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6-K 1 ef20038163_6k.htm 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 2024

Commission File Number: 001-38802

CASTOR MARITIME INC.

(Translation of registrant’s name into English)

223 Christodoulou Chatzipavlou Street, Hawaii Royal Gardens, 3036 Limassol, Cyprus

(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 ☒

Form 40-F ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached to this report on Form 6-K as Exhibits 99.1 and 99.2 are the unaudited consolidated interim financial statements and related management’s discussion and analysis of financial condition and results of operations of Castor Maritime Inc. (the “Company”) for the nine months ended September 30, 2024.

The information contained in this report on Form 6-K and Exhibits 99.1 and 99.2 attached hereto are hereby incorporated by reference into the Company’s registration statements on Form F-3 (File Nos. 333-236331, 333-240262 and 333-254977).

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.

	CASTOR MARITIME INC.
Dated: November 7, 2024
	By:	/s/ Petros Panagiotidis
		Petros Panagiotidis
		Chairman, Chief Executive Officer and Chief Financial Officer

EX-99.1 2 ef20038163_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

INDEX TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

	Page
Unaudited Condensed Consolidated Balance Sheets as of December 31, 2023, and September 30, 2024	F-2

Unaudited Interim Condensed Consolidated Statements of Comprehensive Income for the nine months ended September 30, 2023, and 2024	F-3

Unaudited Condensed Consolidated Statements of Shareholders’ Equity and Mezzanine Equity for the nine months ended September 30, 2023, and 2024	F-4

Unaudited Interim Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023, and 2024	F-5

Notes to Unaudited Interim Condensed Consolidated Financial Statements	F-6

CASTOR MARITIME INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2023 and September 30, 2024

(Expressed in U.S. Dollars – except for share data)

ASSETS			December 31,		September 30,
CURRENT ASSETS:	Note		2023		2024
Cash and cash equivalents			$	111,383,645	$	171,277,315
Restricted cash		8		2,327,502		250,000
Accounts receivable trade, net				2,914,899		537,479
Due from related parties		4		5,650,168		1,264,038
Inventories				977,639		1,019,811
Prepaid expenses and other assets				3,277,873		2,407,191
Investment in equity securities		9		77,089,100		62,162,615
Assets held for sale		4(e), 7(c)		38,656,048		—
Accrued charter revenue				—		81,124
Total current assets				242,276,874		238,999,573

NON-CURRENT ASSETS:
Vessels, net		7		229,536,996		195,657,571
Advances for vessel acquisition		7(b)		—		4,661,817
Restricted cash		8		7,190,000		—
Due from related parties		4		4,504,340		3,601,817
Prepaid expenses and other assets				500,000		—
Deferred charges, net		5		3,231,461		2,739,716
Fair value of acquired time charters		6		265,173		—
Investment in related party		4(c)		117,537,135		117,552,691
Total non-current assets				362,765,105		324,213,612

Total assets			$	605,041,979	$	563,213,185

LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt, net		8		17,679,295		1,616,624
Debt related to assets held for sale, net		8		2,406,648		—
Accounts payable				2,833,167		1,147,421
Deferred revenue				1,548,892		602,058
Accrued liabilities				3,592,728		3,487,344
Due to related parties		4(d)		541,666		569,444
Total current liabilities				28,602,396		7,422,891

NON-CURRENT LIABILITIES:
Long-term debt, net		8		65,709,842		—
Total non-current liabilities				65,709,842		—

Commitments and contingencies		12

MEZZANINE EQUITY:
5.00% Series D fixed rate cumulative perpetual convertible preferred shares: 50,000 shares issued and outstanding as of December 31, 2023, and September 30, 2024, respectively, aggregate liquidation preference of $50,000,000 as of December 31, 2023 and September 30, 2024, respectively				49,549,489		49,928,025
Total mezzanine equity		10		49,549,489		49,928,025

SHAREHOLDERS’ EQUITY:
Common shares, $0.001 par value; 1,950,000,000 shares authorized; 9,662,354 issued and outstanding as of December 31, 2023 and September 30, 2024		10		9,662		9,662
Preferred shares, $0.001 par value: 50,000,000 shares authorized; Series B Preferred Shares – 12,000 shares issued and outstanding as of December 31, 2023, and September 30, 2024		10		12		12
Additional paid-in capital				266,447,819		265,389,338
Retained earnings				194,722,759		240,463,257
Total shareholders’ equity				461,180,252		505,862,269
Total liabilities, mezzanine equity and shareholders’ equity			$	605,041,979	$	563,213,185

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

F-2

CASTOR MARITIME INC.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the nine months ended September 30, 2023 and 2024

(Expressed in U.S. Dollars – except for share data)

			Nine Months Ended September 30,			Nine Months Ended September 30,
	Note		2023			2024
REVENUES:
Time charter revenues		6, 14		71,151,984			50,079,813
Total vessel revenues			$	71,151,984		$	50,079,813

EXPENSES:
Voyage expenses (including $933,597 and $667,970 to related party for the nine months ended September 30, 2023, and 2024, respectively)		4, 15		(3,970,433	)		(3,004,491	)
Vessel operating expenses		15		(31,818,005	)		(19,864,136	)
Management fees to related parties		4		(5,448,799	)		(3,538,270	)
Depreciation and amortization		5, 7		(17,225,392	)		(11,048,829	)
General and administrative expenses (including $2,299,500, and $2,423,285 to related party for the nine months ended September 30, 2023, and 2024, respectively)		4, 16		(4,402,153	)		(4,889,990	)
Gain on sale of vessels (including commissions to related party $301,000 and $1,436,000 for the nine months ended September 30, 2023, and 2024, respectively)		7(c)		6,278,454			19,292,613
Gain from a claim		12(b)		—			1,411,356
Total expenses, net				(56,586,328	)		(21,641,747	)

Operating income				14,565,656			28,438,066

OTHER INCOME/(EXPENSES):
Interest and finance costs		8, 17		(8,825,294	)		(5,042,161	)
Interest income				2,206,599			5,864,973
Foreign exchange losses				(72,878	)		(110,515	)
Dividend income on equity securities		9		1,173,072			4,689,828
Dividend income from related party		4		808,889			1,065,556
(Loss) / Gain on equity securities		9		(13,467,706	)		13,215,752
Total other (expenses) / income, net				(18,177,318	)		19,683,433

Net (loss) / income and comprehensive (loss) / income from continuing operations, before taxes			$	(3,611,662	)	$	48,121,499
Income taxes				(98,906	)		(99,687	)
Net (loss) / income and comprehensive (loss) / income from continuing operations, net of taxes			$	(3,710,568	)	$	48,021,812
Net income and comprehensive income from discontinued operations, net of taxes		3		17,339,332			—
Net income and comprehensive income				13,628,764			48,021,812
Dividend on Series D Preferred Shares				(381,944	)		(1,902,778	)
Deemed dividend on Series D Preferred Shares				(73,023	)		(378,536	)
Net income attributable to common shareholders				13,173,797			45,740,498

(Loss) / Earnings per common share, basic, continuing operations		13		(0.44	)		4.73
(Loss) / Earnings per common share, diluted, continuing operations		13		(0.44	)		2.28
Earnings per common share, basic, discontinued operations		13		1.82			—
Earnings per common share, diluted, discontinued operations		13		1.82			—
Earnings per common share, basic, total		13		1.38			4.73
Earnings per common share, diluted, total		13		1.38			2.28
Weighted average number of common shares, basic		13		9,540,274			9,662,354
Weighted average number of common shares, diluted		13		9,540,274			21,069,515

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

F-3

CASTOR MARITIME INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY AND MEZZANINE EQUITY

For the nine months ended September 30, 2023, and 2024

(Expressed in U.S. Dollars – except for share data)

	Number of shares issued															Mezzanine equity
	Common shares		Series B Preferred shares		Par Value of Shares issued		Additional Paid-in capital			Retained earnings			Total Shareholders’ Equity			# of Series D Preferred Shares		Mezzanine Equity
Balance, December 31, 2022		9,460,976		12,000		9,473		303,743,302			157,742,285			461,495,060			—		—
- Distribution of net assets of Toro Corp. to shareholders (Note 1)		—		—		—		(37,919,432	)		—			(37,919,432	)		—		—
- Issuance of common shares pursuant to the ATM Program (Note 10)		201,378		—		201		639,733			—			639,934			—		—
- Issuance of Series D Preferred Shares, net of costs (Note 10)		—		—		—		—			—			—			50,000		49,353,193
- Capital contribution from Toro, pursuant to the issuance of Series D Preferred Shares (Note 10)		—		—		—		500,000			—			500,000			—		—
- Dividend on Series D Preferred Shares (Note 10)		—		—		—		—			(381,944	)		(381,944	)		—		—
- Deemed dividend on Series D Preferred Shares (Note 10)		—		—		—		—			(73,023	)		(73,023	)		—		73,023
- Net income and comprehensive income		—		—		—		—			13,628,764			13,628,764			—		—
Balance, September 30, 2023		9,662,354		12,000		9,674		266,963,603			170,916,082			437,889,359			50,000		49,426,216

Balance, December 31, 2023		9,662,354		12,000		9,674		266,447,819			194,722,759			461,180,252			50,000		49,549,489
- Dividend on Series D Preferred Shares (Note 10)		—		—		—		—			(1,902,778	)		(1,902,778	)		—		—
- Deemed dividend on Series D Preferred Shares (Note 10)		—		—		—		—			(378,536	)		(378,536	)		—		378,536
- Warrants repurchase (Note 10)		—		—		—		(1,058,481	)		—			(1,058,481	)		—		—
- Net income and comprehensive income		—		—		—		—			48,021,812			48,021,812			—		—
Balance, September 30, 2024		9,662,354		12,000		9,674		265,389,338			240,463,257			505,862,269			50,000		49,928,025

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

F-4

CASTOR MARITIME INC.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the nine months ended September 30, 2023, and 2024

(Expressed in U.S. Dollars)

			Nine Months Ended September 30,			Nine Months Ended September 30,
	Note		2023			2024
Cash Flows provided by Operating Activities of Continuing Operations:
Net income				13,628,764			48,021,812
Less: Net income from discontinued operations, net of taxes				17,339,332			—
Net (loss) / income from continuing operations, net of taxes			$	(3,710,568	)	$	48,021,812
Adjustments to reconcile net (loss) / income from Continuing operations to net cash provided by Operating Activities:
Depreciation and amortization		5, 7		17,225,392			11,048,829
Amortization and write off of deferred finance charges		17		672,441			806,143
Amortization of fair value of acquired time charters		6		1,835,735			265,173
Gain on sale of vessels		7		(6,278,454	)		(19,292,613	)
Straight line amortization of hire				—			(81,124	)
Unrealized loss / (gain) on equity securities		9		13,470,342			(9,427,850	)
Realized gain on sale of equity securities		9		(2,636	)		(3,618,022	)
Gain from a claim		12(b)		—			(1,411,356	)

Changes in operating assets and liabilities:
Accounts receivable trade, net				234,631			2,377,420
Inventories				447,541			380,136
Due from/to related parties				(5,638,336	)		5,273,097
Prepaid expenses and other assets				(958,289	)		1,370,681
Other deferred charges				(42,490	)		—
Accounts payable				(1,987,440	)		(1,805,428	)
Accrued liabilities				(1,603,572	)		(963,255	)
Deferred revenue				(712,255	)		(946,834	)
Dry-dock costs paid				(1,781,351	)		(440,000	)
Net Cash provided by Operating Activities from Continuing Operations				11,170,691			31,556,809

Cash flow (used in)/provided by Investing Activities of Continuing Operations:
Vessel acquisitions and other vessel improvements		7		(204,763	)		(25,603,407	)
Advances for vessel acquisitions		7		—			(4,653,537	)
Proceeds from a claim		12(b)		—			1,411,356
Net proceeds from sale of vessels		7		28,031,102			107,861,375
Advance received for sale of vessel				3,150,000			—
Purchase of equity securities		9		(72,211,450	)		(18,116,221	)
Proceeds from sale of equity securities		9		258,999			46,088,578
Net cash (used in) / provided by Investing Activities from Continuing Operations				(40,976,112	)		106,988,144

Cash flows used in Financing Activities of Continuing Operations:
Gross proceeds from issuance of common shares				881,827			—
Common share issuance expenses				(241,893	)		—
Proceeds from Series D Preferred Shares, net of costs				49,853,193			—
Repurchase of warrants		10		—			(1,058,481	)
Dividends paid on Series D Preferred Shares				—			(1,875,000	)
Repayment of long-term debt		8		(38,185,300	)		(84,985,304	)
Payment of deferred financing costs				(25,178	)		—
Proceeds received from Toro Corp. related to Spin-Off		4		2,694,647			—
Net cash provided by / (used in) Financing Activities from continuing operations				14,977,296			(87,918,785	)

Cash flows of discontinued operations:
Net cash provided by Operating Activities from discontinued operations				20,409,041			—
Net cash used in Investing Activities from discontinued operations				(153,861	)		—
Net cash used in Financing Activities from discontinued operations				(62,734,774	)		—
Net cash used in discontinued operations				(42,479,594	)		—

Net (decrease)/increase in cash, cash equivalents, and restricted cash				(57,307,719	)		50,626,168
Cash, cash equivalents and restricted cash at the beginning of the period				152,307,420			120,901,147
Cash, cash equivalents and restricted cash at the end of the period			$	94,999,701		$	171,527,315

RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH
Cash and cash equivalents			$	85,810,135		$	171,277,315
Restricted cash, current				1,384,566			250,000
Restricted cash, non-current				7,805,000			—
Cash, cash equivalents, and restricted cash			$	94,999,701		$	171,527,315

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

F-5

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

1.	Basis of Presentation and General information:

Castor Maritime Inc. (“Castor”) was incorporated in September 2017 under the laws of the Republic of the Marshall Islands. The accompanying unaudited interim condensed consolidated financial statements include the accounts of Castor and its wholly owned subsidiaries (collectively, the “Company”). The Company is engaged in the worldwide transportation of ocean-going cargoes through its vessel-owning subsidiaries. On December 21, 2018, Castor’s common shares, par value $0.001 (the “common shares”) began trading on the Euronext NOTC, under the symbol “CASTOR” and, on February 11, 2019, they began trading on the Nasdaq Capital Market, or Nasdaq, under the symbol “CTRM”. As of September 30, 2024, Castor was controlled by Thalassa Investment Co. S.A. (“Thalassa”) by virtue of its ownership of 100% of the Series B preferred shares of Castor and, as a result, Thalassa controlled the outcome of matters on which shareholders are entitled to vote. Thalassa is controlled by Petros Panagiotidis, the Company’s Chairman, Chief Executive Officer and Chief Financial Officer.

On March 27, 2024, the Company effected a 1-for-10 reverse stock split on its issued and outstanding common shares (Note 10). All share and per share amounts disclosed in the accompanying unaudited interim condensed consolidated financial statements give effect to this reverse stock split retroactively for the periods presented.

