

Voyage Expenses

 

Voyage expenses primarily consist of port, canal and bunker expenses that are unique to a particular charter under time charter arrangements are paid by the charterers or by the Company under voyage charter arrangements. Furthermore, voyage expenses include brokerage commission on revenue paid by the Company.

 

Vessel Operating Expenses

 

Vessel operating expenses primarily consist of crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumable stores, tonnage taxes and other miscellaneous expenses necessary for the operation of the vessel and borne by the owner. All vessel operating expenses are expensed as incurred.

 

General and Administrative Expenses

 

The primary components of general and administrative expenses consist of the services of our senior executive officers, and the expenses associated with being a public company. Such public company expenses include the costs of preparing public reporting documents, legal and accounting costs and costs related to compliance with the rules, regulations and requirements of the SEC, the rules of NASDAQ, board of directors’ compensation and investor relations.

  

Depreciation

 

We depreciate the cost of our vessels after deducting the estimated residual value, on a straight-line basis over the expected useful life of each vessel, which is estimated to be 25 years from the date of initial delivery from the shipyard. We estimated the residual values of our vessels to be $480 per lightweight.

 

Interest and Finance Costs

 

We have historically incurred interest expense and financing costs in connection with the debt incurred to partially finance the acquisition of our existing fleet. The interest rate is calculated based on the three-month SOFR rate and applicable margin.

 

Gain/(Loss) on derivative financial instruments

 

The Company enters into interest rate swap agreements to manage its exposure to fluctuations of interest rate risk associated with its borrowings. Interest Rate Swaps are measured at fair value. The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs. The valuation technique used for the Interest Rate Swaps is the discounted cash flow. The Company has not designated these interest rate swaps for hedge accounting.

 

The fair value of the Interest Rate Swaps is classified under “Fair value of derivative financial instruments” either under assets or liabilities in the consolidated statement of financial position. In the event that the respective asset or liability is expected to be materialized within the next twelve months, it is classified as current asset or liability. Otherwise, the respective asset or liability is classified as non-current asset or liability.

 

The change in fair value deriving from the valuation of the Interest Rate Swap at the end of each reporting period is classified under “Gain/ (Loss) on derivative financial instruments” in the consolidated statement of comprehensive income/(loss). Realized gains or losses resulting from interest rate swaps are recognized in profit or loss under “Gain/(Loss) on derivative financial instruments” in the consolidated statement of comprehensive income/(loss).

 

 


 

Gain on Sale of Vessels

 

Gain or loss on the sale of vessels is the residual value remaining after deducting from the vessels’ sale proceeds, the carrying value of the vessels at the respective date of delivery to their new owners and the total expenses associated with the sale.

 

Selected Information

 

Our selected consolidated financial and other data for the nine-month period ended September 30, 2025 and 2024 and as at September 30, 2025 presented in the tables below have been derived from our unaudited interim condensed consolidated financial statements and notes thereto, included elsewhere herein. Our selected consolidated financial data as at December 31, 2024, presented in the tables below have been derived from our audited financial statements and notes thereto, included in our Annual Report.

 

Consolidated Statements of Comprehensive Income/(Loss) Data

(In thousands of U.S. Dollars)

 

    Nine months ended September 30,  
    2025       2024  
    (unaudited)  
Voyage revenues     30,753       25,905  
Management & consulting fee income     -       274  
Total Revenues     30,753       26,179  
                 
Voyage expenses, net     (1,954 )     (859 )
Vessel operating expenses     (14,149 )     (9,917 )
Depreciation     (7,492 )     (4,081 )
Depreciation of dry-docking costs     (3,445 )     (2,404 )
Administrative expenses     (3,291 )     (2,941 )
Administrative expenses payable to related parties     (598 )     (3,586 )
Reversal of impairment     -       1,891  
Gain from sale of vessels     2,137       2  
Other (expenses)/income, net     (27 )     5  
Operating income     1,934       4,289  
Interest income     1,325       2,272  
Interest expense and finance costs, net     (6,240 )     (4,330 )
Gain from the modification of the Loan     461       -  
Gain on derivative financial instruments, net     19       218  
Foreign exchange losses, net     (124 )     (19 )
Total finance costs, net     (4,559 )     (1,859 )
Net (loss)/income and total comprehensive (loss)/income for the period     (2,625 )     2,430  
                 
Basic & diluted (loss)/income per share for the period (1)     (0.13 )     0.12  
EBITDA (2) (unaudited)     12,766       10,973  
Adjusted EBITDA (2) (unaudited)     10,734       8,881  

 

(1) The weighted average number of shares (basic and diluted) for the nine-month period ended September 30, 2025 and 2024, was 20,582,301.

 

(2) Earnings/(losses) before interest, taxes, depreciation and amortization, or “EBITDA”, represents the sum of net income/(loss), interest and finance costs, interest income, depreciation and amortization and, if any, income taxes during a period. Adjusted EBITDA represents net earnings / (losses) before interest and finance costs net, gains or losses from the change in fair value of derivative financial instruments net, foreign exchange gains or losses net, income taxes, depreciation, depreciation of drydocking costs, impairment, reversal of impairment and gains or losses from sale of vessels. EBITDA and Adjusted EBITDA do not represent and should not be considered as an alternative to total comprehensive income/(loss) or cash generated from operations, as determined by IFRS, and our calculation of EBITDA and Adjusted EBITDA may not be comparable to that reported by other companies. EBITDA and Adjusted EBITDA is not a recognized measure under IFRS.

 

EBITDA and Adjusted EBITDA is included herein because it is a basis upon which we assess our financial performance and because we believe that it presents useful information to investors regarding a company’s ability to service and/or incur indebtedness and it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry.

 

EBITDA and Adjusted EBITDA have limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under IFRS. Some of these limitations are:

 

» EBITDA and Adjusted EBITDA do not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments;

 

 


 

»   EBITDA and Adjusted EBITDA do not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our debt;

 

»   EBITDA and Adjusted EBITDA do not reflect changes in or cash requirements for our working capital needs; and

 

»   other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.

 

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered a measure of discretionary cash available to us to invest in the growth of our business.

 

Total comprehensive income/(loss) to EBITDA and Adjusted EBITDA Reconciliation

 

    Nine-month Period ended September 30,  
    (Expressed in Thousands of U.S. Dollars, except per share data)  
    2025
(Unaudited)
    2024
(Unaudited)
 
Total comprehensive (loss)/income for the period   $ (2,625 )   $ 2,430  
Interest and finance costs, net     4,454       2,058  
Depreciation     7,492       4,081  
Depreciation of drydocking costs     3,445       2,404  
EBITDA (unaudited)   $ 12,766     $ 10,973  
Gain on derivative financial instruments     (19 )     (218 )
Foreign exchange losses, net     124       19  
Reversal of Impairment     -       (1,891 )
Gain from sale of vessels     (2,137 )     (2 )
Adjusted EBITDA (unaudited)   $ 10,734     $ 8,881  

 

Balance Sheets Data

(In thousands of U.S. Dollars)

 

    As at September 30,     As at December 31,  
    2025     2024  
    (Unaudited)  
Consolidated condensed statement of financial position:            
Vessels, net     236,289       248,979  
Advances for vessel acquisition     18,813       15,051  
Other non-current assets     2,699       3,914  
Total non-current assets     257,801       267,944  
Cash and bank balances and bank deposits     25,757       46,837  
Other current assets     6,233       6,205  
Total current assets     31,990       53,042  
Total assets     289,791       320,986  
Total equity     173,776       176,401  
Total debt & Financial liabilities net of unamortized debt discount     109,791       118,090  
Sellers' Credit     -       19,000  
Other liabilities     6,224       7,495  
Total liabilities     116,015       144,585  
Total equity and liabilities     289,791       320,986  

 

 


 

Statements of Cash Flows Data

(In thousands of U.S. Dollars)

 

    Nine months ended September 30,  
    2025     2024  
    (Unaudited)  
Statement of cash flow data:      
Net cash generated from operating activities     4,726       10,752  
Net cash used in investing activities     (13,300 )     (64,402 )
Net cash (used in) / generated from financing activities     (12,506 )     39,152  
                 
    Nine months ended September 30,  
    2025     2024  
    (Unaudited)  
Ownership days (1)     2,532       1,862  
Available days (2)     2,460       1,862  
Operating days (3)     2,450       1,848  
Fleet utilization (4)     99.6 %     99.3 %
Average number of vessels (5)     9.3       6.8  
Daily time charter equivalent (TCE) rate (6)   $ 11,705     $ 13,450  
Daily operating expenses (7)   $ 5,587     $ 5,326  

 

Notes:

 

(1) Ownership days are the aggregate number of days in a period during which each vessel in our fleet has been owned by us.
(2) Available days are the number of ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairs under guarantee, vessel upgrades or special surveys.
(3) Operating days are the number of available days less the aggregate number of days that the vessels are off-hire due to any reason, including unforeseen circumstances but excluding days during which vessels are seeking employment.
(4) We calculate fleet utilization by dividing the number of operating days during a period by the number of available days during the period.
(5) Average number of vessels is measured by the sum of the number of days each vessel was part of our fleet during a relevant period divided by the number of calendar days in such period.
(6) TCE rates are our voyage revenues plus any potential gain on sale of bunkers less voyage expenses during a period divided by the number of our available days during the period which is consistent with industry standards. TCE is a measure not in accordance with IFRS.
(7) We calculate daily vessel operating expenses by dividing vessel operating expenses by ownership days for the relevant time period.