On March 7, 2023 (the “Distribution Date”), the Company contributed the subsidiaries constituting the Company’s Aframax/LR2 and Handysize tanker segments and Elektra (as defined below) to the Company’s wholly owned subsidiary, Toro Corp. (“Toro”), in exchange for (i) the issuance by Toro to Castor of all 9,461,009 of Toro’s issued and outstanding common shares, and 140,000 1.00% Series A fixed rate cumulative perpetual convertible preferred shares of Toro (the “Series A Preferred Shares”), having a stated amount of $1,000 and a par value of $0.001 per share and (ii) the issuance of 40,000 Series B preferred shares of Toro, par value $0.001 per share, to Pelagos Holdings Corp, a company controlled by the Company’s Chairman, Chief Executive Officer and Chief Financial Officer. On the same day, the Company distributed all of Toro’s common shares outstanding to its holders of common shares of record at the close of business on February 22, 2023 at a ratio of one Toro common share for every ten Company common shares (such transactions collectively, the “Spin-Off”). The Spin-Off was concluded on March 7, 2023. Results of operations and cash flows of the Aframax/LR2 and Handysize tanker segments and assets and liabilities that were part of the Spin-Off are reported as discontinued operations for the nine-month period ended September 30, 2023 (Note 3). Toro’s shares commenced trading on the same date on the Nasdaq Capital Market under the symbol “TORO”. As part of the Spin-Off, Toro entered into various agreements effecting the separation of Toro’s business from the Company, including a Contribution and Spin-Off Distribution Agreement, pursuant to which, among other things, (i) the Company agreed to indemnify Toro and its vessel-owning subsidiaries for any and all obligations and other liabilities arising from or relating to the operation, management or employment of vessels or subsidiaries the Company retained after the Distribution Date and Toro agreed to indemnify the Company for any and all obligations and other liabilities arising from or relating to the operation, management or employment of the vessels contributed to it or its vessel-owning subsidiaries, and (ii) Toro replaced the Company as guarantor under an $18.0 million term loan facility entered into by Alpha Bank S.A. and two of the Company’s former tanker-owning subsidiaries on April 27, 2021. The Contribution and Spin-Off Distribution Agreement also provided for the settlement or extinguishment of certain liabilities and other obligations between the Company and Toro and provides the Company with certain registration rights relating to Toro’s common shares, if any, issued upon conversion of the Toro Series A Preferred Shares issued to the Company in connection with the Spin-Off.

F-6

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

1.	Basis of Presentation and General information (continued):

With effect from July 1, 2022, Castor Ships S.A., a corporation incorporated under the laws of the Republic of the Marshall Islands (“Castor Ships”), a related party controlled by the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, Petros Panagiotidis, manages the Company’s business overall. Prior to this date, Castor Ships provided only commercial ship management and administrative services to the Company (see also Note 4).

Pavimar S.A. (“Pavimar”), a related party controlled by Ismini Panagiotidis, the sister of the Company’s Chairman, Chief Executive Officer, Chief Financial Officer and controlling shareholder, Petros Panagiotidis, provided technical, crew and operational management services to the Company through the first half of 2022. With effect from July 1, 2022, Pavimar co-manages with Castor Ships the technical management of the Company’s dry bulk vessels, except the M/V Magic Celeste, for which Castor Ships has provided the technical management since August 16, 2024 (the date of its delivery to the Company).

As of September 30, 2024, the Company owned a diversified fleet of 11 vessels, with a combined carrying capacity of 0.8 million dwt, consisting of three Kamsarmax, five Panamax and one Ultramax dry bulk vessel, as well as two 2,700 TEU containerships. Details of the Company’s wholly owned subsidiaries as of September 30, 2024, are listed below.

(a) Consolidated vessel owning subsidiaries:

	Company	Country of incorporation	Vessel Name	DWT	Year Built	Delivery date to Castor
1	Spetses Shipping Co. (“Spetses”)	Marshall Islands	M/V Magic P	76,453	2004	February 2017
2	Liono Shipping Co. (“Liono”)	Marshall Islands	M/V Magic Thunder	83,375	2011	April 2021
3	Mulan Shipping Co. (“Mulan”)	Marshall Islands	M/V Magic Starlight	81,048	2015	May 2021
4	Cinderella Shipping Co. (“Cinderella”)	Marshall Islands	M/V Magic Eclipse	74,940	2011	June 2021
5	Mickey Shipping Co. (“Mickey”)	Marshall Islands	M/V Magic Callisto	74,930	2012	January 2022
6	Songoku Shipping Co. (“Songoku”)	Marshall Islands	M/V Magic Pluto	74,940	2013	August 2021
7	Asterix Shipping Co. (“Asterix”)	Marshall Islands	M/V Magic Perseus	82,158	2013	August 2021
8	Johnny Bravo Shipping Co. (“Johnny Bravo”)	Marshall Islands	M/V Magic Mars	76,822	2014	September 2021
9	Jerry Shipping Co. (“Jerry S”)	Marshall Islands	M/V Ariana A	38,117	2005	November 2022
10	Tom Shipping Co. (“Tom S”)	Marshall Islands	M/V Gabriela A	38,121	2005	November 2022
11	Aladdin Shipping Co. (“Aladdin”)	Marshall Islands	M/V Magic Celeste	63,310	2015	August 2024

(b) Consolidated subsidiaries formed to acquire vessels:

	Company	Country of incorporation
1	Containco Shipping Inc.	Marshall Islands
2	Yogi Bear Shipping Co. (1)	Marshall Islands
3	Ariel Shipping Co. (2)	Marshall Islands

(1)

Incorporated under the laws of the Marshall Islands on August 30, 2024. On September 6, 2024, it entered into an agreement to acquire a 2008-built 1,850 TEU containership vessel from an unaffiliated third-party for a purchase price of $16.49 million (see also Note 7).

(2)

Incorporated under the laws of the Marshall Islands on September 23, 2024. On the same date, the company was nominated as the final buyer pursuant to an agreement dated September 19, 2024 to acquire a secondhand 2020-built Kamsarmax dry bulk carrier from an unaffiliated third-party for a purchase price of $29.95 million (see also Note 7).

F-7

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

1.	Basis of Presentation and General information (continued):

	Company	Country of incorporation
1	Castor Maritime SCR Corp. (“Castor SCR”) (3)	Marshall Islands
2	Indigo Global Corp. (4)	Marshall Islands
3	Bagheera Shipping Co. (“Bagheera”) (5)	Marshall Islands
4	Luffy Shipping Co. (“Luffy”) (6)	Marshall Islands
5	Kabamaru Shipping Co. (“Kabamaru”) (7)	Marshall Islands
6	Bistro Maritime Co. (“Bistro”) (8)	Marshall Islands
7	Garfield Shipping Co. (“Garfield”) (9)	Marshall Islands
8	Pikachu Shipping Co. (“Pikachu”) (10)	Marshall Islands
9	Jumaru Shipping Co. (“Jumaru”) (11)	Marshall Islands
10	Pumba Shipping Co. (“Pumba”) (12)	Marshall Islands
11	Snoopy Shipping Co. (“Snoopy”) (13)	Marshall Islands
12	Super Mario Shipping Co. (“Super Mario”) (14)	Marshall Islands
13	Stewie Shipping Co. (“Stewie”) (15)	Marshall Islands
14	Pocahontas Shipping Co. (“Pocahontas”) (16)	Marshall Islands

(3)	Incorporated under the laws of the Marshall Islands on September 16, 2021, this entity serves as the Company’s subsidiaries’ cash manager with effect from November 1, 2021.

(4)	Incorporated under the laws of the Marshall Islands on April 25, 2024 for trading purposes.

(5)	Bagheera Shipping Co. no longer owns any vessel following the sale of the M/V Magic Rainbow on March 13, 2023, and delivery of such vessel to an unaffiliated third-party on April 18, 2023.

(6)	Luffy Shipping Co. no longer owns any vessel following the sale of the M/V Magic Twilight on June 2, 2023, and delivery of such vessel to an unaffiliated third-party on July 20, 2023.

(7)	Kabamaru Shipping Co. no longer owns any vessel following the sale of the M/V Magic Argo on September 22, 2023, and delivery of such vessel to an unaffiliated third-party on December 14, 2023.

(8)	Bistro Maritime Co. no longer owns any vessel following the sale of the M/V Magic Sun on October 6, 2023, and delivery of such vessel to an unaffiliated third-party on November 14, 2023.

(9)	Garfield Shipping Co. no longer owns any vessel following the sale of the M/V Magic Phoenix on October 16, 2023, and delivery of such vessel to an unaffiliated third-party on November 27, 2023.

(10)	Pikachu Shipping Co. no longer owns any vessel following the sale of the M/V Magic Moon on November 10, 2023, and delivery of such vessel to an unaffiliated third-party on January 16, 2024 (see also Note 7).

(11)

Jumaru Shipping Co. no longer owns any vessel following the sale of the M/V Magic Nova on January 19, 2024, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on March 11, 2024 (see also Note 7).

(12)	Pumba Shipping Co. no longer owns any vessel following the sale of the M/V Magic Orion on December 7, 2023, and delivery of such vessel to an unaffiliated third-party on March 22, 2024 (see also Note 7).

F-8

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

1.	Basis of Presentation and General information (continued):

(13)	Snoopy Shipping Co. no longer owns any vessel following the sale of the M/V Magic Nebula on February 15, 2024, and delivery of such vessel to an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on April 18, 2024 (see also Note 7).

(14)

Super Mario Shipping Co. no longer owns any vessel following the sale of the M/V Magic Venus on December 21, 2023, and delivery of such vessel to an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on May 10, 2024 (see also Note 7).

(15)	Stewie Shipping Co. no longer owns any vessel following the sale of the M/V Magic Vela on May 1, 2024, and delivery of such vessel to an unaffiliated third-party on May 23, 2024 (see also Note 7).

(16)

Pocahontas Shipping Co. no longer owns any vessel following the sale of the M/V Magic Horizon on January 19, 2024, and delivery of such vessel to an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer on May 28, 2024 (see also Note 7).

(d) Entities comprising the discontinued operations as part of the Spin-Off:

	Company	Country of incorporation	Vessel Name	DWT	Year Built	Delivery date to Castor
1	Toro Corp. (17)	Marshall Islands	—	—	—	—
2	Toro RBX Corp. (“Toro RBX”) (18)	Marshall Islands	—	—	—	—
3	Rocket Shipping Co. (“Rocket”)	Marshall Islands	M/T Wonder Polaris	115,351	2005	March 2021
4	Gamora Shipping Co. (“Gamora”)	Marshall Islands	M/T Wonder Sirius	115,341	2005	March 2021
5	Starlord Shipping Co. (“Starlord”)	Marshall Islands	M/T Wonder Vega	106,062	2005	May 2021
6	Hawkeye Shipping Co. (“Hawkeye”)	Marshall Islands	M/T Wonder Avior	106,162	2004	May 2021
7	Vision Shipping Co. (“Vision”)	Marshall Islands	M/T Wonder Mimosa	36,718	2006	May 2021
8	Colossus Shipping Co. (“Colossus”)	Marshall Islands	M/T Wonder Musica	106,290	2004	June 2021
9	Xavier Shipping Co. (“Xavier”)	Marshall Islands	M/T Wonder Formosa	36,660	2006	June 2021
10	Drax Shipping Co. (“Drax”)	Marshall Islands	M/T Wonder Bellatrix	115,341	2006	December 2021
11	Elektra Shipping Co. (“Elektra”) (19)	Marshall Islands	—	—	—	—

(17)	Incorporated on July 29, 2022. At the Distribution Date, Toro served as the holding company to which the equity interests of the Aframax/LR2 and Handysize tanker owning subsidiaries and Elektra were contributed.

(18)	Incorporated under the laws of the Marshall Islands on October 3, 2022, to serve, with effect from the Distribution Date, as the cash manager of Toro and its subsidiaries.

(19)	Elektra no longer owns any vessel following the sale of the M/T Wonder Arcturus on May 9, 2022, and delivery of such vessel to an unaffiliated third-party on July 15, 2022.

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) for interim financial information. They do not include all the information and notes required by U.S. GAAP for complete financial statements. Accordingly, these statements and the accompanying notes should be read in conjunction with the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2023, filed with the SEC on February 29, 2024 (the “2023 Annual Report”).

These unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the nine-month period ended September 30, 2024, are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2024.

F-9

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

2.	Significant Accounting Policies and Recent Accounting Pronouncements:

A discussion of the Company’s significant accounting policies and the recent accounting pronouncements can be found in the consolidated financial statements for the year ended December 31, 2023, included in the Company’s 2023 Annual Report. There have been no material changes to these policies or pronouncements in the nine-month period ended September 30, 2024.

3.	Discontinued operations:

The Company’s discontinued operations relate to the operations of Toro, Elektra and the subsidiaries formerly comprising the Company’s Aframax/LR2 and Handysize tanker segments following completion of the Spin-Off on March 7, 2023. The Company has no continuing involvement in the Aframax/LR2 and Handysize tanker business as of and from March 7, 2023 (Note 1).

The components of the income from discontinued operations for the period January 1, 2023 through March 7, 2023 in the consolidated statements of comprehensive income consisted of the following:

	January 1 through March 7,
	2023
REVENUES:
Time charter revenues		914,000
Voyage charter revenues		7,930
Pool revenues		22,447,344
Total vessel revenues		23,369,274

EXPENSES:
Voyage expenses (including $294,831 to related party for the period January 1, 2023 through March 7, 2023)		(374,396	)
Vessel operating expenses		(3,769,132	)
Management fees to related parties		(507,000	)
Depreciation and amortization		(1,493,759	)
Recovery of provision for doubtful accounts		266,732
Total expenses		(5,877,555	)

Operating income		17,491,719

OTHER INCOME:
Interest and finance costs		(220,061	)
Interest income		253,165
Foreign exchange losses		(11,554	)
Total other income, net		21,550

Net income and comprehensive income from discontinued operations, before taxes	$	17,513,269
Income taxes		(173,937	)
Net income and comprehensive income from discontinued operations, net of taxes	$	17,339,332

F-10

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

4.	Transactions with Related Parties:

As of December 31, 2023, and September 30, 2024, balances with related parties consisted of the following:

	December 31, 2023		September 30, 2024
Assets:
Due from Castor Ships (a) – current	$	2,283,209	$	440,120
Due from Castor Ships (a) – non-current		4,504,340		3,601,817
Due from Pavimar (b) – current		3,366,959		823,918
Investment in Toro (c) – non-current		117,537,135		117,552,691

Liabilities:
Due to Toro (d) – current		541,666		569,444

(a) Castor Ships:

Castor Ships has acted as the Company’s commercial ship manager since September 1, 2020. Details of the Company’s transactions with Castor Ships are discussed in Note 4(a) to the consolidated financial statements for the year ended December 31, 2023, included in the Company’s 2023 Annual Report.