 

Voyage Revenues to Daily Time Charter Equivalent (“TCE”) Reconciliation

 

    Nine months ended September 30,  
    2025     2024  
    (Unaudited)  
Voyage revenues   $ 30,753     $ 25,905  
Less: Voyage expenses   $ (1,954 )   $ (859 )
Net revenues   $ 28,799     $ 25,046  
Available days     2,460       1,862  
Daily TCE rate (1)   $ 11,705     $ 13,450  

 

(1) Subject to rounding.

 

 


 

Recent Developments

 

Sale of vessel

 

On February 4, 2025, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2007-built River Globe for a gross price of $8.55 million before commissions and expenses. The vessel was delivered to her new owners on March 17, 2025.

 

Transactions with Related Parties

 

On October 23, 2024, the Company entered into two memoranda of agreement with an entity controlled by the Chairman of the Board of Directors and to which the Chief Executive Officer is also related, for the acquisition of two Kamsarmax scrubber outfitted dry bulk vessels (the “Vessels”), a 2016-built Kamsarmax dry bulk carrier with a carrying capacity of approximately 81,119 dwt for a purchase price of $27.5 million and a 2014-built dry bulk vessel with a carrying capacity of approximately 81,817 dwt for a purchase price of $26.5 million, both paid with available cash. The purchase of each Vessel was approved by a committee of the Board of Directors of the Company comprised solely of independent directors, as well as unanimously ratified by the Company’s Board of Directors.

 

An aggregate of $18 million of the purchase price for the 2016-built Vessel has been paid upon its delivery and the remaining balance is to be paid in one lump sum without interest no later than one year after the date of the relevant memorandum of agreement. An aggregate of $17 million of the purchase price for the 2014-built Vessel has been paid upon its delivery and the remaining balance is to be paid in one lump sum without interest no later than one year after the date of the relevant memorandum of agreement.

 

On November 19, 2024, the Company took delivery of the m/v GLBS Angel, a 2016-built Kamsarmax dry bulk carrier and on December 3, 2024 the Company took delivery of the m/v GLBS Gigi, a 2014-built Kamsarmax dry bulk carrier. In July 2025, the Company settled the outstanding balance of $19 million to the sellers using available cash.

 

Debt financing

 

In September 2025, the Company amended its CIT loan facility with First Citizens Bank & Trust Company, extending the termination date of Tranches F and G to August 10, 2027 to align with Tranches H and I. The amendment also revised the repayment schedules for the affected tranches and reduced the applicable margin for all tranches from 2.70% to 1.95%. The Company determined that the changes did not substantially modify CIT Loan Facility’s terms and the Company recognized a gain on loan modification which amounted to $461 thousand.

 

The Company, through its subsidiaries, has arranged a $25 million loan facility and a $28 million sale and bareboat back agreement for its two vessels under construction, which are scheduled for delivery in the third and fourth quarters of 2026.

 

Nine-month period ended September 30, 2025 compared to the nine-month period ended September 30, 2024

 

Net comprehensive loss for the nine-month period ended September 30, 2025 amounted to $2.6 million or $0.13 basic and diluted loss per share based on 20,582,301 weighted average number of shares, compared to a net comprehensive income of $2.4 million for the same period last year or $0.12 basic and diluted income per share based on 20,582,301 weighted average number of shares.

 

The following table corresponds to the breakdown of the factors that led to the decrease in total comprehensive income during the nine-month period ended September 30, 2025 compared to the nine -month period ended September 30, 2024 (expressed in $000’s):

 

9-month period of 2025 vs 9-month period of 2024

 

Net income and total comprehensive income for the 9-month period of 2024     2,430  
Increase in Voyage revenues     4,848  
Decrease in Management & consulting fee income     (274 )
Increase in Voyage expenses     (1,095 )
Increase in Vessels operating expenses     (4,232 )
Increase in Depreciation     (3,411 )
Increase in Depreciation of dry-docking costs     (1,041 )
Decrease in Total administrative expenses     2,638  
Decrease in Reversal of Impairment     (1,891 )
Increase in Gain from sale of vessel     2,135  
Decrease in Other income, net     (32 )
Decrease in Interest income     (947 )
Increase in Interest expense and finance costs     (1,910 )
Increase in Gain from the modification of the Loan     461  
Decrease in Gain on derivative financial instruments     (199 )
Increase in Foreign exchange losses     (105 )
Net loss and total comprehensive loss for the 9-month period of 2025     (2,625 )

 

 


 

Voyage revenues

 

During the nine-month period ended September 30, 2025 and 2024, our Voyage revenues reached $30.8 million and $25.9 million, respectively. The 19% increase in Voyage revenues is primarily attributable to the higher average number of vessels operated by the Company during the first nine months of 2025 compared to the same period in 2024. The Company operated an average fleet of 9.3 vessels in the first nine months of 2025, compared to an average of 6.8 vessels during the corresponding period in 2024. Conversely, the daily Time Charter Equivalent rate (TCE) for the nine-month period ended September 30, 2025, was $11,705 per vessel per day, compared to $13,450 per vessel per day for the same period in 2024, representing a 13% decline, which is attributed to unfavourable market conditions in the bulk shipping sector during the first nine months of 2025.

 

Voyage expenses

 

Voyage expenses totaled $2 million during the nine-month period ended September 30, 2025, compared to $0.9 million during the same period in 2024. The increase is primarily attributable to higher bunker expenses, which rose to $1.3 million in the first nine months of 2025 from $0.3 million during the same period in 2024. This increase was mainly due to bunker consumption during dry docking periods and the revaluation effect from bunkers moving between charter parties. Voyage expenses consist of commissions on revenues, port and other voyage-related expenses, and bunker expenses. Bunker expenses primarily represent the cost of fuel consumed while vessels are traveling in search of employment or during dry-dock. A breakdown of voyage expenses for the nine-month periods ended September 30, 2025 and 2024 is as follows:

 

In $000’s   2025     2024  
Commissions     400       335  
Bunkers     1,305       293  
Other voyage expenses     249       231  
Total     1,954       859  

 

Vessel operating expenses

 

Vessel operating expenses, which include crew costs, provisions, deck and engine stores, lubricating oils, insurance, maintenance, and repairs, reached $14.1 million during the nine-month period ended September 30, 2025, compared to $9.9 million during the same period last year. This is mainly attributed to the fact that the Company operated an average fleet of 9.3 vessels in the first nine months of 2025, compared to an average of 6.8 vessels during the corresponding period in 2024. The breakdown of our operating expenses for the nine-month period ended September 30, 2025 and 2024 was as follows:

 

    2025     2024  
Crew expenses     55 %     57 %
Repairs and spares     17 %     12 %
Insurance     6 %     7 %
Stores     12 %     13 %
Lubricants     6 %     7 %
Other     4 %     4 %

 

Average daily operating expenses during the nine-month periods ended September 30, 2025 and 2024 were $5,587 per vessel per day and $5,326 per vessel per day respectively, corresponding to an increase of 5%, which is mainly attributed to the increase in the cost of repairs and spares due to repairs for the Company’s vessels.

 

Depreciation

 

Depreciation charge during the nine-month period ended September 30, 2025, reached $7.5 million compared to $4.1 million during the same period in 2024. The 83% increase is mainly attributed to the increase from an average of 6.8 vessels during the nine-month period ended September 30, 2024, to an average of 9.3 vessels for the same period in 2025. Furthermore, the book value of the vessels of the Company as at September 30, 2025 reached $236.3 million compared to $195.3 million as at September 30, 2024 contributing to the higher depreciation expense.

 

Depreciation of dry-docking costs

 

Depreciation of dry-docking costs during the nine-month period ended September 30, 2025, reached $3.4 million compared to $2.4 million during the same period in 2024. The 42% increase is mainly attributed to the increase from an average of 6.8 vessels during the nine-month period ended September 30, 2024, to an average of 9.3 vessels for the same period in 2025.

 

 


 

Total administrative expenses

 

Total administrative expenses, including administrative expenses to related parties, decreased to $3.9 million during the nine-month period ended September 30, 2025 compared to $6.5 million for the same period in 2024. The decrease is mainly attributed to the $3 million bonus that was awarded on March 13, 2024 to a consultant affiliated with our chief executive officer, half of which was payable immediately upon the delivery of the newbuilding vessel Hull NE442 (i.e., the vessel being constructed by Nantong Cosco Khi Ship Engineering pursuant to the agreement dated May 13, 2022) and the balance at the delivery of Hull NE443 (i.e., the vessel being constructed by Nantong Cosco Khi Ship Engineering pursuant to the other agreement dated May 13, 2022), in each case assuming Athanasios Feidakis remained Chief Executive Officer at each such relevant time. No such bonus granted in 2025.

 

Reversal of Impairment

 

On May 28, 2024, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2005-built Moon Globe for a gross price of $11.5 million, before commissions, to an unaffiliated third party, which sale was subject to standard closing conditions.

 

Following the agreement to sell Moon Globe and given the significant increase in the vessel’s market value, the Company assessed that there were indications that impairment losses recognized in the previous periods with respect to this vessel have decreased. Therefore, the carrying amount of the vessel was increased to its recoverable amount, determined based on selling price less cost to sell, and the Company recorded reversal of impairment amounting $1,891.

 

Gain from the sale of vessels

 

On February 4, 2025, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2007-built River Globe for a gross price of $8.55 million before commissions and expenses. The total gain from the sale of the vessel reached the $2.1 million. The vessel was delivered to her new owners on March 17, 2025.

 

Interest Income

 

During the nine-month period ended September 30, 2025, interest income reached approximately $1.3 million compared to $2.3 million for the same period last year. This is mainly attributed to the decrease of interest rates worldwide during 2025.

 

Interest expense and finance costs

 

Interest expense and finance costs reached $6.2 million during the nine-month period ended September 30, 2025, compared to $4.3 million in the same period of 2024. Interest expense and finance costs for the nine-month periods ended September 30, 2025 and 2024, are analyzed as follows:

 

In $000’s   2025     2024  
Interest payable on long-term borrowings     5,802       3,889  
Bank charges     45       42  
Operating lease liability interest     35       29  
Amortization of debt discount     237       215  
Amortization of gain of Loan modification     97       127  
Other finance expenses     24       28  
Total     6,240       4,330  

 

As at September 30, 2025, and 2024 we and our vessel-owning subsidiaries had outstanding borrowings under our Loan agreements and Financial liabilities of an aggregate of $110.9 million and $96 million, respectively, gross of unamortized debt discount. The increase in interest payable is mainly attributed to the increase of the outstanding principal of the Sale and Bareboat back agreements. The weighted average interest rate has decreased from 7.9% during the nine-month period ended September 30, 2024 to 6.7% for the same period in 2025, which is mainly attributed to the decrease of the 3-month Term SOFR rates.

 

Gain on derivative financial instruments

 

For the nine-month periods ended September 30, 2025 and 2024, the Company recognized a gain of approximately $19 thousand and $218 thousand, respectively, net of interest for the period, according to the Interest Rate Swap valuations, which follows future interest rate variations and is included in the condensed consolidated statement of comprehensive income/(loss).

 

Liquidity and capital resources

 

As at September 30, 2025, and December 31, 2024, our cash and bank balances and bank deposits (including restricted cash) were $28.2 and $50.7 million, respectively.

 

As at September 30, 2025, the Company reported a working capital surplus of $18 million and was in compliance with the covenants included in the CIT loan facility and Marguerite Maritime S.A. loan facility.

 

The Company performs on a regular basis an assessment to evaluate its ability to continue as a going concern.

 

 


 

In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. The degree of consideration depends on the facts in each case and depends on the Company’s profitability and ready access to financial resources, In certain cases, management may need to consider a wide range of factors relating to current and expected profitability, debt repayment schedules, compliance with the financial and security collateral cover ratio covenants under its existing debt agreements and potential sources of replacement financing before it can satisfy itself that the going concern basis is appropriate. The Company may need to develop detailed cash flow projections as part of its assessment in such cases. In developing estimates of future cash flows, the Company makes assumptions about the vessels’ future performance, with the significant assumptions relating to time charter equivalent rates, vessels’ operating expenses, vessels’ capital expenditures, fleet utilization, Company’s general and administrative expenses and cash flow requirements for debt servicing. The assumptions used to develop estimates of future cash flows are based on historical trends as well as future expectations.

 

The above conditions indicate that the Company is expected to be able to operate as a going concern.

 

Net cash generated from operating activities for the nine-month period ended September 30, 2025 was $4.7 million compared to $10.8 million during the respective period in 2024. The decline was primarily due to changes in the Company’s working capital, which shifted from a $2.3 million inflow in the nine-month period ended September 30, 2024 to a $2.1 million outflow during the current period.

 

Net cash generated from investing activities for the nine-month period ended September 30, 2025 was $5.7 million compared to net cash used in investing activities of $64.4 million during the respective period in 2024. The improvement was primarily driven by net proceeds of $8.4 million from the sale of the vessel m/v River Globe. In contrast, net cash used in financing activities for the nine-month period ended September 30, 2024 reflected the final instalment amounting to $18.5 million for acquisition of the newbuilding vessel m/v GLBS Hero, as well as the instalments for the new building vessels m/v GLBS Might and m/v GLBS Magic, amounting to approximately $24.9 and $25 million, respectively.

 

Net cash (used in)/generated from financing activities during the nine-month period ended September 30, 2025 and 2024 were as follows:

 

    Nine months ended September 30,  
In $000’s   2025     2024  
    (Unaudited)  
Proceeds from loans and financial liabilities     -       51,000  
Repayment of long-term debt and financial liabilities     (6,208 )     (5,004 )
Prepayment of long-term debt     (1,879 )     (2,567 )
Decrease/(Increase) in restricted cash     1,415       (228 )
Repayment of lease liability     (239 )     (236 )
Interest paid     (5,595 )     (3,129 )
Payment of financing costs     -       (684 )
Net cash (used in)/generated from financing activities     (12,506 )     39,152  

 

As at September 30, 2025 and 2024, we and our vessel-owning subsidiaries had outstanding borrowings under our Loan and Financial liabilities of agreements of an aggregate of $110.9 and $96 million, respectively, gross of unamortized debt discount.