As of September 30, 2024, in accordance with the provisions of the Amended Castor Ship Management Agreements (as defined in the 2023 Annual Report), Castor Ships (i) had subcontracted to a third-party ship management company the technical management of the Company’s containerships and (ii) was co-managing with Pavimar the Company’s dry bulk vessels except the M/V Magic Celeste, for which Castor Ships has provided the technical management since August 16, 2024 (the date of its delivery to the Company). Castor Ships pays, at its own expense, the containership technical management company a fee for the services it has subcontracted to it, without any additional cost to the Company.

The Ship Management Fees and Flat Management Fee (as defined in in the Company’s 2023 Annual Report) are adjusted annually for inflation on each anniversary of the Amended and Restated Master Management Agreement’s effective date. As a result of the inflation adjustment and effective July 1, 2024, the daily Ship Management Fee increased from $986 per vessel to $1,017 per vessel and the quarterly Flat Management Fee increased from $0.80 million to $0.82 million.

In exchange for the management services, effective July 1, 2024, the Company pays to Castor Ships (i) a commission on all gross income received from the operation of its vessels for distribution among Castor Ships and any third-party brokers involved in the trading of its vessels, which, including any address commission any charterer of any its vessel is entitled to receive, will not exceed 6.25% on each vessel’s gross income and (ii) a commission of 1% on each consummated sale and purchase transaction applicable to the total consideration of acquiring or selling: (a) a vessel or (b) the shares of a ship owning entity owning vessels or (c) shares and/or other securities with aggregate purchase or sale value, as the case may be, of an amount equal to or in excess of US$10,000,000 issued by an entity engaged in the maritime industry.

F-11

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

4.	Transactions with Related Parties (continued):

During the nine months ended September 30, 2023, and the nine months ended September 30, 2024, the Company’s subsidiaries were charged the following fees and commissions by Castor Ships: (i) management fees amounting to $1,987,999 and $1,801,870, respectively, (ii) charter hire commissions amounting to $933,597 and $667,970, respectively and (iii) sale and purchase commissions of $301,000 (relating to the sale of one Panamax vessel and one Kamsarmax vessel in the nine months ended September 30, 2023) and $1,367,000 (relating to the sale of four Panamax vessels, two Kamsarmax vessels and one Capesize vessel in the nine months ended September 30, 2024, which are included in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income and to the acquisition of the vessel M/V Magic Celeste (Note 7) in the nine months ended September 30, 2024, which are included in ‘Vessels, net’ in the accompanying consolidated balance sheet), respectively. Moreover, during the nine months ended September 30, 2023 and the nine months ended September 30, 2024, the flat management fees amounted to $2,299,500 and $2,423,285, respectively, and are included in ‘General and administrative expenses’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

The Amended Castor Ship Management Agreements also provide for an advance funding equal to two months of vessel daily operating costs to be placed with Castor Ships as a working capital guarantee, refundable in case a vessel is no longer under Castor Ship’s management. As of December 31, 2023, such advances amounted to $4,504,340 and $1,740,931, and are presented in ‘Due from related parties, non-current’ and ‘Due from related parties, current’, in the accompanying consolidated balance sheet, respectively. The amount of $1,740,931 relates to the M/V Magic Venus, M/V Magic Orion and M/V Magic Moon, which had been classified as held for sale (Note 7(b)), and the M/V Magic Sun, M/V Magic Phoenix and M/V Magic Argo, that were sold on November 14, 2023, November 27, 2023 and December 14, 2023, respectively. As of September 30, 2024, such advances amounted to $3,601,817, and are presented in ‘Due from related parties, non-current’, in the accompanying unaudited condensed consolidated balance sheet. In connection with the subcontracting services rendered by the third-party ship-management companies, as of December 31, 2023, and September 30, 2024, $605,688 and $82,385 were due from Castor Ships, respectively, which are presented in ‘Due from related parties, current’ in the accompanying unaudited condensed consolidated balance sheets.

As of December 31, 2023 and September 30, 2024, net amounts of $43,689 and $573,642 were due from Castor Ships in relation to advances for operating expenses/drydock payments made by the Company to Castor Ships.

Further, as of December 31, 2023, and September 30, 2024, amounts of $107,099 and $215,907, respectively, were due to Castor Ships in connection with the services covered by the Amended Castor Ships Management Agreements. As a result, as of December 31, 2023 and September 30, 2024, net amounts of $2,283,209 and $440,120 were due from Castor Ships which are presented in ‘Due from related parties, current’, in the accompanying unaudited condensed consolidated balance sheets.

F-12

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

4.	Transactions with Related Parties (continued):

(b) Pavimar:

With effect from July 1, 2022, pursuant to the terms of the Amended and Restated Master Management Agreement, Pavimar provides, as co-manager with Castor Ships, the dry-bulk vessel owning subsidiaries with a range of technical, crewing, insurance and operational services it provided prior to the Company’s entry into the Amended and Restated Management Agreement, in exchange for a daily management fee of $600 per vessel. Pavimar also performed the technical management of containerships as sub-manager for Castor Ships from their date of acquisition up to January 2023. During the nine months ended September 30, 2023, and the nine months ended September 30, 2024, management fees paid amounted to $3,460,800 and $1,736,400, respectively.

Pavimar had subcontracted the technical management of three and one of the Company’s dry bulk vessels to third-party ship-management companies as of December 31, 2023 and September 30, 2024, respectively. These third-party management companies provided technical management services to the respective vessels for a fixed annual fee which is paid by Pavimar at its own expense. In connection with the subcontracting services rendered by the third-party ship-management companies, the Company had, as of December 31, 2023, and September 30, 2024, aggregate working capital guarantee deposits due from Pavimar of $258,252 and $0, respectively, which are presented in ‘Due from related parties, current’ in the accompanying unaudited condensed consolidated balance sheet. In addition, Pavimar and its subcontractor third-party managers make payments for operating expenses with funds paid from the Company to Pavimar. As of December 31, 2023, and September 30, 2024, net amounts of $3,302,157 and $985,768 were due from Pavimar, respectively, in relation to advance payments to Pavimar on behalf of the Company. Further, as of December 31, 2023, and September 30, 2024, amounts of $193,450 and $161,850 were due to Pavimar in connection with additional services covered by the technical management agreements. As a result, as of December 31, 2023, and September 30, 2024, net amounts of $3,366,959 and $823,918 were due from Pavimar, respectively, which are presented in ‘Due from related parties, current’ in the accompanying unaudited condensed consolidated balance sheets.

As discussed in Note 1, as part of the Spin-Off Castor received 140,000 Series A Preferred Shares, having a stated amount of $1,000 and a par value of $0.001 per share. The Company is the holder of all of the issued and outstanding Series A Preferred Shares (Note 1). The Series A Preferred Shares do not have voting rights. The Series A Preferred Shares are convertible into common shares at the Company’s option commencing upon the third anniversary of the issue date until but excluding the seventh anniversary, at a conversion price equal to the lesser of (i) 150% of the VWAP of Toro common shares over the five consecutive trading day period commencing on the Distribution Date, and (ii) the VWAP of Toro common shares over the 10 consecutive trading day period expiring on the trading day immediately prior to the date of delivery of written notice of the conversion; provided, that, in no event shall the conversion price be less than $2.50.

As of December 31, 2023 and September 30, 2024, the aggregate value of investments in Toro amounted to $117,537,135 and $117,552,691, including $315,000 and $330,556 of accrued dividends, respectively and are separately presented as ‘Investment in related party’ in the accompanying unaudited condensed consolidated balance sheets. As of September 30, 2024, the Company did not identify any impairment or any observable prices for identical or similar investments of the same issuer.

F-13

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

4.	Transactions with Related Parties (continued):

Furthermore, Castor is entitled to receive cumulative cash dividends, at the annual rate of 1.00% on the stated amount of $1,000 per share, of the 140,000 Series A Preferred Shares, receivable quarterly in arrears on the 15th day of January, April, July and October in each year, subject to Toro’s Board of Directors approval. However, for each quarterly dividend period commencing on or after the reset date (the seventh anniversary of the issue date of the Series A Preferred Shares), the dividend rate will be the dividend rate in effect for the prior quarterly dividend period multiplied by a factor of 1.3; provided that the dividend rate will not exceed 20% per annum in respect of any quarterly dividend period. During the nine month periods ended September 30, 2023 and 2024, dividend income derived from the Company’s investment in Toro amounted to $808,889 and $1,065,556, respectively, and is presented in ‘Dividend income from related party’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

During the nine months ended September 30, 2024, the Company received dividend of $1,050,000 from its investment in Toro.

Following the successful completion of the Spin-Off, as of September 30, 2023, Toro reimbursed Castor $2,694,647 for expenses related to the Spin-Off that have been incurred by Castor.

(d) Issuance of Series D Preferred shares to Toro:

On August 7, 2023, the Company issued 50,000 5.00% Series D fixed rate cumulative perpetual convertible preferred shares (the “Series D Preferred Shares”) to Toro in exchange for $50,000,000 in cash, as referenced in Note 10. The amounts of accrued dividend on the Series D Preferred Shares due to Toro as of December 31, 2023, and as of September 30, 2024 were $541,666 and $569,444 respectively, and are presented in ‘Due to related parties, current’ in the accompanying unaudited condensed consolidated balance sheets.

(e) Vessel Disposals:

On February 15, 2024, the Company entered into an agreement with an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer for the sale of the M/V Magic Nebula for a gross sale price of $16.2 million. The vessel was delivered to its new owners on April 18, 2024. During the nine months ended September 30, 2024, the Company has agreed to pay a brokerage commission of $324,000 on the sale of M/V Magic Nebula to a company related to the buyer of the vessel. Such amount is included in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

The terms of the sales of the M/V Magic Venus, M/V Magic Nova, M/V Magic Horizon and M/V Magic Nebula were each negotiated and approved by a special committee of the Company’s disinterested and independent directors.

F-14

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

5.	Deferred Charges, net:

The movement in deferred dry-docking costs, net in the accompanying consolidated balance sheets is as follows:

	Dry-docking costs
Balance December 31, 2023	$	3,231,461
Additions		1,363,105
Amortization		(1,096,478	)
Disposals (Note 7(b))		(758,372	)
Balance September 30, 2024	$	2,739,716

During the nine month period ended September 30, 2024 one of the Company’s dry bulk carrier vessels, the M/V Magic Mars, concluded its scheduled drydocking repairs.

6.	Fair Value of Acquired Time Charters:

In connection with the acquisitions in October 2022 of the M/V Ariana A and the M/V Gabriela A with time charters attached, the Company recognized intangible assets of $897,436 and $2,019,608, respectively, representing the fair values of the favorable time charters attached to the vessels. The M/V Ariana A and M/V Gabriela A attached charters commenced upon the vessels’ deliveries, on November 23, 2022, and November 30, 2022, respectively. The M/V Ariana A attached charter was concluded within the first quarter of 2023 and the respective intangible asset was fully amortized during that period. The charter attached to the M/V Gabriela A was concluded within the first quarter of 2024 and the respective intangible asset was fully amortized during that period.

For the nine months ended September 30, 2023 and 2024, the amortization of the acquired time charters related to the above acquisitions amounted to $1,835,735 and $265,173, respectively, and is included in ‘Time Charter Revenues’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

7.	Vessels, net/Assets held for sale:

(a) Vessels, net: The amounts in the accompanying unaudited condensed consolidated balance sheets are analyzed as follows:

	Vessel Cost			Accumulated depreciation			Net Book Value
Balance December 31, 2023		262,066,353			(32,529,357	)		229,536,996
— Acquisitions, improvements, and other vessel costs		25,649,575			—			25,649,575
— Vessel disposals		(57,997,284	)		8,420,635			(49,576,649	)
— Period depreciation		—			(9,952,351	)		(9,952,351	)
Balance September 30, 2024		229,718,644			(34,061,073	)		195,657,571

(b) Vessel acquisition / Advances for vessel acquisition:

On July 16, 2024, the Company entered into an agreement with an unaffiliated third party to acquire a secondhand 2015 Chinese-built Ultramax dry bulk carrier, the M/V Magic Celeste, for a purchase price of $25.5 million. The M/V Magic Celeste was delivered to the Company on August 16, 2024. The acquisition was financed in its entirety with cash on hand.

F-15

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

7.	Vessels, net/Assets held for sale (continued):

On September 6, 2024, the Company entered into an agreement with an unaffiliated third party to acquire a secondhand 2008-built 1,850 TEU containership, the M/V Raphaela, for a purchase price of $16.49 million. The vessel was delivered to the Company on October 3, 2024. The acquisition was financed in its entirety with cash on hand. On September 13, 2024, the Company paid an amount of $1.65 million, which represents a 10% advance of the purchase price, which is included in ‘Advances for vessel acquisition’ in the accompanying unaudited condensed consolidated balance sheets.

On September 19, 2024, the Company entered into an agreement with an unaffiliated third party to acquire a secondhand 2020-built Kamsarmax dry bulk carrier, the M/V Magic Ariel, for a purchase price of $29.95 million. The vessel was delivered to the Company on October 9, 2024. The acquisition was financed in its entirety with cash on hand. On September 27, 2024, the Company paid an amount of $3.0 million, which represents a 10% advance of the purchase price, which is included in ‘Advances for vessel acquisition’ in the accompanying unaudited condensed consolidated balance sheets.

On November 10, 2023, the Company entered into an agreement with an unaffiliated third party for the sale of the M/V Magic Moon for a gross sale price of $11.8 million. The M/V Magic Moon was delivered to its new owner on January 16, 2024. In connection with this sale, the Company recognized during the first quarter of 2024 a net gain of $2.4 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

On December 7, 2023, the Company entered into an agreement with an unaffiliated third party for the sale of the M/V Magic Orion for a gross sale price of $17.4 million. The M/V Magic Orion was delivered to its new owner on March 22, 2024. In connection with this sale, the Company recognized during the first quarter of 2024 a net gain of $1.4 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

On December 21, 2023, the Company entered into an agreement with an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer for the sale of the M/V Magic Venus (Note 4), for a gross sale price of $17.5 million. The M/V Magic Venus was delivered to its new owner on May 10, 2024. In connection with this sale, the Company recognized during the second quarter of 2024 a net gain of $3.2 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

On January 19, 2024, the Company entered into an agreement with an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer for the sale of the M/V Magic Nova for a gross sale price of $16.1 million. The M/V Magic Nova was delivered to its new owner on March 11, 2024. In connection with this sale, the Company recognized during the first quarter of 2024 a net gain of $4.1 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

On January 19, 2024, the Company entered into an agreement with an entity beneficially owned by a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, for the sale of the M/V Magic Horizon for a gross sale price of $15.8 million. The M/V Magic Horizon was delivered to its new owner on May 28, 2024. In connection with this sale, the Company recognized during the second quarter of 2024 a net gain of $4.3 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

F-16

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

7.	Vessels, net/Assets held for sale (continued):

On February 15, 2024, the Company entered into an agreement with an entity affiliated with a family member of the Company’s Chairman, Chief Executive Officer and Chief Financial Officer, for the sale of the M/V Magic Nebula for a gross sale price of $16.2 million. The M/V Magic Nebula was delivered to its new owner on April 18, 2024. In connection with this sale, the Company recognized during the second quarter of 2024 a net gain of $1.9 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

On May 1, 2024, the Company entered into an agreement with an unaffiliated third party for the sale of the M/V Magic Vela for a gross sale price of $16.4 million. The M/V Magic Vela was delivered to its new owner on May 23, 2024. In connection with this sale, the Company recognized during the second quarter of 2024 a net gain of $2.0 million which is separately presented in ‘Gain on sale of vessels’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

The respective sales of the above vessels took place due to favorable offers in each case. The terms of each of the transactions on December 21, 2023, January 19, 2024 and February 15, 2024 were negotiated and approved by a special committee of the Company’s disinterested and independent directors.