 

 


 

INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

Unaudited Interim Condensed Consolidated Statements of Comprehensive Income / (Loss) for the three and nine-month periods ended September 30, 2025 and 2024 F-2
   
Condensed Consolidated Statements of Financial Position as at September 30, 2024 (Unaudited) and December 31, 2024 F-3
   
Unaudited Interim Condensed Consolidated Statements of Changes in Equity for the nine-month periods ended September 30, 2025 and 2024 F-4
   
Unaudited Interim Condensed Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2025 and 2024 F-5
   
Notes to the Unaudited Interim Condensed Consolidated Financial Statements F-6 to F-16

 

F-1


 

GLOBUS MARITIME LIMITED

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME / (LOSS)

For the three and nine months ended September 30, 2025 and 2024

(Expressed in thousands of U.S. Dollars, except share, per share and warrants data)

 

        Three months ended September 30,     Nine months ended September 30,  
    Notes   2025     2024     2025     2024  
REVENUES:                            
Voyage revenues   10     12,596       8,858       30,753       25,905  
Management & consulting fee income         -       92       -       274  
Total Revenues         12,596       8,950       30,753       26,179  
                                     
EXPENSES & OTHER OPERATING INCOME:                                    
Voyage expenses, net         (910 )     (369 )     (1,954 )     (859 )
Vessel operating expenses         (4,836 )     (3,565 )     (14,149 )     (9,917 )
Depreciation   5, 10     (2,521 )     (1,465 )     (7,492 )     (4,081 )
Depreciation of dry-docking costs   5     (1,018 )     (635 )     (3,445 )     (2,404 )
Administrative expenses         (1,161 )     (945 )     (3,291 )     (2,941 )
Administrative expenses payable to related parties   4     (202 )     (1,202 )     (598 )     (3,586 )
Reversal of impairment   5     -       -       -       1,891  
Gain from sale of vessel   5     -       2       2,137       2  
Other income/(expenses), net         29       38       (27 )     5  
Operating income         1,977       809       1,934       4,289  
                                     
Interest income         320       839       1,325       2,272  
Interest expense and finance costs         (2,019 )     (1,807 )     (6,240 )     (4,330 )
Gain from the modification of the Loan         461       -       461       -  
(Loss) / Gain on derivative financial instruments, net         11       (324 )     19       218  
Foreign exchange losses, net         (25 )     (67 )     (124 )     (19 )
                                     
NET INCOME / (LOSS) FOR THE PERIOD         725       (550 )     (2,625 )     2,430  
Other Comprehensive Income         -       -       -       -  
NET COMPREHENSIVE INCOME / (LOSS) FOR THE PERIOD         725       (550 )     (2,625 )     2,430  
                                     
                                     
Income/(Loss) per share (U.S.$):                                    
- Basic and Diluted income/(loss) per share for the period   7     0.04       (0.03 )     (0.13 )     0.12  

 

The accompanying condensed notes are an integral part of these unaudited interim condensed consolidated financial statements.

 

F-2


 

GLOBUS MARITIME LIMITED

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

As at September 30, 2025 and December 31, 2024

(Expressed in thousands of U.S. Dollars, except share, per share and warrants data)

 

        September 30,     December 31,  
ASSETS   Notes   2025     2024  
        (Unaudited)        
NON-CURRENT ASSETS                    
Vessels, net   5     236,289       248,979  
Advances for vessel purchase   10     18,813       15,051  
Office furniture and equipment         83       101  
Right of use asset   10     606       852  
Restricted cash   3     2,000       2,770  
Fair value of derivative financial instruments   11     -       181  
Other non-current assets         10       10  
Total non-current assets         257,801       267,944  
CURRENT ASSETS                    
Current portion of fair value of derivative financial instruments   11     214       442  
Trade receivables, net         1,077       1,114  
Inventories         1,578       1,226  
Prepayments and other assets         2,959       2,373  
Restricted cash   3     405       1,050  
Cash and cash equivalents   3     25,757       46,837  
Total current assets         31,990       53,042  
TOTAL ASSETS         289,791       320,986  
                     
EQUITY AND LIABILITIES                    
                     
EQUITY                    
Issued share capital   6     82       82  
Share premium   6     284,406       284,406  
Accumulated deficit         (110,712 )     (108,087 )
Total equity         173,776       176,401  
NON-CURRENT LIABILITIES                    
Long-term borrowings, net of current portion   8     53,148       59,270  
Financial liabilities, net of current portion   8     48,623       50,014  
Provision for staff retirement indemnities         259       191  
Lease liabilities   10     286       531  
Total non-current liabilities         102,316       110,006  
CURRENT LIABILITIES                    
Current portion of long-term borrowings   8     6,160       6,946  
Current portion of financial liabilities   8     1,860       1,860  
Sellers’ Credit   4     -       19,000  
Trade and other accounts payable         2,634       3,589  
Accrued liabilities and other payables         1,980       2,156  
Current portion of lease liabilities   10     338       332  
Deferred revenue         727       696  
Total current liabilities         13,699       34,579  
TOTAL LIABILITIES         116,015       144,585  
TOTAL EQUITY AND LIABILITIES         289,791       320,986  

 

The accompanying condensed notes are an integral part of these unaudited interim condensed consolidated financial statements.

 

F-3


 

GLOBUS MARITIME LIMITED

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

For the nine-months ended September 30, 2025 and 2024

(Expressed in thousands of U.S. Dollars, except share, per share and warrants data)

 

    Issued share     Share              
    Capital     Premium     (Accumulated Deficit)     Total Equity  
As at January 1, 2025     82       284,406       (108,087 )     176,401  
Net loss for the period     -       -       (2,625 )     (2,625 )
Other comprehensive income     -       -       -       -  
Total comprehensive loss for the period     -       -       (2,625 )     (2,625 )
As at September 30, 2025     82       284,406       (110,712 )     173,776  

 

    Issued share     Share              
    Capital     Premium     (Accumulated Deficit)     Total Equity  
As at January 1, 2024     82       284,406       (108,518 )     175,970  
Net income for the period     -       -       2,430       2,430  
Other comprehensive income     -       -       -       -  
Total comprehensive income for the period     -       -       2,430       2,430  
As at September 30, 2024     82       284,406       (106,088 )     178,400  

 

The accompanying condensed notes are an integral part of these unaudited interim condensed consolidated financial statements.

 

F-4


 

GLOBUS MARITIME LIMITED

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine-months ended September 30, 2025 and 2024

(Expressed in thousands of U.S. Dollars)

 

        Nine months ended September 30,
    Notes   2025     2024  
Operating activities                    
Income/(Loss) for the period         (2,625 )     2,430  
Adjustments for:                    
Depreciation   5     7,492       4,081  
Depreciation of deferred dry-docking costs   5     3,445       2,404  
Payment of deferred dry-docking costs         (3,861 )     (470 )
Reversal of impairment   5     -       (1,891 )
Provision for staff retirement indemnities         68       31  
Gain on derivative financial instruments         (19 )     (218 )
Gain on sale of vessel   5     (2,137 )     (2 )
Interest expense and finance costs         6,240       4,330  
Gain of loan modification         (461 )     -  
Interest income         (1,325 )     (2,272 )
Foreign exchange losses, net         57       12  
(Increase)/decrease in:                    
Trade receivables, net         37       745  
Inventories         (352 )     293  
Prepayments and other assets         (585 )     (1,420 )
Increase/(decrease) in:                    
Trade and other accounts payable         (755 )     2,792  
Accrued liabilities and other payables         (524 )     29  
Deferred revenue         31       (122 )
Net cash generated from operating activities         4,726       10,752  
Cash flows from investing activities:                    
Net Proceeds from sale of vessel   5     8,362       11,498  
Vessel acquisition   5     -       (70,486 )
Advances for vessel acquisition   10     (3,760 )     (7,521 )
Repayment of Sellers’ Credit   4     (19,000 )     -  
Improvements         (215 )     (120 )
Purchases of office furniture and equipment         (12 )     (45 )
Interest received         1,325       2,272  
Net cash used in investing activities         (13,300 )     (64,402 )
Cash flows from financing activities:                    
Proceeds from loans         -       51,000  
Repayment of long-term debt and financial liabilities   8     (6,208 )     (5,004 )
Prepayment of long-term debt   8     (1,879 )     (2,567 )
Decrease/(Increase) in restricted cash   3     1,415       (228 )
Repayment of lease liability         (239 )     (236 )
Payment of financing costs         -       (684 )
Interest paid         (5,595 )     (3,129 )
Net cash (used in) / generated from financing activities         (12,506 )     39,152  
Net decrease in cash and cash equivalents         (21,080 )     (14,498 )
Cash and cash equivalents at the beginning of the period   3     46,837       74,202  
Cash and cash equivalents at the end of the period   3     25,757       59,704  

 

The accompanying condensed notes are an integral part of these unaudited interim condensed consolidated financial statements.

 

F-5


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

1. Basis of presentation and general information

 

The accompanying unaudited interim condensed consolidated financial statements include the financial statements of Globus Maritime Limited (“Globus”) and its wholly owned subsidiaries (collectively the “Company”). Globus was formed on July 26, 2006, under the laws of Jersey. On June 1, 2007, Globus concluded its initial public offering in the United Kingdom and its shares were admitted for trading on the Alternative Investment Market (“AIM”). On November 24, 2010, Globus was redomiciled to the Marshall Islands and its shares were admitted for trading in the United States (NASDAQ Global Market) under the Securities Act of 1933, as amended. On November 26, 2010, Globus shares were effectively delisted from AIM.