	Assets held for sale
Balance December 31, 2023	$	38,656,048
Asset’s disposal		(38,656,048	)
Balance September 30, 2024	$	—

As of December 31, 2023, and September 30, 2024, net amounts of $38,656,048 and $0, respectively, are presented in ‘Assets held for sale’, in the accompanying unaudited condensed consolidated balance sheets.

As of September 30, 2024, one of the 11 vessels in the Company’s fleet (the M/V Magic P), having an aggregate carrying value of $5.9 million, was first priority mortgaged as collateral to its loan facility (Note 8).

Consistent with prior practice, the Company reviewed all its vessels for impairment, and none were found to be impaired at December 31, 2023 and September 30, 2024.

F-17

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

8.	Long-Term Debt:

The amount of long-term debt shown in the accompanying unaudited condensed consolidated balance sheet of September 30, 2024, is analyzed as follows:

		Year/Period Ended
Loan facilities	Borrowers		December 31, 2023			September 30, 2024
$11.0 Million Term Loan Facility (a)	Spetses-Pikachu		$	4,600,000		$	1,618,696
$15.29 Million Term Loan Facility (b)	Pocahontas-Jumaru			10,109,000			—
$40.75 Million Term Loan Facility (c)	Liono-Snoopy-Cinderella			23,055,000			—
$55.00 Million Term Loan Facility (d)	Mulan-Johnny Bravo-Songoku-Asterix-Stewie			32,040,000			—
$22.5 Million Term Loan Facility (e)	Tom-Jerry			16,800,000			—
Total long-term debt			$	86,604,000		$	1,618,696
Less: Deferred financing costs				(808,215	)		(2,072	)
Total long-term debt, net of deferred finance costs			$	85,795,785		$	1,616,624

Presented:
Current portion of long-term debt			$	18,089,000		$	1,618,696
Less: Current portion of deferred finance costs				(409,705	)		(2,072	)
Current portion of long-term debt, net of deferred finance costs			$	17,679,295		$	1,616,624

Debt related to assets held for sale			$	2,415,000		$	—
Less: Current portion of deferred finance costs				(8,352	)		—
Debt related to assets held for sale, net of deferred finance costs			$	2,406,648		$	—

Non-Current portion of long-term debt				66,100,000			—
Less: Non-Current portion of deferred finance costs				(390,158	)		—
Non-Current portion of long-term debt, net of deferred finance costs			$	65,709,842		$	—

F-18

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

8.	Long-Term Debt (continued):

Details of the Company’s senior secured credit facilities are discussed in Note 8 to the consolidated financial statements for the year ended December 31, 2023, included in the Company’s 2023 Annual Report, and are supplemented by the below new activities within the nine-month period ended September 30, 2024.

a. $11.0 Million Term Loan Facility

On February 14, 2024, the Company entered into a first supplemental agreement with Alpha Bank S.A. (“Alpha Bank”), pursuant to which, with effect from April 3, 2023, SOFR replaced LIBOR as the reference rate under the Company’s $11.0 million term loan facility and the margin was increased by a percentage of 0.045%, which is the equivalent of the positive difference as of April 3, 2023 between USD LIBOR and SOFR for the first rollover period commencing April 3, 2023 selected upon application of SOFR methodology. Such percentage will apply over the tenor of the loan going forward regardless of future rollover periods.

On January 16, 2024, Alpha Bank entered into a deed of partial release with respect to the M/V Magic Moon, releasing and discharging the underlying borrower and all securities created over the M/V Magic Moon in full after the settlement of the outstanding balance of $2.4 million pertaining to M/V Magic Moon’s tranche. The facility’s repayment schedule was adjusted accordingly.

b. $15.29 Million Term Loan Facility

On March 8, 2024, Hamburg Commercial Bank AG entered into a deed of partial release, with respect to the M/V Magic Nova, releasing and discharging the underlying borrower and all securities created over the M/V Magic Nova in full after the settlement of the outstanding balance of $4.9 million pertaining to M/V Magic Nova’s tranche. The facility’s repayment schedule was adjusted accordingly.

On May 28, 2024, Hamburg Commercial Bank AG entered into a deed of total release with respect to the M/V Magic Horizon, releasing and discharging the underlying borrower and all securities created over the M/V Magic Horizon in full after the settlement of the outstanding balance of $4.5 million pertaining to M/V Magic Horizon’s tranche.

As of September 30, 2024, this loan facility has been fully repaid.

c. $40.75 Million Term Loan Facility

On April 18, 2024, Hamburg Commercial Bank AG entered into a deed of partial release with respect to the M/V Magic Nebula, releasing and discharging the underlying borrower and all securities created over the M/V Magic Nebula in full, after the settlement of the outstanding balance of $7.0 million pertaining to M/V Magic Nebula’s tranche. The facility’s repayment schedule was adjusted accordingly.

On September 17, 2024, Hamburg Commercial Bank AG entered into a deed of total release with respect to the M/V Magic Thunder and M/V Magic Eclipse, releasing and discharging the underlying borrowers and all securities created over those vessels in full after the voluntary settlement of the outstanding balance of $13.8 million pertaining to M/V Magic Thunder’s and M/V Magic Eclipse’s tranches. As of September 30, 2024, this loan facility has been fully repaid.

F-19

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

8.	Long-Term Debt (continued):

d. $55.0 Million Term Loan Facility

On May 23, 2024, Deutsche Bank AG entered into a deed of partial release, with respect to the M/V Magic Vela, releasing and discharging the underlying borrower and all securities created over the M/V Magic Vela in full, after the settlement of the outstanding balance of $4.3 million pertaining to M/V Magic Vela’s tranche. On the same date, the Company voluntarily prepaid $12.2 million in aggregate with respect to the remaining tranches under this facility from the proceeds of the sale of M/V Magic Vela. Following the prepayments, the facility was repayable in 10 quarterly installments (installments 1 to 3 in the amount of $1,487,500, installments 4 to 9 in the amount of $1,139,000 and installment 10 in the amount of $802,500).

On September 3, 2024, Deutsche Bank AG entered into a deed of release with respect to the M/V Magic Starlight, M/V Magic Mars, M/V Magic Pluto and M/V Magic Perseus, releasing and discharging the underlying borrowers and all securities created over those vessels in full, after the voluntary settlement of the outstanding balance of $10.6 million pertaining to M/V Magic Starlight’s, M/V Magic Mars’s, M/V Magic Pluto’s and M/V Magic Perseus’s tranches. As of September 30, 2024, this loan facility has been fully repaid.

e. $22.5 Million Term Loan Facility

In connection with the $22.5 million senior secured term loan facility with Chailease International Financial Services (Singapore) Pte., Ltd, on August 7, 2024, the Company prepaid in full the amount of $14.6 million remaining outstanding. On August 14, 2024, Chailease International Financial Services (Singapore) Pte., Ltd entered into a deed of release with respect to the M/V Ariana A and M/V Gabriela A, releasing and discharging the underlying borrowers and all securities created over those vessels in full after the settlement of the outstanding balance of $14.6 million. As of September 30, 2024, this loan facility has been fully repaid.

As of December 31, 2023 and September 30, 2024, the Company was in compliance with all financial covenants prescribed in its debt agreements.

Restricted cash as of December 31, 2023 and September 30, 2024, current and non-current, represent minimum liquidity deposits, retention deposits and cash balances in dry-dock reserve accounts required under certain of the Company’s loan facilities.

The annual principal payments for the Company’s outstanding debt arrangements as of September 30, 2024, required to be made after the balance sheet date, are as follows:

Twelve-month period ending September 30,	Amount
2025	$	1,618,696
Total long-term debt	$	1,618,696

The weighted average interest rate on the Company’s long-term debt for the nine months period ended September 30, 2023 and 2024 was 8.4%, and 8.7% respectively.

Total interest incurred on long-term debt for the nine months ended September 30, 2023 and 2024, amounted to $7.7 million and $3.7 million respectively, and is included in Interest and finance costs (Note 17) in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

F-20

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

9.	Investment in equity securities

A summary of the movement in listed equity securities for the nine month period ended September 30, 2024 is presented in the table below:

	Equity securities
Balance December 31, 2023	$	77,089,100
Equity securities acquired		18,116,221
Proceeds from sale of equity securities		(46,088,578	)
Gain on sale of equity securities		3,788,132
Realized foreign exchange loss		(170,110	)
Unrealized gain on equity securities revalued at fair value at end of the period		9,427,620
Unrealized foreign exchange gain		230
Balance September 30, 2024	$	62,162,615

On June 30, 2023, the Company filed a Schedule 13G, reporting that it held 1,391,500 shares of common stock of Eagle Bulk Shipping Inc. (“Eagle”), representing 14.99% of the issued and outstanding shares of common stock of Eagle as of June 23, 2023. On December 11, 2023, Star Bulk Carriers Corp. (“Star Bulk”) and Eagle announced that they had entered into a definitive agreement to combine in an all-stock merger. On April 5, 2024 the merger terms were approved by the shareholders of Eagle and on April 9, 2024 the merger was completed. Under the terms of the merger agreement, each Eagle shareholder received 2.6211 shares of Star Bulk common stock for each share of Eagle common stock owned.

In the nine-month periods ended September 30, 2023 and 2024, the Company received dividends of $1,173,072 and $4,689,828, respectively, from its investments in listed equity securities.

10.	Equity Capital Structure:

Reverse Stock Split

On March 27, 2024, the Company effected a 1-for-10 reverse stock split of its common shares without any change in the number of authorized common shares. All share and per share amounts, as well as the number of warrant shares eligible for purchase under the Company’s effective warrant schemes in the accompanying unaudited interim consolidated financial statements have been retroactively adjusted to reflect the reverse stock split. As a result of the reverse stock split, the number of outstanding shares as of March 27, 2024, was decreased to 9,662,354 while the par value of the Company’s common shares remained unchanged to $0.001 per share.

As of September 30, 2024 the Company’s outstanding, (i) Class A warrants issued on June 26, 2020 were exercisable in the aggregate into 623 of its common shares, par value $0.001 per share, at an exercise price of $25.30 per warrant share and (ii) Common Share Purchase Warrants issued on April 7, 2021 (the “April 7 Warrants”) were exercisable in the aggregate into 25,000 of its common shares, par value $0.001 per share, at an exercise price of $55.30 per warrant share.

For a further description of the terms and rights of the Company’s capital stock and details of its equity transactions prior to January 1, 2024, please refer to Note 10 to the consolidated financial statements for the year ended December 31, 2023 included in the Company’s 2023 Annual Report.

F-21

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

10.	Equity Capital Structure (continued):

Under the Company’s Articles of Incorporation, as amended, the Company’s authorized capital stock consists of 2,000,000,000 shares, par value $0.001 per share, of which 1,950,000,000 shares are designated as common shares and 50,000,000 shares are designated as preferred shares.

Nasdaq Minimum Bid Price Requirement

On April 20, 2023, the Company received a notification from the Nasdaq Stock Market (“Nasdaq”) that it was not in compliance with the minimum $1.00 per share bid price requirement for continued listing (the “Minimum Bid Price Requirement”) on the Nasdaq Capital Market and was provided with 180 calendar days to regain compliance with the Minimum Bid Price Requirement. On October 18, 2023, the Company received a notification letter from Nasdaq granting the Company an additional 180-day extension, until April 15, 2024 to regain compliance with the Minimum Bid Price Requirement (the “Second Compliance Period”).

On April 11, 2024, the Company received a written confirmation from Nasdaq that it had regained compliance with the Minimum Bid Price Requirement.

Warrants tender offer

On April 22, 2024, the Company commenced a tender offer to purchase all of its outstanding April 7 Warrants at a price of $0.105 per warrant. The April 7 Warrants were exercisable in the aggregate into 1,033,077 of the Company’s common shares, par value $0.001 per share (the “Warrant Shares”), at an exercise price per warrant share of $55.30. The number of Warrant Shares and the exercise price reflected adjustments as a result of the 1-for-10 reverse stock split discussed above. On May 31, 2024, the Company repurchased in the tender offer 10,080,770 Warrants, exercisable in the aggregate into 1,008,077 Common Shares for an aggregate cost of $1,058,481 excluding fees relating to the tender offer. Following the retirement and cancellation by the Company of the April 7 Warrants purchased pursuant to the tender offer, the April 7 Warrants that remain outstanding are exercisable in the aggregate into 25,000 Common Shares.

Mezzanine equity:

5.00% SERIES D CUMULATIVE PERPETUAL CONVERTIBLE PREFERRED SHARES

On August 7, 2023, the Company agreed to issue 50,000 Series D Preferred Shares, having a stated value of $1,000 and par value of $0.001 per share, to Toro for aggregate consideration of $50.0 million in cash. Details of the Company’s Series D Preferred Shares are discussed in Note 10 to the Company’s consolidated financial statements for the year ended December 31, 2023, included in the 2023 Annual Report.

F-22

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

The Series D Preferred Shares are convertible, in whole or in part, at the holder’s option to common shares of Castor from the first anniversary of their issue date at the lower of (i) $7.00 per common share, and (ii) the 5-day-value-weighted average price immediately preceding the conversion. The conversion price of the Series D Preferred Shares is subject to adjustment upon the occurrence of certain events, including the occurrence of splits and combinations (including a reverse stock split) of the common shares and was adjusted to $7.00 per common share on March 27, 2024 from $0.70 per common share following effectiveness of the 1-for-10 reverse stock split discussed herein. The minimum conversion price of the Series D Preferred Shares is $0.30 per common share.

The Company uses an effective interest rate of 6.12% over the expected life of the Series D Preferred Shares being nine years, which is the expected earliest redemption date. This is consistent with the interest method, taking into account the discount between the issuance price and liquidation preference and the stated dividends, including “step-up” amounts. The amounts accreted during the period August 7, 2023 through September 30, 2023 and in the nine months ended September 30, 2024, were $73,023 and $378,536, respectively, and are presented as ‘Deemed dividend on Series D Preferred Shares’ in the accompanying unaudited interim condensed consolidated statements of comprehensive income.