 

The address of the registered office of Globus is: Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960.

 

The principal business of the Company is the ownership and operation of a fleet of dry bulk motor vessels (“m/v”), providing maritime services for the transportation of dry cargo products on a worldwide basis. The Company conducts its operations through its vessel owning subsidiaries.

 

The operations of the vessels are managed by Globus Shipmanagement Corp. (the “Manager”), a wholly owned Marshall Islands corporation. The Manager has an office in Greece, located at 128 Vouliagmenis Avenue, 166 74 Glyfada, Greece and provides the commercial, technical, cash management and accounting services necessary for the operation of the fleet in exchange for a management fee. The management fee is eliminated on consolidation. The unaudited interim condensed consolidated financial statements include the financial statements of Globus and its subsidiaries listed below, all wholly owned by Globus as at September 30, 2025:

 

Company   Country of
Incorporation
  Vessel Delivery
Date
  Vessel Name
Globus Shipmanagement Corp.   Marshall Islands   -   - (1)
Devocean Maritime Ltd.   Marshall Islands   -   - (2)
Serena Maritime Limited   Marshall Islands   October 29, 2020   m/v Galaxy Globe
Talisman Maritime Limited   Marshall Islands   July 20, 2021   m/v Power Globe
Argo Maritime Limited   Marshall Islands   June 9, 2021   m/v Diamond Globe
Salaminia Maritime Limited   Marshall Islands   November 29, 2021   m/v Orion Globe
Calypso Shipholding S.A.   Marshall Islands   January 25, 2024   m/v GLBS Hero
Daxos Maritime Limited   Marshall Islands   August 20, 2024   m/v GLBS Might (3)
Paralus Shipholding S.A.   Marshall Islands   September 20, 2024   m/v GLBS Magic (3)
Dulac Maritime S.A.   Marshall Islands   November 19, 2024   m/v GLBS Angel
Domina Maritime Ltd.   Marshall Islands   December 3, 2024   m/v GLBS Gigi
Olympia Shipholding S.A.   Marshall Islands   -   Hull No: S-K192
Thalia Shipholding S.A.   Marshall Islands   -   Hull No: S-3012
Artful Shipholding S.A.   Marshall Islands   -   -
Longevity Maritime Limited   Malta   -   -

 

(1) Management Company.
(2) On February 4, 2025, the Company, through its subsidiary Devocean Maritime Ltd., entered into an agreement to sell the 2007-built River Globe. The vessel was delivered to her new owners on March 17, 2025.
(3) Subject to sale and bareboat back arrangements which account as financing arrangements (Note 8).

 

Except for the changes disclosed in note 2, these unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements. The operating results for the nine-month period ended September 30, 2025, are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2025.

 

F-6


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

1. Basis of presentation and general information (continued)

 

The unaudited interim condensed consolidated financial statements as at and for the nine months ended September 30, 2025, have been prepared in accordance with IAS 34 Interim Financial Reporting.

 

The unaudited interim condensed consolidated financial statements presented in this report do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the consolidated financial statements as at December 31, 2024 and for the year then ended included in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024 (the “2024 Annual Report”).

 

Unless otherwise defined herein, capitalized words and expressions used herein shall have the same meanings ascribed to them in the 2024 Annual Report.

 

The unaudited interim condensed consolidated financial statements as at September 30, 2025 and for the nine months then ended, were approved for issuance by the Board of Directors on November 28, 2025.

 

Going Concern basis of accounting:

 

The Company performs on a regular basis an assessment to evaluate its ability to continue as a going concern.

 

In assessing whether the going concern assumption is appropriate, management takes into account all available information about the future, which is at least, but is not limited to, twelve months from the end of the reporting period. The degree of consideration depends on the facts in each case and depends on the Company’s profitability and ready access to financial resources, In certain cases, management may need to consider a wide range of factors relating to current and expected profitability, debt repayment schedules, compliance with the financial and security collateral cover ratio covenants under its existing debt agreements and potential sources of replacement financing before it can satisfy itself that the going concern basis is appropriate. The Company may need to develop detailed cash flow projections as part of its assessment in such cases. In developing estimates of future cash flows, the Company makes assumptions about the vessels’ future performance, with the significant assumptions relating to time charter equivalent rates, vessels’ operating expenses, vessels’ capital expenditures, fleet utilization, Company’s general and administrative expenses and cash flow requirements for debt servicing. The assumptions used to develop estimates of future cash flows are based on historical trends as well as future expectations.

 

As at September 30, 2025, the Company reported Cash and cash equivalents of $25,757, a working capital surplus of $18,046, net cash generated from operating activities of $4,726 and was in compliance with its debt covenants.

 

The above conditions indicate that the Company is expected to be able to operate as a going concern at least for twelve months following the end of the reporting period and these consolidated financial statements were prepared under this assumption.

 

2. Changes in Accounting policies and Recent accounting pronouncements

 

The accounting policies adopted in the preparation of the interim condensed consolidated financial statements are consistent with those followed in the preparation of the Company’s annual consolidated financial statements for the year ended 31 December 2024, as included in Note 2 to the Company’s consolidated financial statements included in the 2024 Annual Report. There have been no changes to the Company’s accounting policies and recent accounting pronouncements in the nine-month period ended September 30, 2025 other than the IFRS amendments which have been adopted by the Company as of 1 January 2025 as indicated below:

 

· IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (Amendments). The amendments are effective for annual reporting periods beginning on or after January 1, 2025, with earlier application permitted. Management has assessed that the adoption of this amendment has no material effect on the Company’s financial statements and disclosures.

 

F-7


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

3 Cash and cash equivalents and Restricted cash

 

For the purpose of the interim condensed consolidated statement of financial position, cash and cash equivalents comprise the following:

 

    September 30, 2025     December 31, 2024  
Cash on hand     71       34  
Cash at banks     25,686       46,803  
Total cash and cash equivalents     25,757       46,837  

 

Cash held in banks earns interest at floating rates based on daily bank deposit rates.

 

The fair value of cash and cash equivalents as at September 30, 2025 and December 31, 2024, was $25,757 and $46,837, respectively.

 

As at September 30, 2025 and December 31, 2024, the Company had pledged an amount of $2,405 and $3,820, respectively, in order to fulfil collateral requirements. The fair value of the restricted cash as at September 30, 2025 was $2,405, $2,000 included in non-current assets and $405 included in current assets. The fair value of the restricted cash as at December 31, 2024 was $3,820, $2,770 included in non-current assets and $1,050 included in current assets as at December 31, 2024. The cash and cash equivalents are held with reputable bank and financial institution counterparties with high ratings.

 

4 Transactions with Related Parties

 

In June 2022, the Company entered into a new rental agreement with F.G. Europe (an affiliate of Globus’s chairman) for 902 square meters of office space for its operations within a building leased by Cyberonica S.A. (an affiliate of Globus’s chairman), at a monthly rate of Euro 26,000 (absolute amount) for a lease period ending of August 4, 2024. In August 2024, the Company entered into a new rental agreement with F.G. Europe (an affiliate of Globus’s chairman) for the same office space, at the monthly rate of Euro 27,500 (absolute amount) and with a lease period ending of August 4, 2027 as the previous rental agreement with F.G. Europe had expired. The Company does not presently own any real estate. During the nine-month periods ended September 30, 2025 and 2024, the rent charged amounted to $274 and $264, respectively.

 

The depreciation charge for the respective right-of-use asset for the nine-month periods ended September 30, 2025 and 2024, was $246 and $232, respectively, and was recognized in the condensed consolidated statement of comprehensive income/(loss) under depreciation. The interest expense on lease liabilities for the nine-month periods ended September 30, 2025 and 2024, was $35 and $29, respectively, and recognized under interest expense and finance costs in the condensed consolidated statement of comprehensive income/(loss). The total cash outflows for leases the nine-month periods ended September 30, 2025 and 2024, were approximately $239 and $236, respectively, and were recognized in the condensed consolidated statement of cash flows under the Payment of lease liability – principal and Interest Paid.

 

On October 23, 2024, the Company entered into two memoranda of agreement with an entity controlled by the Chairman and to which our Chief Executive Officer is also related, for the acquisition of two Kamsarmax scrubber outfitted dry bulk vessels: a 2016-built Kamsarmax dry bulk carrier (now named m/v GLBS Angel) for a purchase price of $27.5 million (absolute amount) and a 2014-built Kamsarmax dry bulk vessel (now named m/v GLBS Gigi) for a purchase price of $26.5 million (absolute amount), both paid with available cash.

 

An aggregate of $18 million (absolute amount) of the purchase price for the 2016-built Vessel has been paid upon its delivery and the remaining balance was agreed to be paid in one lump sum without interest no later than one year after the date of the relevant memorandum of agreement. An aggregate of $17 million (absolute amount) of the purchase price for the 2014-built Vessel has been paid upon its delivery and the remaining balance is to be paid in one lump sum without interest no later than one year after the date of the relevant memorandum of agreement. In July 2025, the Company settled the outstanding balance of $19 million (absolute amount) to the sellers using available cash.

 

As at December 28, 2015, Athanasios Feidakis assumed the position of Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). On August 18, 2016, the Company entered into a consultancy agreement with an affiliated company (Goldenmare Limited) of its CEO and CFO, Mr. Athanasios Feidakis, for the purpose of providing consulting services to the Company in connection with the Company’s international shipping and capital raising activities, including but not limited to assisting and advising the Company’s CEO and CFO. The related expense for the nine-month periods ended September 30, 2025 and 2024, amounted to $335 and $3,325, respectively and are included in the Administrative expenses payable to related parties in the accompanying condensed consolidated statement of comprehensive income/(loss).

 

F-8


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

4 Transactions with Related Parties (continued)

 

As at September 30, 2025 and 2024, Goldenmare Limited owned 10,300 of the Company’s Series B preferred shares. Each Series B preferred share has 25,000 votes, provided that no holder of Series B preferred shares may exercise voting rights pursuant to Series B preferred shares that would result in the aggregate voting power of the beneficial owner of any such holder of Series B preferred shares, together with its affiliates, exceeding 49.99% of the total number of votes eligible to be cast on any matter submitted to a vote of shareholders. Except as otherwise provided by applicable law, holders of the Company’s Series B preferred shares and the Company’s common shares vote together as a single class on all matters submitted to a vote of shareholders, including the election of directors. Athanasios Feidakis has substantial control and influence over the Company’s management and affairs and over matters requiring shareholder approval, including the election of directors and significant corporate transactions, through his ability to direct the vote of such Series B preferred shares.

 

On July 15, 2021 Globus entered into a consultancy agreement with Eolos Shipmanagement S.A. for the purpose of providing consultancy services to Eolos Shipmanagement S.A. (an affiliate of Globus’s chairman). For these services the Company receives a daily fee of $1,000 (absolute amount). This agreement has terminated on December 3, 2024. The consulting fees for the nine-month periods ended September 30, 2025 and 2024, were nil and $274, respectively, and recognized under management and consulting fee income in the condensed consolidated statements of comprehensive income/(loss).

 

In 2024, the Company changed the compensation of the non-executive directors to be set at $80, regardless of roles and committee seats. Compensation to Globus non-executive directors and executive director are recognized under administrative expenses payable to related parties in the condensed consolidated statements of comprehensive income/(loss). The related expense for the nine-month periods ended September 30, 2025 and 2024, amounted to $240 and $224, respectively and are included in the Administrative expenses payable to related parties in the accompanying condensed consolidated statement of comprehensive income/(loss).

 

As of September 30, 2025 the balance due to Related parties was $641 ($1,822 as of December 31, 2024) and are included in Trade accounts payables in the accompanying condensed consolidated statement of financial position.

 

5 Vessels, net

 

The amounts in the interim condensed consolidated statement of financial position are analysed as follows:

 

    Vessels cost     Vessels’
depreciation
    Dry docking
costs
    Depreciation of
dry-docking costs
    Net Book
Value
 
Balance at January 1, 2025     323,547       (81,424 )     16,624       (9,768 )     248,979  
Additions     211       -       3,985       -       4,196  
Depreciation     -       (7,216 )     -       (3,445 )     (10,661 )
Sale of vessel     (24,570 )     18,345       (3,986 )     3,986       (6,225 )
Balance at September 30, 2025     299,188       (70,295 )     16,623       (9,227 )     236,289  

 

For the purpose of the unaudited condensed consolidated statement of comprehensive income/(loss), depreciation comprises the following:

 

    For the Three
months ended
September 30,
2025
    For the Three
months ended
September 30,
2024
    For the Nine
months ended
September 30,
2025
    For the Nine
months ended
September 30,
2024
 
Vessels’ depreciation     2,429       1,379       7,216       3,822  
Depreciation on office furniture and equipment     10       10       30       27  
Depreciation of right of use asset     82       76       246       232  
Total     2,521       1,465       7,492       4,081  

 

On February 4, 2025, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2007-built River Globe for a gross price of $8.55 million before commissions and expenses. The total gain from the sale of the vessel amounted to $2,137. The vessel was delivered to her new owners on March 17, 2025.

 

F-9


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

5 Vessels, net (continued)

 

No impairment was recognized for the first nine months of 2025 and 2024.

 

On May 28, 2024, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2005-built Moon Globe for a gross price of $11.5 million (absolute amount), before commissions, to an unaffiliated third party.

 

Following the agreement to sell Moon Globe and given the significant increase in the vessel’s market value, the Company assessed that there were indications that impairment losses recognized in the previous periods with respect to this vessel have decreased. Therefore, the carrying amount of the vessel was increased to its recoverable amount, determined based on selling price less cost to sell, and the Company recorded reversal of impairment amounting $1,891, during the second quarter of 2024.

 

No reversal of impairment was recognized for the first nine months of 2025.

 

6 Share Capital and Share Premium

 

The authorised share capital of Globus consisted of the following:

 

    September 30,     December 31,  
    2025     2024  
Authorised share capital:                
500,000,000 Common Shares of par value $0.004 each     2,000       2,000  
100,000,000 Class B common shares of par value $0.001 each     100       100  
100,000,000 Preferred shares of par value $0.001 each     100       100  
Total authorised share capital     2,200       2,200  

 

Holders of the Company’s common shares and Class B shares have equivalent economic rights, but holders of Company’s common shares are entitled to one vote per share and holders of the Company’s Class B shares are entitled to twenty votes per share. Each holder of Class B shares may convert, at its option, any or all of the Class B shares held by such holder into an equal number of common shares.

 

As at September 30, 2025 and 2024 the Company had 20,582,301 common shares issued and fully paid. During the periods ended September 30, 2025 and 2024 no new common shares were issued.

 

As at September 30, 2025, the Company had no Class B common shares and 10,300 Series B Preferred Shares outstanding.

 

Share premium includes the contribution of Globus’ shareholders for the acquisition of the Company’s vessels. Additionally, share premium include the effects of the acquisition of non-controlling interest, the effects of the Globus initial and follow-on public offerings and the effects of the share-based payments. At September 30, 2025 and December 31, 2024, Globus share premium amounted to $284,406.

 

As at September 30, 2025 and December 31, 2024, no PP Warrants, as defined in the 2024 Annual Report, had been exercised and the Company had 1,291,833 PP Warrants outstanding to purchase an aggregate of 1,291,833 common shares.

 

As at September 30, 2025 and December 31, 2024, no December 2020 Warrants, as defined in the 2024 Annual Report, had been exercised and the Company had December 2020 Warrants outstanding to purchase an aggregate of 1,270,587 common shares.

 

As at September 30, 2025 and December 31, 2024, no January 2021 Warrants, as defined in the 2024 Annual Report, had been exercised and the Company had January 2021 Warrants outstanding to purchase an aggregate of 1,950,000 common shares.

 

As at September 30, 2025 and December 31, 2024, no February 2021 Warrants, as defined in the 2024 Annual Report, had been exercised and the Company had February 2021 Warrants outstanding to purchase an aggregate of 4,800,000 common shares.

 

As at September 30, 2025 and December 31, 2024, no June 2021 Warrants, as defined in the 2024 Annual Report, had been exercised and the Company had June 2021 Warrants outstanding to purchase an aggregate of 10,000,000 common shares.

 

The Company’s warrants are classified in equity, following the Company’s assessment that warrants meet the equity classification criteria as per IAS 32. The total outstanding number of warrants as at September 30, 2025, was 19,312,420 to purchase an aggregate of 19,312,420 common shares.