As of September 30, 2024, the net value of Mezzanine Equity amounted to $49,928,025, including the amount of $378,536 of deemed dividend on the Series D Preferred Shares in the nine months ended September 30, 2024, and is separately presented as ‘Mezzanine Equity’ in the accompanying unaudited condensed consolidated balance sheet. During the nine months ended September 30, 2024, the Company paid to Toro a dividend amounting to $1,875,000 on the Series D Preferred Shares for the periods from October 15, 2023 to January 14, 2024, from January 15, 2024 to April 14, 2024, and from April 15, 2024 to July 14, 2024 and the accrued amount for the period from July 15, 2024 to September 30, 2024 (included in the dividend period ended October 14, 2024) amounted to $569,444.

11.	Financial Instruments and Fair Value Disclosures:

The principal financial assets of the Company consist of cash at banks, restricted cash, trade accounts receivable, accrued charter revenue, investments in listed equities, an investment in related party and amounts due from related party/(ies). The principal financial liabilities of the Company consist of trade accounts payable, accrued liabilities, amounts due to related party/(ies) and long-term debt.

The following methods and assumptions were used to estimate the fair value of each class of financial instruments:

Cash and cash equivalents, restricted cash, accounts receivable trade, net, amounts due from/to related party/(ies), accounts payable and accrued liabilities: The carrying values reported in the accompanying unaudited condensed consolidated balance sheets for those financial instruments are reasonable estimates of their fair values due to their short-term maturity nature. Cash and cash equivalents and restricted cash, current are considered Level 1 items as they represent liquid assets with short term maturities. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current and is considered Level 1 item of the fair value hierarchy.

Investment in listed equity securities: The carrying value reported in the accompanying unaudited condensed consolidated balance sheet for this financial instrument represents its fair value and is considered Level 1 item of the fair value hierarchy as it is determined though quoted prices in an active market.

Long-term debt: The secured credit facilities discussed in Note 8, have a recorded value which is a reasonable estimate of their fair value due to their variable interest rate and are thus considered Level 2 items in accordance with the fair value hierarchy as SOFR rates are observable at commonly quoted intervals for the full terms of the loans.

Investment in related party: Investments in related party is initially measured at fair value which is deemed to be the cost and subsequently assessed for the existence of any observable market for the Series A Preferred Shares and any observable price changes for identical or similar investments and the existence of any indications for impairment. As per the Company’s assessment no such case was identified as at September 30, 2024.

F-23

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

11.	Financial Instruments and Fair Value Disclosures (continued):

Concentration of credit risk: Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition.

12.	Commitments and Contingencies:

Various claims, lawsuits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other 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 should be disclosed (except as disclosed under Note 12(b)), or for which a provision should be established in the accompanying unaudited interim condensed consolidated financial statements.

The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying consolidated financial statements. The Company is covered for liabilities associated with the vessels’ actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs.

As at September 30, 2024, the Company has agreed to acquire a secondhand 2008-built 1,850 TEU containership and a secondhand 2020-built Kamsarmax dry bulk carrier for a total consideration of $46,440,000 (Note 7(b)). The total contracted amount remaining to be paid for the two vessels agreed as at September 30, 2024 was $41,796,000.

(a) Commitments under long-term lease contracts

The following table sets forth the future minimum contracted lease payments to the Company (gross of charterers’ commissions), based on the Company’s vessels’ commitments to non-cancelable time charter contracts as of September 30, 2024. Non-cancelable time charter contracts include both fixed-rate time charters or charters linked to the Baltic Dry Index (“BDI”). For index linked contracts, contracted lease payments have been calculated using the BDI-linked rate as measured at the commencement date.

In addition, certain of the variable-rate contracts have the option at the Company’s option to convert to a fixed rate for a predetermined period, in such cases where lease payments have been converted to a fixed rate, the minimum contracted lease payments for this period are calculated using the agreed converted fixed rate. The calculation does not include any assumed off-hire days.

Twelve-month period ending September 30,	Amount
2025	$	21,842,899
Total	$	21,842,899

F-24

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

12.	Commitments and Contingencies (continued):

(b) Claims

Following the buyers’ failure to take delivery of the M/V Magic Moon, as discussed in Note 12 to the consolidated financial statements for the year ended December 31, 2023, included in the Company’s 2023 Annual Report, Pikachu Shipping Co. (the “sellers” or the “owners”), a wholly owned subsidiary of the Company, terminated the sale of the vessel under the Memorandum of Agreement, dated March 23, 2023, between the sellers and the buyers (the “MoA”). Notably, the MoA required that the buyers deposit 10% of the purchase price into an escrow account administered by the escrow agent as security for completion of the transaction according to the terms and conditions set forth in the MoA and the buyers deposited $1,395,000 into such account prior to their breach of the MoA (the “Deposit”). The owners accordingly initiated arbitration proceedings during September 2023 for the release of and remittance to the owners of the $1,395,000 deposit held in escrow based on the owners’ position that the buyers’ failure to take delivery of the M/V Magic Moon constituted a default under the MoA. All the submissions on behalf of the Company were prepared, reviewed and filed with the London arbitrator, who on April 28, 2024 issued and on May 1, 2024 delivered his arbitration award in favor of the owners, awarding them the return of the Deposit subject to no appeal being filed by the buyers within 28 days from the day of the issuance of the award. On May 28, 2024, the Company collected the amount of $1,411,356 (including the deposit amount of $1,395,000 and gross interest earned on the deposit), and following the provisions of ASC 450-30-25-1, has recorded this gain in its financial statements for the nine month period ended September 30, 2024.

In addition, the M/V Magic Moon was arrested on August 17, 2023 by the buyers to secure a claim before the Korean courts for the amount of $1,395,000, equal to the amount of the Deposit, and the owners paid a counter-security of $1,395,000 for the purpose of lifting the arrest of the vessel. The owners have applied to the Korean courts to decide the issue of the return of the counter-security to them. The Company has included the $1,395,000 in ‘Prepaid expenses and other assets’ in the accompanying unaudited condensed consolidated balance sheets for the nine month period ended September 30, 2024 incurred in connection with the cash deposit made in 2023 by the owners for the purpose of lifting the arrest of the M/V Magic Moon. On October 4, 2024, the Company collected the amount of $1,401,740 (including the counter-security amount of $1,395,000 and gross interest earned on the deposit).

It is possible that from time to time in the ordinary course of business the Company may be involved in legal proceedings or investigations, which could have an adverse impact on its reputation, business and financial condition and divert the attention of management from the operation of the business. However, the Company believes that the current legal proceedings are not expected to have a material adverse effect on its business, financial position or results of operations.

F-25

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

13.	Earnings Per Common Share:

Diluted earnings per common share, if applicable, reflects the potential dilution that could occur if potentially dilutive instruments were exercised, resulting in the issuance of additional shares that would then share in the Company’s net income. For the nine months ended September 30, 2024 and 2023, the effect of the warrants outstanding during each such period and as of each such date, would be antidilutive, hence they were excluded from the computation of diluted earnings per share. For the purpose of calculating diluted earnings per common share for the nine months period ended September 30, 2024, the weighted average number of diluted shares outstanding includes the conversion of outstanding Series D Preferred Shares (Note 10) calculated with the “if converted” method by using the average closing market price over the reporting period from January 1, 2024 to September 30, 2024. If there is a loss from continuing operations, diluted EPS is computed in the same manner as basic EPS is computed, even if the entity has net income after adjusting for a discontinued operation. Thus, for the nine months period ended September 30, 2023, the inclusion of the potential common shares from the conversion of outstanding Series D Preferred Shares (calculated with the “if converted” method) in diluted EPS from continuing operations would have an antidilutive effect, and therefore basic EPS and diluted EPS are the same for continuing operations, discontinued operations and net income.

The components of the calculation of basic and diluted earnings per common share are as follows:

	Nine months ended September 30,			Nine months ended September 30,
	2023			2024
Net (loss) / income and comprehensive (loss) / income from continuing operations, net of taxes		(3,710,568	)		48,021,812
Net income and comprehensive income from discontinued operations, net of taxes		17,339,332			—
Net income and comprehensive income	$	13,628,764		$	48,021,812
Less: Dividend on Series D Preferred Shares		(381,944	)		(1,902,778	)
Less: Deemed dividend on Series D Preferred Shares		(73,023	)		(378,536	)
Net income and comprehensive income available to common shareholders, basic		13,173,797			45,740,498
Dividend on Series D Preferred Shares		381,944			1,902,778
Deemed dividend on Series D Preferred Shares		73,023			378,536
Net income attributable to common shareholders, diluted		13,628,764			48,021,812

Weighted average number of common shares outstanding, basic		9,540,274			9,662,354
Effect of dilutive shares		—			11,407,161
Weighted average number of common shares outstanding, diluted		9,540,274			21,069,515

(Loss) / Earnings per common share, basic, continuing operations	$	(0.44	)	$	4.73
(Loss) / Earnings per common share, diluted, continuing operations	$	(0.44	)	$	2.28
Earnings per common share, basic, discontinued operations	$	1.82		$	—
Earnings per common share, diluted, discontinued operations	$	1.82		$	—
Earnings per common share, basic, Total	$	1.38		$	4.73
Earnings per common share, diluted, Total	$	1.38		$	2.28

F-26

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

14.	Total Vessel Revenues:

The following table includes the vessel revenues earned by the Company in each of the nine-month periods ended September 30, 2023 and 2024, as presented in the accompanying unaudited interim condensed consolidated statements of comprehensive income:

	Nine months ended September 30,		Nine months ended September 30,
	2023		2024
Time charter revenues		71,151,984		50,079,813
Total Vessel revenues	$	71,151,984	$	50,079,813

During each of the nine-month periods ended September 30, 2023 and 2024, the Company generated its revenues from time charters.

The Company typically enters into fixed rate or index-linked rate charters with an option to convert to fixed rate time charters ranging from one month to twelve months and in isolated cases on longer terms depending on market conditions. The charterer has the full discretion over the ports visited, shipping routes and vessel speed, subject to the owner protective restrictions discussed below. Time charter agreements may have extension options ranging from months, to sometimes, years. The time charter party generally provides, among others, typical warranties regarding the speed and the performance of the vessel as well as owner protective restrictions such that the vessel is sent only to safe ports by the charterer, subject always to compliance with applicable sanction laws and war risks, and carries only lawful and non-hazardous cargo.

From time to time, the Company’s dry bulk vessels are fixed on period charter contracts with the rate of daily hire linked to the average of the time charter routes comprising the respective indices for dry bulk vessels of the Baltic Exchange. Such contracts also carry an option for the Company to convert the index-linked rate to a fixed rate for a minimum period of three months and up to the maximum remaining duration of the charter contract, according to the average of the forward freight agreement curve of the respective Baltic index for the desired period, at the time of conversion. The index-linked contracts with conversion clause provide flexibility and allow the Company to either enjoy exposure in the spot market, when the rate is floating, or to secure foreseeable cash flow when the rate has been converted to fixed over a certain period.

15.	Vessel Operating Expenses and Voyage Expenses:

The amounts in the accompanying unaudited interim condensed consolidated statements of comprehensive income are analyzed as follows:

	Nine months ended September 30,		Nine months ended September 30,
Vessel Operating Expenses	2023		2024
Crew & crew related costs		16,727,397		10,290,568
Repairs & maintenance, spares, stores, classification, chemicals & gases, paints, victualling		6,931,979		4,869,537
Lubricants		2,072,698		1,154,996
Insurances		2,689,044		1,653,140
Tonnage taxes		672,140		461,779
Other		2,724,747		1,434,116
Total Vessel operating expenses	$	31,818,005	$	19,864,136

F-27

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

15.	Vessel Operating Expenses and Voyage Expenses (continued):

	Nine months ended September 30,		Nine months ended September 30,
Voyage expenses	2023		2024
Brokerage commissions		1,272,273		1,183,228
Brokerage commissions - related party		933,597		667,970
Port & other expenses		565,643		1,024,067
Bunkers consumption		997,988		243,513
Loss / (Gain) on bunkers		200,932		(114,287	)
Total Voyage expenses	$	3,970,433	$	3,004,491

16.	General and Administrative Expenses:

General and administrative expenses are analyzed as follows:

	Nine months ended September 30,		Nine months ended September 30,
	2023		2024
Non-executive directors’ compensation	$	54,000	$	94,500
Audit fees		219,207		193,539
Professional fees and other expenses		1,829,446		2,178,666
Administration fees-related party (Note 4(a))		2,299,500		2,423,285
Total	$	4,402,153	$	4,889,990

17.	Interest and Finance Costs:

The amounts in the accompanying unaudited interim consolidated statements of comprehensive income are analyzed as follows:

	Nine months ended September 30,		Nine months ended September 30,
	2023		2024
Interest on long-term debt	$	7,694,631	$	3,661,180
Amortization and write-off of deferred finance charges		672,441		806,143
Other finance charges		458,222		574,838
Total	$	8,825,294	$	5,042,161

F-28

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

18.	Segment Information:

In late 2022, the Company acquired two containerships. As a result of the different characteristics of such containerships in relation to the Company’s other operating segments, the Company determined that, with effect from the fourth quarter of 2022, it operated in two reportable segments: (i) the dry bulk segment and (ii) the containership segment, each on a continued operations basis. The reportable segments reflect the internal organization of the Company and the way the chief operating decision maker reviews the operating results and allocates capital within the Company. In addition, the transport of dry cargo commodities, which are carried by dry bulk vessels, has different characteristics to the transport of containerized products, which are carried by containerships. Furthermore, the nature of trade, as well as the trading routes, charterers and cargo handling, is different in the containership segment and the dry-bulk segment.

The table below presents information about the Company’s reportable segments as of and for the nine months ended September 30, 2023 and 2024. The accounting policies followed in the preparation of the reportable segments are the same as those followed in the preparation of the Company’s unaudited interim condensed consolidated financial statements. Segment results are evaluated based on income from operations.

	Nine months ended September 30,									Nine months ended September 30,
	2023									2024
	Dry bulk segment			Containership segment			Total			Dry bulk segment			Containership segment			Total
Time charter revenues	$	60,508,493		$	10,643,491		$	71,151,984		$	40,282,640		$	9,797,173		$	50,079,813
Total vessel revenues	$	60,508,493		$	10,643,491		$	71,151,984		$	40,282,640		$	9,797,173		$	50,079,813
Voyage expenses (including charges from related party)		(3,453,050	)		(517,383	)		(3,970,433	)		(2,374,332	)		(630,159	)		(3,004,491	)
Vessel operating expenses		(27,742,577	)		(4,075,428	)		(31,818,005	)		(16,599,751	)		(3,264,385	)		(19,864,136	)
Management fees to related parties		(4,932,525	)		(516,274	)		(5,448,799	)		(2,966,813	)		(571,457	)		(3,538,270	)
Depreciation and amortization		(13,244,126	)		(3,981,266	)		(17,225,392	)		(6,896,524	)		(4,152,305	)		(11,048,829	)
Gain on sale of vessels		6,278,454			—			6,278,454			19,292,613			—			19,292,613
Gain from a claim		—			—			—			1,411,356			—			1,411,356
Segments operating income	$	17,414,669		$	1,553,140		$	18,967,809		$	32,149,189		$	1,178,867		$	33,328,056
Interest and finance costs								(8,485,041	)								(4,583,154	)
Interest income								1,605,982									3,350,686
Foreign exchange losses								(67,237	)								(33,327	)
Less: Unallocated corporate general and administrative expenses								(4,402,153	)								(4,889,990	)
Less: Corporate Interest and finance costs								(340,253	)								(459,007	)
Less: Corporate Interest income								600,617									2,514,287
Less: Corporate exchange losses								(5,641	)								(77,188	)
Dividend income on equity securities								1,173,072									4,689,828
Dividend income from related party								808,889									1,065,556
(Loss) / Gain on equity securities								(13,467,706	)								13,215,752
Net (loss) / income and comprehensive (loss) / income from continuing operations, before taxes							$	(3,611,662	)							$	48,121,499
Net income and Comprehensive income from discontinued operations, before taxes								17,513,269									—
Net income and Comprehensive income, before taxes							$	13,901,607								$	48,121,499

F-29

CASTOR MARITIME INC.

NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Expressed in U.S. Dollars – except for share data unless otherwise stated)

18.	Segment Information (continued):

A reconciliation of total segment assets to total assets presented in the accompanying unaudited interim consolidated balance sheets of December 31, 2023 and September 30, 2024, is as follows:

	As of December 31, 2023		As of September 30, 2024
Dry bulk segment	$	259,759,770	$	170,870,233
Containership segment		46,202,603		57,726,162
Cash and cash equivalents (1)		103,822,505		154,661,423
Prepaid expenses and other assets (1)		195,257,101		179,955,367
Total consolidated assets	$	605,041,979	$	563,213,185

(1)	Refers to assets of other, non-vessel owning, entities included in the unaudited interim condensed consolidated financial statements.

19.	Subsequent Events:

(a)

Dividend on Series D Preferred Shares: On October 15, 2024, the Company paid to Toro a dividend (declared on September 27, 2024) amounting to $625,000 on the Series D Preferred Shares for the dividend period from July 15, 2024 to October 14, 2024.

(b)

Acquisition of a 2008-built 1,850 TEU containership and a 2020-built Kamsarmax dry bulk carrier: The M/V Raphaela and M/V Magic Ariel were delivered to the Company on October 3, 2024 and October 9, 2024, respectively. Refer to Note 7 for further details on these acquisitions.

F-30

EX-99.2 3 ef20038163_ex99-2.htm EXHIBIT 99.2

Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is a discussion of the financial condition and results of operations of Castor Maritime Inc. (“Castor”) for the nine-month periods ended September 30, 2024, and September 30, 2023. Unless otherwise specified herein or the context otherwise requires, references to the “Company”, “we”, “our” and “us” or similar terms shall include Castor and its wholly owned subsidiaries. You should read the following discussion and analysis together with the unaudited interim condensed consolidated financial statements and related notes included elsewhere in this report. Amounts relating to percentage variations in period-on-period comparisons shown in this section are derived from those unaudited interim condensed consolidated financial statements. The following discussion contains forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. These forward-looking statements are dependent upon events, risks and uncertainties that may be outside our control which could cause actual events or conditions to differ materially from those currently anticipated and expressed or implied by such forward-looking statements. For a more complete discussion of these risks and uncertainties, please read the sections entitled “Cautionary Statement Regarding Forward-Looking Statements” and “Item 3. Key Information – D. Risk Factors” in our Annual Report for the year ended December 31, 2023 (the “2023 Annual Report”), which was filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 29, 2024. For additional information relating to our management’s discussion and analysis of financial conditions and results of operations, please see our 2023 Annual Report. Unless otherwise defined herein, capitalized terms and expressions used herein have the same meanings ascribed to them in the 2023 Annual Report.

Business Overview and Fleet Information

We are a growth-oriented global shipping company that was incorporated in the Republic of the Marshall Islands in September 2017 for the purpose of acquiring, owning, chartering and operating oceangoing cargo vessels. We are a provider of worldwide seaborne transportation services for dry bulk and container cargoes.

We currently operate a fleet consisting of ten dry bulk carriers that engage in the worldwide transportation of commodities such as iron ore, coal, soybeans etc., with an aggregate cargo carrying capacity of 0.8 million dwt and an average age of 11.6 years and three containership vessels with an aggregate cargo carrying capacity of 0.1 million dwt and an average age of 18.2 years (together, our “Fleet”). The average age of our entire Fleet is 13.1 years as of November 7, 2024. Our management reviews and analyzes operating results for our business over two reportable segments, (i) the Dry Bulk Segment, and (ii) the Containership Segment.

Our dry bulk and containership fleets currently operate in the time charter market. Our commercial strategy primarily focuses on deploying our Fleet under a mix of period time charters and trip time charters according to our assessment of market conditions. Our aim is to periodically adjust the mix of these chartering arrangements to take advantage of the relatively stable cash flows and high utilization rates associated with period time charters or to profit from attractive spot charter rates in the trip charter market.

With effect from July 1, 2022, our vessels are technically and commercially managed by Castor Ships S.A. (“Castor Ships”). Castor Ships has opted, with effect from the same date, to technically co-manage our dry bulk fleet with Pavimar S.A. (“Pavimar”), except the M/V Magic Celeste, for which Castor Ships has provided the technical management since August 16, 2024 (the date of its delivery to us), a related party controlled by Ismini Panagiotidis, the sister of our Chairman, Chief Executive Officer, Chief Financial Officer and controlling shareholder, Mr. Petros Panagiotidis, whereas the technical management of our containerships is currently subcontracted to one third-party ship management company.

The following table summarizes key information about our Fleet as of the date of this report:

Fleet vessels:

Dry Bulk Carriers
Vessel Name	Vessel Type	DWT		Year Built		Country of Construction	Purchase Price (in million)		Delivery Date
Magic P	Panamax		76,453		2004	Japan	$	7.35	02/21/2017
Magic Thunder	Kamsarmax		83,375		2011	Japan	$	16.85	04/13/2021
Magic Eclipse	Panamax		74,940		2011	Japan	$	18.48	06/07/2021
Magic Starlight	Kamsarmax		81,048		2015	China	$	23.50	05/23/2021
Magic Perseus	Kamsarmax		82,158		2013	Japan	$	21.00	08/09/2021
Magic Pluto	Panamax		74,940		2013	Japan	$	19.06	08/06/2021
Magic Mars	Panamax		76,822		2014	Korea	$	20.40	09/20/2021
Magic Callisto	Panamax		74,930		2012	Japan	$	23.55	01/04/2022
Magic Celeste (1)	Ultramax		63,310		2015	China	$	25.50	08/16/2024
Magic Ariel (2)	Kamsarmax		81,845		2020	China	$	29.95	10/09/2024
Containerships
Ariana A	2,700 TEU capacity Containership		38,117		2005	Germany	$	25.00	11/23/2022
Gabriela A	2,700 TEU capacity Containership		38,121		2005	Germany	$	25.75	11/30/2022
Raphaela (3)	1,850 TEU capacity Containership		26,811		2008	Turkey	$	16.49	10/03/2024

(1)

On July 16, 2024, we entered into an agreement with an unaffiliated third party to acquire a secondhand 2015-built Ultramax dry bulk carrier, the M/V Magic Celeste, for a purchase price of $25.5 million. The M/V Magic Celeste was delivered to us on August 16, 2024. The acquisition was financed in its entirety with cash on hand.

(2)

On September 19, 2024, we entered into an agreement with an unaffiliated third party to acquire a secondhand 2020-built Kamsarmax dry bulk carrier, the M/V Magic Ariel, for a purchase price of $29.95 million. The vessel was delivered to us on October 9, 2024. The acquisition was financed in its entirety with cash on hand.

(3)

On September 6, 2024, we entered into an agreement with an unaffiliated third party to acquire a secondhand 2008-built 1,850 TEU containership, the M/V Raphaela, for a purchase price of $16.49 million. The vessel was delivered to us on October 3, 2024. The acquisition was financed in its entirety with cash on hand.

We intend to continuously explore the market in order to identify further potential acquisition targets which will help us modernize our Fleet and develop our business. Our acquisition strategy has so far focused on secondhand dry bulk vessels and, recently, containerships, though we may acquire vessels in other sizes, age and/or sectors which we believe offer attractive investment opportunities, subject to the parameters set out in certain resolutions passed by our board of directors in connection with the spin-off of our former tanker vessel business completed on March 7, 2023 (the “Spin-Off”). We may also opportunistically dispose of vessels and may engage in such acquisitions and disposals at any time and from time to time.

Recent Developments

Please refer to Note 19 to our unaudited interim condensed consolidated financial statements, included elsewhere herein, for developments that took place after September 30, 2024.

Operating results

Important Measures and Definitions for Analyzing Results of Operations

Our management uses the following metrics to evaluate our operating results, including the operating results of our segments, and to allocate capital accordingly:

Total vessel revenues. Total vessel revenues are currently generated solely from time charters, though vessels have and may be employed under voyage charters in the future. Vessels operating on fixed time charters for a certain period provide more predictable cash flows over that period. Total vessel revenues are affected by the number of vessels in our fleet, hire rates and the number of days a vessel operates which, in turn, are affected by several factors, including the amount of time that we spend positioning our vessels, the amount of time that our vessels spend in dry dock undergoing repairs, maintenance and upgrade work, the age, condition and specifications of our vessels, and levels of supply and demand in the seaborne transportation market.

For further discussion of vessel revenues, please refer to Note 14 to our unaudited interim condensed consolidated financial statements included elsewhere in this report.

Voyage expenses. Our voyage expenses primarily consist of brokerage commissions paid in connection with the chartering of our vessels. Under a time charter, the charterer pays substantially all the vessel voyage related expenses. However, we may incur voyage related expenses from time to time, such as for bunkers, when positioning or repositioning vessels before or after the period of a time charter, during periods of commercial waiting time or while off-hire during dry docking or due to other unforeseen circumstances. Gain/loss on bunkers may also arise where the cost of the bunker fuel sold to the new charterer is greater or less than the cost of the bunker fuel acquired.

Operating expenses. We are responsible for vessel operating costs, which include crewing, expenses for repairs and maintenance, the cost of insurance, tonnage taxes, the cost of spares and consumable stores, lubricating oils costs, communication expenses, and other expenses. Expenses for repairs and maintenance tend to fluctuate from period to period because most repairs and maintenance typically occur during periodic dry-docking. Our ability to control our vessels’ operating expenses also affects our financial results.

Management fees. Management fees include fees paid to related parties providing certain ship management services to our fleet pursuant to the ship management agreements.

Off-hire. The period a vessel in our fleet is unable to perform the services for which it is required under a charter for reasons such as scheduled repairs, vessel upgrades, dry-dockings or special or intermediate surveys or other unforeseen events.

Dry-docking/Special Surveys. We periodically dry-dock and/or perform special surveys on our vessels for inspection, repairs and maintenance and any modifications required to comply with industry certification or governmental requirements. Our ability to control our dry-docking and special survey expenses and our ability to complete our scheduled dry-dockings and/or special surveys on time also affects our financial results. Dry-docking and special survey costs are accounted under the deferral method whereby the actual costs incurred are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due.

Ownership Days. Ownership Days are the total number of calendar days in a period during which we owned a vessel. Ownership Days are an indicator of the size of our fleet over a period and determine both the level of revenues and expenses recorded during that specific period.

Available Days. Available Days are the Ownership Days in a period less the aggregate number of days our vessels are off-hire due to scheduled repairs, dry-dockings or special or intermediate surveys. The shipping industry uses Available Days to measure the aggregate number of days in a period during which vessels are available to generate revenues. Our calculation of Available Days may not be comparable to that reported by other companies.

Operating Days. Operating Days are the Available Days in a period after subtracting unscheduled off-hire days and idle days.

Fleet Utilization. Fleet Utilization is calculated by dividing the Operating Days during a period by the number of Available Days during that period. Fleet Utilization is used to measure a company’s ability to efficiently find suitable employment for its vessels.

Daily Time Charter Equivalent Rate (“Daily TCE Rate”). See Appendix A for a description of the Daily TCE Rate.

Principal factors impacting our business, results of operations and financial condition

Our results of operations are affected by numerous factors. The principal factors that have impacted the business during the fiscal periods presented in the following discussion and analysis and that are likely to continue to impact our business are the following:

The levels of demand and supply of seaborne cargoes and vessel tonnage in the shipping segments in which we operate;

The cyclical nature of the shipping industry in general and its impact on charter rates and vessel values;

The successful implementation of the Company’s business strategy, including our ability to obtain equity and debt financing at acceptable and attractive terms to fund future capital expenditures and/or to implement our business strategy;

The global economic growth outlook and trends, such as price inflation and/or volatility;

Economic, regulatory, political and governmental conditions that affect shipping and the dry bulk and container segments, including international conflict or war (or threatened war), such as between Russia and Ukraine and in the Middle East, and acts of piracy or maritime aggression, such as recent maritime incidents involving vessels in and around the Red Sea;

The employment and operation of our fleet including the utilization rates of our vessels;

Our ability to successfully employ our vessels at economically attractive rates and our strategic decisions regarding the employment mix of our fleet as our charters expire or are otherwise terminated;

Management of the financial, operating, general and administrative elements involved in the conduct of our business and ownership of our fleet, including the effective and efficient technical management of our fleet by our head and sub-managers, and their suppliers;

The number of customers who use our services and the performance of their obligations under their agreements, including their ability to make timely payments to us;

Our ability to maintain solid working relationships with our existing customers and our ability to increase the number of our charterers through the development of new working relationships;

The reputation and safety record of our manager and/or sub-managers for the management of our vessels;

Dry-docking and special survey costs and duration, both expected and unexpected;

The level of any distribution on all classes of our shares;

Our borrowing levels and the finance costs related to our outstanding debt as well as our compliance with our debt covenants;

Management of our financial resources, including banking relationships and of the relationships with our various stakeholders;

Major outbreaks of diseases and governmental responses thereto; and

The performance of the listed equity securities in which the Company currently has investments, which is subject to market risk and price volatility, and may adversely affect our results due to the realization of losses upon disposition of these investments or the recognition of significant unrealized losses during their holding period.

Employment and operation of our Fleet

Another factor that impacts our profitability is the employment and operation of our Fleet. The profitable employment of our Fleet is highly dependent on the levels of demand and supply in the shipping industries in which we operate, our commercial strategy including the decisions regarding the employment mix of our Fleet, as well as our managers’ ability to leverage our relationships with existing or potential customers. The effective operation of our Fleet mainly requires regular maintenance and repair, effective crew selection and training, ongoing supply of our Fleet with the spares and the stores that it requires, contingency response planning, auditing of our vessels’ onboard safety procedures, arrangements for our vessels’ insurance, chartering of the vessels, training of onboard and on-shore personnel with respect to the vessels’ security and security response plans (ISPS), obtaining of ISM certifications, compliance with environmental regulations and standards, and performing the necessary audit for the vessels within the six months of taking over a vessel and the ongoing performance monitoring of the vessels.

Financial, general and administrative management

The management of financial, general and administrative elements involved in the conduct of our business and ownership of our vessels requires us to manage our financial resources, which includes managing banking relationships, administrating our bank accounts, managing our accounting system, records and financial reporting, monitoring and ensuring compliance with the legal and regulatory requirements affecting our business and assets and managing our relationships with our service providers and customers.

See also “Item 3. Key Information—D. Risk Factors” in our 2023 Annual Report. Because many of the foregoing factors are beyond our control and certain of these factors have historically been volatile, past performance is not necessarily indicative of future performance and it is difficult to predict future performance with any degree of certainty.

Results of Operations

Following the completion of the Spin-Off, the historical results of operations and the financial position of Toro Corp. (“Toro”) and the Aframax/LR2 and Handysize segments for periods prior to the Spin-Off are presented as discontinued operations. For information on our discontinued operations, see Note 3 to the unaudited interim condensed consolidated financial statements.

Consolidated Results of Operations

Nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023

(In U.S. Dollars, except for number of share data)	Nine months ended September 30, 2023			Nine months ended September 30, 2024			Change - amount		Change %
Total vessel revenues	$	71,151,984		$	50,079,813		$	21,072,171		29.6	%
Expenses:
Voyage expenses (including commissions to related party)		(3,970,433	)		(3,004,491	)		965,942		24.3	%
Vessel operating expenses		(31,818,005	)		(19,864,136	)		11,953,869		37.6	%
Management fees to related parties		(5,448,799	)		(3,538,270	)		1,910,529		35.1	%
Depreciation and amortization		(17,225,392	)		(11,048,829	)		6,176,563		35.9	%
General and administrative expenses (including costs from related party)		(4,402,153	)		(4,889,990	)		487,837		11.1	%
Gain on sale of vessels		6,278,454			19,292,613			13,014,159		207.3	%
Gain from a claim		—			1,411,356			1,411,356		100	%
Operating income	$	14,565,656		$	28,438,066		$	13,872,410		95.2	%
Interest and finance costs, net		(6,618,695	)		822,812			7,441,507		112.4	%
Other (expenses) / income (1)		(11,558,623	)		18,860,621			30,419,244		263.2	%
Income taxes		(98,906	)		(99,687	)		781		0.8	%
Net (loss) / income and comprehensive (loss) / income from continuing operations, net of taxes	$	(3,710,568	)	$	48,021,812		$	51,732,380		1394.2	%
Net income and comprehensive income from discontinued operations, net of taxes	$	17,339,332		$	—		$	17,339,332		100	%
Net income and comprehensive income	$	13,628,764		$	48,021,812		$	34,393,048		252.4	%

(1)	Includes aggregated amounts for foreign exchange losses, unrealized gains / (losses) from equity securities and other income, as applicable in each period.

Total vessel revenues – Total vessel revenues decreased to $50.1 million in the nine months ended September 30, 2024 from $71.2 million in the same period of 2023. The decrease was driven by the decrease in our Available Days from 5,743 days in the nine months ended September 30, 2023, to 3,446 days in the nine months ended September 30, 2024, following the sale of the (i) M/V Magic Rainbow on April 18, 2023, (ii) M/V Magic Twilight on July 20, 2023, (iii) M/V Magic Sun on November 14, 2023, (iv) M/V Magic Phoenix on November 27, 2023, (v) M/V Magic Argo on December 14, 2023, (vi) M/V Magic Moon on January 16, 2024, (vii) M/V Magic Orion on March 22, 2024, (viii) M/V Magic Nova on March 11, 2024, (ix) M/V Magic Nebula on April 18, 2024, (x) M/V Magic Venus on May 10, 2024, (xi) M/V Magic Vela on May 23, 2024, and (xii) M/V Magic Horizon on May 28, 2024, as partially offset by the acquisition of M/V Magic Celeste on August 16, 2024. This decrease was partially offset by the increase in the prevailing charter rates of our dry bulk vessels. During the nine months ended September 30, 2024, our Fleet earned on average a Daily TCE Rate of $13,661, compared to an average Daily TCE Rate of $11,698 earned during the same period in 2023. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please refer to Appendix A for the definition and reconciliation of this measure to Total vessel revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.

Voyage expenses – Voyage expenses decreased by $1.0 million, to $3.0 million in the nine months ended September 30, 2024, from $4.0 million in the corresponding period of 2023. This decrease in voyage expenses is mainly associated with the decrease in the overall bunkers consumption of our Fleet, offset by increased port and other expenses.

Vessel operating expenses – The decrease in operating expenses by $11.9 million to $19.9 million in the nine months ended September 30, 2024, from $31.8 million in the same period of 2023 mainly reflects the decrease in the Ownership Days of our Fleet to 3,483 days in the nine months ended September 30, 2024, from 5,767 days in the same period in 2023.

Management fees – Management fees in the nine months ended September 30, 2024, amounted to $3.5 million, whereas, in the same period of 2023, management fees totaled $5.5 million. This decrease in management fees is due to the decrease in the total number of Ownership Days following the sale of the dry bulk vessels mentioned above. This decrease was partially offset by the adjustments of management fees under the terms of the Amended and Restated Master Management Agreement (i) effected on July 1, 2023, from $925 per vessel per day to $986 per vessel per day and (ii) effected on July 1, 2024, from $986 per vessel per day to $1,017 per vessel per day. On July 28, 2022, we entered into an amended and restated master management agreement with Castor Ships, with effect from July 1, 2022 (the “Amended and Restated Master Management Agreement”). Our vessel-owning subsidiaries each also entered into new ship management agreements with Castor Ships. For further details on our management arrangements, see “Item 7. Major Shareholders and Related Party Transactions—B. Related Party Transactions— Management, Commercial and Administrative Services” in our 2023 Annual Report.

Depreciation and amortization – Depreciation and amortization expenses comprise vessels’ depreciation and the amortization of vessels’ capitalized dry-dock costs. Depreciation expenses decreased to $9.9 million in the nine months ended September 30, 2024, from $15.5 million in the same period of 2023. The decrease by $5.6 million reflects the decrease in the Ownership Days of our Fleet following the sale of dry bulk vessels discussed above. Dry-dock and special survey amortization charges amounted to $1.1 million for the nine months ended September 30, 2024, compared to a charge of $1.7 million in the respective period of 2023. This variation in dry-dock amortization charges primarily resulted from the decrease in aggregate amortization days to 964 days in the nine months ended September 30, 2024, from 1,855 days in the nine months ended September 30, 2023, mainly as a result of the sale of vessels mentioned above.

General and administrative expenses – The increase in General and administrative expenses by $0.5 million, to $4.9 million in the nine months ended September 30, 2024, from $4.4 million in the same period of 2023 mainly reflects the increase in professional fees by $0.4 million and the increase in our administrative fees under the Amended and Restated Master Management Agreement by $0.1 million.

Gain on sale of vessels – On January 16, 2024, we concluded the sale of the M/V Magic Moon, sold pursuant to an agreement dated November 10, 2023, for cash consideration of $11.8 million. The sale resulted in net proceeds to the Company of $11.2 million and the Company recorded a net gain on the sale of $2.4 million. On March 11, 2024, we concluded the sale of the M/V Magic Nova, sold pursuant to an agreement dated January 19, 2024 for cash consideration of $16.1 million. The sale resulted in net proceeds to the Company of $15.9 million and the Company recorded a net gain on the sale of $4.1 million. On March 22, 2024, we concluded the sale of the M/V Magic Orion, sold pursuant to an agreement dated December 7, 2023 for cash consideration of $17.4 million. The sale resulted in net proceeds to the Company of $16.8 million and the Company recorded a net gain on the sale of $1.4 million. On April 18, 2024, we concluded the sale of the M/V Magic Nebula, sold pursuant to an agreement dated February 15, 2024 for cash consideration of $16.2 million. The sale resulted in net proceeds to the Company of $15.6 million and the Company recorded a net gain on the sale of $1.9 million. On May 10, 2024, we concluded the sale of the M/V Magic Venus, sold pursuant to an agreement dated December 21, 2023 for cash consideration of $17.5 million. The sale resulted in net proceeds to the Company of $17.2 million and the Company recorded a net gain on the sale of $3.2 million. On May 23, 2024, we concluded the sale of the M/V Magic Vela, sold pursuant to an agreement dated May 1, 2024 for cash consideration of $16.4 million. The sale resulted in net proceeds to the Company of $15.7 million and the Company recorded a net gain on the sale of $2.0 million. On May 28, 2024, we concluded the sale of the M/V Magic Horizon, sold pursuant to an agreement dated January 19, 2024 for cash consideration of $15.8 million. The sale resulted in net proceeds to the Company of $15.5 million and the Company recorded a net gain on the sale of $4.3 million. Please also refer to Note 7 to our unaudited interim condensed consolidated financial statements for the nine months ended September 30, 2024. On April 18, 2023, we concluded the sale of the M/V Magic Rainbow which we sold, pursuant to an agreement dated March 13, 2023, for cash consideration of $12.6 million. The sale resulted in net proceeds to the Company of $11.4 million and the Company recorded a net gain on the sale of $3.1 million. On July 20, 2023, we concluded the sale of the M/V Magic Twilight, sold pursuant to an agreement dated June 2, 2023 for cash consideration of $17.5 million. The sale resulted in net proceeds to the Company of $16.6 million and the Company recorded a net gain on the sale of $3.15 million.

Gain from a claim – On May 28, 2024, the Company collected the amount of $1,411,356 (including the deposit amount of $1,395,000 and gross interest earned on the deposit) in connection with a claim related to the M/V Magic Moon. Following the provisions of ASC 450-30-25-1, the Company has recorded this gain in its financial statements for the nine-month period ended September 30, 2024. Please also refer to Note 12 to our unaudited interim condensed consolidated financial statements for the nine months ended September 30, 2024.

Interest and finance costs, net – Interest and finance costs, net, amounted to $(0.8) million in the nine months ended September 30, 2024, whereas in the same period of 2023, they amounted to $6.6 million. The decrease by $7.4 million is mainly due to the decrease in our weighted average indebtedness from $123.6 million in the nine months ended September 30, 2023 to $64.6 million in the nine months ended September 30, 2024 as well as an increase in interest we earned from time and cash deposits due to increased interest rates and cash balances, and partially offset by an increase in the weighted average interest rate on our debt from 8.4% in the nine months ended September 30, 2023, to 8.7% in the nine months ended September 30, 2024.

Other (expenses) / income – Other income in the nine months ended September 30, 2024 amounted to $18.9 million and mainly includes (i) a gain of $13.2 million from our investments in listed equity securities, (ii) dividend income on equity securities of $4.7 million and (iii) dividend income of $1.1 million from our investment in 140,000 1.00% Series A Fixed Rate Cumulative Perpetual Convertible Preferred Shares of Toro (the “Toro Series A Preferred Shares”). Other expenses in the nine months ended September 30, 2023 amounted to $11.6 million, and mainly included (i) a loss of $13.5 million from our investments in listed equity securities, set off by (ii) dividend income on equity securities of $1.2 million and (iii) dividend income of $0.8 million from our investment in the Toro Series A Preferred Shares.

Segment Results of Operations

Nine months ended September 30, 2024, as compared to the nine months ended September 30, 2023 — Dry Bulk Segment

(in U.S. Dollars)	Nine months ended September 30, 2023			Nine months ended September 30, 2024			Change- amount		Change %
Total vessel revenues	$	60,508,493		$	40,282,640		$	20,225,853		33.4	%
Expenses:
Voyage expenses (including commissions to related party)		(3,453,050	)		(2,374,332	)		1,078,718		31.2	%
Vessel operating expenses		(27,742,577	)		(16,599,751	)		11,142,826		40.2	%
Management fees to related parties		(4,932,525	)		(2,966,813	)		1,965,712		39.9	%
Depreciation and amortization		(13,244,126	)		(6,896,524	)		6,347,602		47.9	%
Gain on sale of vessels		6,278,454			19,292,613			13,014,159		207.3	%
Gain from a claim		—			1,411,356			1,411,356		100.0	%
Segment operating income(1)	$	17,414,669		$	32,149,189		$	14,734,520		84.6	%

(1)	Does not include corporate general and administrative expenses. See the discussion under “Consolidated Results of Operations” above.

Total vessel revenues – Total vessel revenues for our dry bulk fleet decreased to $40.3 million in the nine months ended September 30, 2024 from $60.5 million in the same period of 2023. The decrease was driven by the decrease in our Available Days from 5,221 days in the nine months ended September 30, 2023, to 2,898 days in the nine months ended September 30, 2024, following the sale of the (i) M/V Magic Rainbow on April 18, 2023, (ii) M/V Magic Twilight on July 20, 2023, (iii) M/V Magic Sun on November 14, 2023, (iv) M/V Magic Phoenix on November 27, 2023, (v) M/V Magic Argo on December 14, 2023, (vi) M/V Magic Moon on January 16, 2024, and (vii) M/V Magic Orion on March 22, 2024, (viii) M/V Magic Nova on March 11, 2024, (ix) M/V Magic Nebula on April 18, 2024, (x) M/V Magic Venus on May 10, 2024, (xi) M/V Magic Vela on May 23, 2024, and (xii) M/V Magic Horizon on May 28, 2024, as partially offset by the acquisition of M/V Magic Celeste on August 16, 2024. This decrease was partially offset by the increase in the prevailing charter rates of our dry bulk vessels. During the nine months ended September 30, 2024, our dry bulk fleet earned on average a Daily TCE Rate of $13,081 compared to an average Daily TCE Rate of $10,928 earned during the same period in 2023. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please refer to Appendix A for the definition and reconciliation of this measure to Total vessel revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP.

Voyage expenses – Voyage expenses decreased to $2.4 million in the nine months ended September 30, 2024, from $3.5 million in the corresponding period of 2023. This decrease in voyage expenses is mainly associated with decreased bunkers consumption.

Vessel operating expenses – The decrease in operating expenses for our dry bulk fleet by $11.1 million, to $16.6 million in the nine months ended September 30, 2024, from $27.7 million in the same period of 2023, mainly reflects the decrease in Ownership Days due to the sale of the vessels mentioned above.

Management fees – Management fees in the nine months ended September 30, 2024, amounted to $3.0 million, whereas, in the same period of 2023, management fees totaled $4.9 million. This decrease in management fees is due to a decrease in the total number of Ownership Days following the sale of the dry bulk vessels mentioned above. This decrease was partially offset by the adjustments of management fees under the terms of the Amended and Restated Master Management Agreement (i) effected on July 1, 2023, from $925 per vessel per day to $986 per vessel per day and (ii) effected on July 1, 2024, from $986 per vessel per day to $1,017 per vessel per day.