 

F-10


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

6 Share Capital and Share Premium (continued)

 

On March 13, 2024, the Board of Directors adopted the Globus Maritime Limited 2024 Equity Incentive Plan, or the Plan. The purpose of the Plan is to provide Company’s officers, key employees, directors, consultants and service provider, whose initiative and efforts are deemed to be important to the successful conduct of Company’s business, with incentives to (a) enter into and remain in the service of the Company or affiliates, (b) acquire a proprietary interest in the success of the Company, (c) maximize their performance and (d) enhance the long-term performance of the Company. The number of common shares reserved for issuance under the Plan is 2,000,000 shares.

 

As at September 30, 2025, the Company had no common shares awarded under the Plan.

 

7 Earnings/(Loss) per Share

 

Basic earnings / (loss) per share (“EPS” / “LPS”) is calculated by dividing the net income / (loss) for the period attributable to Globus common shareholders by the weighted average number of shares issued, paid and outstanding.

 

Diluted earnings per share is calculated by dividing the net income / (loss) attributable to common equity holders of the parent by the weighted average shares outstanding during the period plus the weighted average number of common shares that would be issued on the conversion of all the dilutive potential common shares into common shares. The incremental shares (the difference between the number of shares assumed issued and the number of shares assumed purchased) are included in the denominator of the diluted earnings/(losses) per share computation unless such inclusion would be anti-dilutive.

 

As for the three-month ended September 30, 2025, the securities that could potentially dilute basic EPS in the future are any incremental shares of unexercised warrants (Note 6). As the warrants were out-of-the money during the three-month period ended September 30, 2025, these were not included in the computation of diluted EPS, because to do so would have anti-dilutive effect. As the Company reported losses for the three-month ended September 30, 2024 the effect of any incremental shares would be antidilutive and thus excluded from the computation of the LPS.

 

As the Company reported losses for the nine-month ended September 30, 2025 the effect of any incremental shares would be antidilutive and thus excluded from the computation of the LPS. As for the nine-month ended September 30, 2024, the securities that could potentially dilute basic EPS in the future are any incremental shares of unexercised warrants (Note 6). As the warrants were out-of-the money during the nine-month periods ended September 30, 2024, these were not included in the computation of diluted EPS, because to do so would have anti-dilutive effect.

 

The following reflects the net income/(loss) per common share:

 

    For the Three months ended
September 30,
    For the Nine months ended
September 30,
 
    2025     2024     2025     2024  
Income / (Loss) attributable to common equity holders   $ 725     $ (550 )   $ (2,625 )   $ 2,430  
Weighted average number of shares – basic and diluted     20,582,301       20,582,301       20,582,301       20,582,301  
Net income / (loss) per common share – basic and diluted   $ 0.04     $ (0.03 )   $ (0.13 )   $ 0.12  

 

F-11


 

8 Long-Term Debt and Financial Liabilities, net

 

Long-term debt (a,b) and financial liabilities (c,d) in the condensed consolidated statement of financial position are analysed as follows:

 

    Borrowers / Lenders   Principal     Deferred
finance costs
    Modification
of Loan
    Accrued
Interest
    Amortized
cost
 
(a)    Serena Maritime Limited, Salaminia Maritime Limited, Talisman Maritime Limited and Argo Maritime Limited. / First Citizens Bank & Trust Company (formerly known as CIT Bank N.A.)     38,360       (245 )     (557 )     375       37,933  
(b)    Calypso Shipholding S.A. / Marguerite Maritime S.A.       21,525       (278 )     -       128       21,375  
    Total Long-term debt at September 30, 2025     59,885       (523 )     (557 )     503       59,308  
    Less: Current Portion     (6,165 )     208       300       (503 )     (6,160 )
    Long-Term Portion     53,720       (315 )     (257 )     -       53,148  
                                             
                                             
    Total Long-term debt at December 31, 2024     66,540       (719 )     (194 )     589       66,216  
    Less: Current Portion     (6,771 )     271       143       (589 )     (6,946 )
    Long-Term Portion     59,769       (448 )     (51 )     -       59,270  
                                             
(c)   Daxos Maritime Limited / SK Shipholding S.A.     26,722       (294 )     -       -       26,428  
                                             
(d)   Paralus Shipholding S.A. / Shankyo Shoji Co. Ltd. and Greatsail Shipping S.A.     24,317       (262 )     -       -       24,055  
                                             
    Total Financial liabilities at September 30, 2025     51,039       (556 )     -       -       50,483  
    Less: Current Portion     (1,917 )     57       -       -       (1,860 )
    Long-Term Portion     49,122       (499 )     -       -       48,623  
                                             
                                             
    Total Financial liabilities at December 31, 2024     52,471       (597 )     -       -       51,874  
    Less: Current Portion     (1,916 )     56       -       -       (1,860 )
    Long-Term Portion     50,555       (541 )     -       -       50,014  

 

Details of the Company’s credit facilities are discussed in Note 11 of the Company’s consolidated financial statements for the year ended December 31, 2024, included in the 2024 Annual Report.

 

As at September 30, 2025, the Company was in compliance with the loan covenants of the agreement with the lenders.

 

During the period ended September 30, 2025 the Company had the following developments:

 

(a) On February 4, 2025, the Company, through a wholly owned subsidiary, entered into an agreement to sell the 2007-built River Globe. On February 28, 2025 the Company prepaid the total remaining amount of $1,879 of the loan of Devocean Maritime Ltd. (the owning company of the vessel River Globe) in order to be able to conclude the sale and delivery of the vessel to the new owners which took place on March 17, 2025.

 

F-12


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

8 Long-Term Debt and Financial Liabilities, net (continued)

 

In September 2025, the Company entered into a supplemental agreement with First Citizens Bank & Trust Company (formerly CIT Bank N.A.) to amend the terms of its existing CIT loan facility. The amendment aligned the termination date of Tranches F and G with the one of Tranches H and I by extending the termination date of Tranches F and G from May 10, 2026 to August 10, 2027. As part of the amendment, the repayment schedules for the affected tranches were revised. For Tranche F, an additional five quarterly instalments of $371 thousand were added, and the balloon instalment was adjusted to $891. For Tranche G, an additional five quarterly instalments of $375 thousand were added, and the balloon instalment was amended to $10,500. In addition, the applicable margin for all tranches under the CIT loan facility was reduced from 2.70% to 1.95%. The Company considered that the CIT loan facility amendment did not substantially modify CIT Loan Facility’s terms and the Company recognised a gain on modification amounted to $461 that had adjusted the carrying value of the loan and classified under Gain from the modification of the Loan in the condensed consolidated statement of comprehensive income/(loss). The effective date of the amendment was on September 22, 2025.

 

The contractual annual principal payments relating to the First Citizens Bank & Trust Company (formerly known as CIT Bank N.A.) loan facility, the Marguerite Loan Facility, the SK Shipholding S.A. sale and bareboat back arrangement and the Shankyo Shoji Co. Ltd. and Greatsail Shipping S.A. sale and bareboat back arrangement to be made subsequent to September 30, 2025, were as follows:

 

September 30,   First Citizens Bank &
Trust Company
(formerly known as CIT
Bank N.A.)
    Marguerite
Maritime S.A.
    SK Shipholding
S.A.
    Shankyo Shoji
Co. Ltd. and
Greatsail
Shipping S.A.
    Total  
2026     4,984       1,180       1,095       821       8,080  
2027     33,376       1,180       1,107       821       36,484  
2028     -       1,180       1,168       913       3,261  
2029     -       17,985       1,174       931       20,090  
2030 and thereafter     -       -       22,178       20,831       43,009  
Total     38,360       21,525       26,722       24,317       110,924  

 

9 Contingencies

 

Various claims, suits and complaints, including those involving government regulations, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, environmental claims, agents, and insurers and from claims with suppliers relating to the operations of the Company’s vessels. Currently, management is not aware of any such claims or contingent liabilities, which are material for disclosure.