Depreciation and amortization – Depreciation expenses for our dry bulk fleet in the nine months ended September 30, 2024 and 2023 amounted to $6.1 million and $11.7 million, respectively. The decrease reflects (i) the net decrease in the Ownership Days of our dry bulk segment days to 2,935 days in the nine months ended September 30, 2024, from 5,221 days in the same period in 2023, due to the sale and acquisition of vessels described above and (ii) the effect of classifying those vessels as “held for sale” on the date of the agreements for sale, as depreciation was not recorded during the period in which these vessels were classified as held for sale. Dry-dock and special survey amortization charges decreased to $0.8 million in the nine months ended September 30, 2024, from $1.5 million in the same period of 2023. This variation in dry-dock amortization charges primarily resulted from the decrease in aggregate amortization days to 690 days in the nine months ended September 30, 2024, from 1,710 days in the nine months ended September 30, 2023, mainly as a result of the sale of vessels mentioned above.

Gain on sale of vessels – Refer to discussion under ‘Consolidated Results of Operations- Gain on sale of vessels’ above for details on the sale of the M/V Magic Moon, M/V Magic Nova, M/V Magic Orion, M/V Magic Nebula, M/V Magic Venus, M/V Magic Vela and M/V Magic Horizon.

Gain from a claim – Refer to discussion under ‘Consolidated Results of Operations- Gain from a claim’.

Nine months ended September 30, 2024, as compared to nine months ended September 30, 2023 — Containership Segment

	Nine months ended September 30, 2023			Nine months ended September 30, 2024			Change - amount		Change %
Total vessel revenues	$	10,643,491		$	9,797,173		$	846,318		8.0	%
Expenses:
Voyage expenses (including commissions to related party)		(517,383	)		(630,159	)		112,776		21.8	%
Vessel operating expenses		(4,075,428	)		(3,264,385	)		811,043		19.9	%
Management fees to related parties		(516,274	)		(571,457	)		55,183		10.7	%
Depreciation and amortization		(3,981,266	)		(4,152,305	)		171,039		4.3	%
Segment operating income	$	1,553,140		$	1,178,867		$	374,273		24.1	%

Total vessel revenues – Total vessel revenues for our containership segment amounted to $9.8 million in the nine months ended September 30, 2024, as compared to $10.6 million in the same period of 2023. This decrease was driven by the decrease in prevailing charter rates of our container vessels. During the nine months ended September 30, 2024, our containerships earned an average Daily TCE Rate of $16,728 compared to an average Daily TCE Rate of $19,399 earned in the same period of 2023. Daily TCE Rate is not a recognized measure under U.S. GAAP. Please refer to Appendix A for the definition and reconciliation of this measure to Total vessel revenues, the most directly comparable financial measure calculated and presented in accordance with U.S. GAAP. During the period in which we owned them, both of our containerships were engaged in period time charters.

Voyage expenses – Voyage expenses for our containership segment increased to $0.6 million in the nine months ended September 30, 2024, from $0.5 million in the same period of 2023, mainly reflecting the increase in port and other expenses, as offset by decreased brokerage commissions due to the decrease in vessel revenues in the nine months ended September 30, 2024 compared to the same period in 2023.

Vessel operating expenses – Operating expenses for our containership segment decreased to $3.3 million in the nine months ended September 30, 2024, from $4.1 million in the same period of 2023, mainly reflecting the decrease in repairs, spares and maintenance costs of our containership vessels.

Management fees – Management fees for our containership segment amounted to $0.6 million and $0.5 million in the nine months ended September 30, 2024, and in the same period of 2023, respectively, reflecting the adjustments of management fees under the terms of the Amended and Restated Master Management Agreement.

Depreciation and amortization – Depreciation expenses for our containership segment amounted to $3.8 million in both the nine months ended September 30, 2024, and 2023. Dry-dock amortization charges in the nine months ended September 30, 2024, and the same period of 2023 amounted to $0.3 million and $0.1 million, respectively. The increase by $0.1 million relates to the M/V Ariana A, which underwent its dry-dock and special survey from mid-April 2023 up to early May 2023.

Liquidity and Capital Resources

We operate in a capital-intensive industry, and we expect to finance the purchase of additional vessels and other capital expenditures through a combination of proceeds from equity offerings, borrowings in debt transactions and cash generated from operations. Our liquidity requirements relate to servicing the principal and interest on our debt, funding capital expenditures and working capital (which includes maintaining the quality of our vessels and complying with international shipping standards and environmental laws and regulations) and maintaining cash reserves for the purpose of satisfying certain minimum liquidity restrictions contained in our credit facilities. In accordance with our business strategy, other liquidity needs may relate to funding potential investments in additional vessels or businesses and maintaining cash reserves to hedge against fluctuations in operating cash flows. Our funding and treasury activities are intended to maximize investment returns while maintaining appropriate liquidity.

As of September 30, 2024, and December 31, 2023, we held cash and cash equivalents of $171.3 million and $111.4 million (which excludes $0.25 million and $9.5 million of cash restricted in each period, under our debt agreements), respectively. Cash and cash equivalents are primarily held in U.S. dollars.

As of September 30, 2024, we had $1.6 million of gross indebtedness outstanding under our debt agreements, which matures in the twelve-month period ending September 30, 2025. As of September 30, 2024, we were in compliance with all the financial and liquidity covenants contained in our debt agreement.

Working capital is equal to current assets minus current liabilities. As of September 30, 2024, we had a working capital surplus of $231.6 million as compared to a working capital surplus of $213.7 million as of December 31, 2023.

We believe that our current sources of funds and those that we anticipate to internally generate for a period of at least the next twelve months from September 30, 2024 will be sufficient to fund the operations of our Fleet, meet our working capital and capital expenditures requirements and service the principal and interest on our existing debt for that period.

Our medium- and long-term liquidity requirements relate to the funding of cash dividends on our Series D Preferred Shares, when declared, and expenditures relating to the operation and maintenance of our vessels. Sources of funding for our medium- and long-term liquidity requirements include cash flows from operations or new debt financing, if required.

As of September 30, 2024, we made capital expenditures of $25.6 million in connection with the acquisition of the M/V Magic Celeste and we have entered into two contracts for the acquisition of two vessels for which we have made advance deposits of $4.7 million. The contractual obligations related to the acquisition of these vessels are approximately $41.8 million, amounts that were settled during October 2024 upon the deliveries of these vessels to the Company. The acquisitions were financed with cash on hand. We did not have any further commitments for capital expenditures related to vessel acquisitions. Please also refer to Note 7 to our unaudited interim condensed consolidated financial statements for the nine months ended September 30, 2024.

Our Borrowing Activities

Please refer to Note 8 to our unaudited interim condensed consolidated financial statements, included elsewhere herein, for information regarding our borrowing activities as of September 30, 2024.

Cash Flows

The following table summarizes our net cash flows provided by/(used in) operating, investing, and financing activities and our cash, cash equivalents and restricted cash for the nine-month periods ended September 30, 2023, and 2024:

	Nine months ended September 30,
(in U.S. Dollars)	2023			2024
Net cash provided by operating activities from continuing operations	$	11,170,691		$	31,556,809
Net cash (used in) / provided by investing activities from continuing operations		(40,976,112	)		106,988,144
Net cash provided by / (used in) financing activities from continuing operations		14,977,296			(87,918,785	)
Net cash provided by operating activities from discontinued operations		20,409,041			—
Net cash used in investing activities from discontinued operations		(153,861	)		—
Net cash used in financing activities from discontinued operations		(62,734,774	)		—
Cash, cash equivalents and restricted cash at beginning of period		152,307,420			120,901,147
Cash, cash equivalents and restricted cash at end of period	$	94,999,701		$	171,527,315

Operating Activities (from continuing operations):

For the nine months ended September 30, 2024, net cash provided by operating activities of continuing operations amounted to $31.6 million, consisting of net income of $48.0 million, non-cash adjustments related to depreciation and amortization of $11.0 million, aggregate gain on sale of the vessels discussed above of $19.3 million, amortization and write off of deferred finance charges of $0.8 million, amortization of fair value of acquired charters of $0.3 million, straight line amortization of hire of $0.1 million, unrealized gain of $9.4 million from revaluing our investments in listed equity securities at period end market rates, a gain of $1.4 million from a claim, a realized gain on sale of equity securities of $3.6 million, payments related to dry-docking costs of $0.4 million and a net decrease of $5.7 million in working capital, which is mainly the result of decreases in (i) trade receivables by $2.4 million, (ii) inventories by $0.4 million, (iii) due from/to related parties by $5.3 million, (iv) prepaid expenses and other assets by $1.4 million, (v) accounts payable by $1.8 million, (vi) deferred revenue by $1.0 million and (vii) accrued liabilities by $1.0 million.

For the nine-month period ended September 30, 2023, net cash provided by operating activities amounted to $11.2 million, consisting of net loss of $3.7 million, non-cash adjustments related to depreciation and amortization of $17.2 million, aggregate gain on sale of the M/V Magic Rainbow and M/V Magic Twilight, of $6.3 million, amortization of deferred finance charges of $0.7 million, amortization of fair value of acquired charters of $1.8 million, unrealized loss of $13.5 million from revaluing our investments in listed equity securities at period end market rates, payments related to dry-docking costs of $1.8 million and a net increase of $10.3 million in working capital, which mainly derived from (i) decrease in accounts payable by $2.0 million, (ii) decrease in accrued liabilities by $1.6 million and (iii) increase in ‘Due from/to related parties’ by $5.6 million.

Investing Activities (from continuing operations):

For the nine months ended September 30, 2024, net cash provided by investing activities amounted to $107.0 million mainly reflecting the net cash inflow of $107.9 million of net proceeds from the sale of the vessels discussed above, net inflows of $28.0 million associated with the purchase and sale of equity securities and inflows of $1.4 million of proceeds from a claim associated with an unsuccessful sale of M/V Magic Moon, offset by the acquisition of the M/V Magic Celeste for $25.5 million and advances for the acquisition of the M/V Raphaela and M/V Magic Ariel amounting to $4.7 million. Please also refer to Notes 4, 7, 9, and 12 to our unaudited interim condensed consolidated financial statements included elsewhere in this report for a more detailed discussion.

For the nine-months ended September 30, 2023, net cash used in investing activities amounted to $41.0 million mainly reflecting the cash outflows of $72.0 million associated with the purchase and sale of equity securities and $0.2 million used for other capital expenditures relating to our Fleet, offset by the net proceeds from the sale of the M/V Magic Rainbow and M/V Magic Twilight of $28.0 million and the advance deposit of $3.2 million received relating to the sale of the M/V Magic Argo.

Financing Activities (from continuing operations):

For the nine months ended September 30, 2024, net cash used in financing activities amounted to $87.9 million, mainly relating to (i) $85.0 million consisting of period scheduled principal repayments under our existing secured credit facilities, early prepayments due to sale of vessels and voluntary prepayments, (ii) $1.9 million of dividends paid relating to Series D Preferred Shares and (iii) $1.1 million for the repurchase of warrants. Please also refer to Notes 4, 8 and 10 to our unaudited interim consolidated financial statements included elsewhere in this report for a more detailed discussion.

For the nine months ended September 30, 2023, net cash provided by financing activities amounted to $15.0 million, mainly relating to (i) $49.9 million of net proceeds following the issuance of Series D Preferred Shares, (ii) $2.7 million cash reimbursement from Toro relating to the Spin-Off expenses incurred by us on Toro’s behalf during 2022 and up to the completion of the Spin-Off and (iii) $0.6 million of net proceeds under our at-the-market common share offering program dated May 23, 2023, as offset by the $38.2 million of period scheduled principal repayments under our existing secured credit facilities and early prepayments due to the sale of vessels, as discussed in more detail in the 2023 Annual Report.

Critical Accounting Estimates

We prepare our financial statements in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. On a regular basis, management reviews the accounting policies, assumptions, estimates and judgments to ensure that our consolidated financial statements are presented fairly and in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such differences could be material. For more details on our Critical Accounting Estimates, please read “Item 5. Operating and Financial Review and Prospects—E. Critical Accounting Estimates” in our 2023 Annual Report. For a description of our significant accounting policies, please read Note 2 to our unaudited interim condensed consolidated financial statements, included elsewhere in this report, “Item 18. Financial Statements” in our 2023 Annual Report and more precisely “Note 2. Significant Accounting Policies and Recent Accounting Pronouncements” of our consolidated financial statements included in our 2023 Annual Report.

APPENDIX A

Non-GAAP Financial Information

Daily TCE Rate. The Daily Time Charter Equivalent Rate (“Daily TCE Rate”) is a measure of the average daily revenue performance of a vessel. The Daily TCE Rate is not a measure of financial performance under U.S. GAAP (i.e., it is a non-GAAP measure) and should not be considered as an alternative to any measure of financial performance presented in accordance with U.S. GAAP. We calculate Daily TCE Rate by dividing total revenues (time charter and/or voyage charter revenues, and/or pool revenues, net of charterers’ commissions), less voyage expenses, by the number of Available Days during that period. Under a time charter, the charterer pays substantially all the vessel voyage related expenses. However, we may incur voyage related expenses when positioning or repositioning vessels before or after the period of a time or other charter, during periods of commercial waiting time or while off-hire during dry docking. Under voyage charters, the majority of voyage expenses are generally borne by us whereas for vessels in a pool, such expenses are borne by the pool operator. The Daily TCE Rate is a standard shipping industry performance measure used primarily to compare period-to-period changes in a company’s performance and, management believes that the Daily TCE Rate provides meaningful information to our investors since it compares daily net earnings generated by our vessels irrespective of the mix of charter types (i.e., time charter, voyage charter or other) under which our vessels are employed between the periods while it further assists our management in making decisions regarding the deployment and use of our vessels and in evaluating our financial performance. Our calculation of the Daily TCE Rates may be different from and may not be comparable to that reported by other companies. The following table reconciles the calculation of the Daily TCE Rate for our Fleet to Total vessel revenues for the periods presented (amounts in U.S. dollars, except for Available Days):

Reconciliation of Daily TCE Rate to Total vessel revenues — Consolidated (continuing operations)

	Nine-months ended September 30,			Nine-months ended September 30,
	2023			2024
Total vessel revenues	$	71,151,984		$	50,079,813
Voyage expenses -including commissions to related party		(3,970,433	)		(3,004,491	)
TCE revenues	$	67,181,551		$	47,075,322
Available Days		5,743			3,446
Daily TCE Rate	$	11,698		$	13,661

Reconciliation of Daily TCE Rate to Total vessel revenues — Dry Bulk Segment

	Nine-months ended September 30,			Nine-months ended September 30,
	2023			2024
Total vessel revenues	$	60,508,493		$	40,282,640
Voyage expenses - including commissions to related party		(3,453,050	)		(2,374,332	)
TCE revenues	$	57,055,443		$	37,908,308
Available Days		5,221			2,898
Daily TCE Rate	$	10,928		$	13,081

Reconciliation of Daily TCE Rate to Total vessel revenues — Containership Segment

	Nine-months ended September 30,			Nine-months ended September 30,
	2023			2024
Total vessel revenues	$	10,643,491		$	9,797,173
Voyage expenses - including commissions to related party		(517,383	)		(630,159	)
TCE revenues	$	10,126,108		$	9,167,014
Available Days		522			548
Daily TCE Rate	$	19,399		$	16,728