 

10 Commitments

 

Voyage revenue

 

The Company enters into time charter arrangements on its vessels. These non-cancellable arrangements had remaining terms between three days to approximately eight months as at September 30, 2025, assuming redelivery at the earliest possible date. As at December 31, 2024, the non-cancellable arrangements had remaining terms between one day to nine months, assuming redelivery at the earliest possible date. Future net minimum revenues receivable under non-cancellable operating leases as at September 30, 2025 and December 31, 2024, were as follows (vessel off-hires and dry-docking days that could occur but are not currently known are not taken into consideration; in addition early delivery of the vessels by the charterers is not accounted for):

 

    September 30, 2025     December 31, 2024  
Within one year     14,661       19,316  
Total     14,661       19,316  

 

These amounts include consideration for other elements of the arrangement apart from the right to use the vessel such as maintenance and crewing and its related costs.

 

F-13


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

10 Commitments (continued)

 

For time charters that qualify as leases, the Company is required to disclose lease and non-lease components of lease revenue. The revenue earned under time charters is not negotiated in its two separate components, but as a whole. For purposes of determining the standalone selling price of the vessel lease and technical management service components of the Company’s time charters, the Company concluded that the residual approach would be the most appropriate method to use given that vessel lease rates are highly variable depending on shipping market conditions, the duration of such charters and the age of the vessel. The Company believes that the standalone transaction price attributable to the technical management service component, including crewing services, is more readily determinable than the price of the lease component and, accordingly, the price of the service component is estimated using data provided by its technical department, which consist of the crew expenses, maintenance and consumable costs and was approximately $5,014 and $3,635 for the three-month periods ended September 30, 2025 and 2024, respectively and $14,507 and $10,111 for the nine-month periods ended September 30, 2025 and 2024, respectively. The lease component that is disclosed then is calculated as the difference between total revenue and the non-lease component revenue and was $7,582 and $5,223 for the three-month periods ended September 30, 2025 and 2024 and $16,246 and $15,794 for the nine-month periods ended September 30, 2025 and 2024, respectively.

 

Office lease contract

 

As further discussed in Note 4 of the 2024 Annual Report the Company has recognised a right of use asset and a corresponding liability with respect to the rental agreement of office space for its operations within a building leased by FG Europe (an affiliate of Globus’s chairman).

 

The depreciation charge for right-of-use assets for the three-month period ended September 30, 2025 and 2024, was approximately $82 and $76, respectively and for the nine-month period ended September 30, 2025 and 2024, was approximately $246 and $232, respectively. The interest expense on lease liability for the three-month period ended September 30, 2025 and 2024, was approximately $11 and $24, respectively and for the nine-month period ended September 30, 2025 and 2024, was approximately $35 and $29, respectively, and recognised in the condensed consolidated statement of comprehensive income under depreciation and interest expense and finance costs, respectively.

 

At September 30, 2025 and December 31, 2024, the current lease liabilities amounted to $338 and $332, respectively, and the non-current lease liabilities amounted to $286 and $531, respectively, and are included in the accompanying condensed consolidated statements of financial position.

 

Commitments under shipbuilding contracts

 

On August 18, 2023, the Company signed two contracts for the construction and purchase of two fuel efficient bulk carriers of about 64,000 dwt each. The two vessels are being built at a reputable shipyard in Japan and are scheduled to be delivered during the second half of 2026. The total consideration for the construction of both vessels is approximately $75.5 million (absolute amount), which the Company intends to finance with a combination of debt and equity. In August 2023 the Company paid the first instalment of $7.5 million (absolute amount) for both vessels under construction and in August 2024 the Company paid the second instalment of $7.5 million (absolute amount) for both vessels under construction. In September 2025 the Company paid the third instalment of $3.76 million (absolute amount) for the vessel under construction under Olympia Shipholding S.A. vessel owning subsidiary.

 

The contractual annual payments per subsidiary to be made subsequent to September 30, 2025, were as follows:

 

    Olympia
Shipholding
S.A.
    Thalia
Shipholding
S.A.
    Total  
October 1, 2025 to September 30, 2026     26,530       7,520       34,050  
October 1, 2026 to November 30, 2026     -       22,770       22,770  
Total     26,530       30,290       56,820  

 

F-14


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

11 Fair values

 

Carrying amounts and fair values

 

The following table shows the carrying amounts and fair values of assets and liabilities measured or disclosed at fair value, including their levels in the fair value hierarchy (as defined in note 2.22 of the 2024 Annual Report). It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value, such as cash and cash equivalents, restricted cash, trade receivables and trade payables.

 

    Carrying amount     Fair value  
          Level 1     Level 2     Level 3     Total  
September 30, 2025                              
      Financial assets                                  
Financial assets measured at fair value                                        
Non-current portion of fair value of derivative financial instruments     -       -       -       -       -  
Current portion of fair value of derivative financial instruments     214       -       214       -       214  
      214                                  
             
    Carrying amount     Fair value  
          Level 1     Level 2     Level 3     Total  
September 30, 2025                              
      Financial liabilities                                  
Financial liabilities not measured at fair value                                        
Long-term borrowings     59,885       -       61,151       -       61,151  
Financial liabilities     51,039       -       51,625       -       51,625  
      110,924                                  
             
    Carrying amount     Fair value  
          Level 1     Level 2     Level 3     Total  
December 31, 2024                              
      Financial assets                                  
Financial assets measured at fair value                                        
Non-current portion of fair value of  derivative financial instruments     181       -       181       -       181  
Current portion of fair value of derivative financial instruments     442       -       442       -       442  
      623                                  
                                         
      Financial liabilities                                  
Financial liabilities not measured at fair value                                        
Long-term borrowings     66,540       -       68,137       -       68,137  
Financial liabilities     52,471       -       53,394       -       53,394  
      119,011                                  

 

F-15


 

GLOBUS MARITIME LIMITED

NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS SEPTEMBER 30, 2025

(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated)

 

11 Fair values (continued)

 

Measurement of fair values

Valuation techniques and significant unobservable inputs

 

The following tables show the valuation techniques used in measuring Level 1, Level 2 and Level 3 fair values, as well as the significant unobservable inputs used.

 

Financial instruments measured at fair value

 

Type   Valuation Techniques   Significant unobservable inputs
Derivative financial instruments:        
Interest Rate Swap   Discounted cash flow     Discount rate

 

Financial instruments not measured at fair value

 

Asset and liabilities not measured at fair value

 

Type   Valuation Techniques   Significant unobservable inputs
Long-term borrowings   Discounted cash flow   Discount rate

 

Transfers between Level 1, 2 and 3

 

There have been no transfers between Level 1, Level 2 and Level 3 during the period.

 

12 Events after the reporting date

 

On November 28, 2025, the Company, through its subsidiary Thalia Shipholding S.A., reached an agreement with Marguerite Maritime S.A., a Panamanian subsidiary of a Japanese leasing company unaffiliated with us, for a loan facility of $25 million (absolute amount) bearing interest at Term SOFR plus a margin of 2.175% per annum. This loan agreement provides that it is to be repaid by 20 consecutive quarterly installments of $321 each, and $18.58 million (absolute amount) to be paid together with the 20th (and last) installment. The proceeds of this financing will be used for the purchase of the approximately 64,000 dwt fuel efficient bulk carrier, which is scheduled to be delivered from the relevant shipyard during the third quarter of 2026. As collateral for the loan, among other things, a mortgage over the new building was granted, and a general assignment was granted over the earnings, the insurances, any requisition compensation, any charter and any charter guarantee with respect to the new building. Globus Maritime Limited guaranteed the loan.

 

The Company, through its subsidiary Olympia Shipholding S.A., has reached to an agreement, subject to execution of final documentation, to enter into a $28 million (absolute amount) sale and bareboat back arrangement with SK Shipholding S.A., a subsidiary of Shinken Bussan Co., Ltd. of Japan, with respect to the approximately 64,000 dwt fuel efficient bulk carrier, which is scheduled to be delivered from the relevant shipyard during the fourth quarter of 2026. The Company has an obligation to purchase back the vessel at the end of the fifteen-year charter period.

 

On November 26, 2025, following the recommendations by the Company’s Remuneration Committee, the Company approved a merit-based compensation consisting of $500, and the issuance of 1,000,000 of its common stock to Goldenmare Limited, a Marshall Islands company that provides shipping brokering and consulting services to the Company and is an affiliate of the Company’s CEO and CFO.

 

The share grant was made pursuant to the Company’s 2024 Equity Incentive Plan and the Stock Award Agreement dated November 26, 2025. In connection with the grant, the Company also entered into a Registration Rights Agreement with Goldenmare Limited providing customary registration rights with respect to the foregoing common shares.

 

F-16