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TOP Ships Enters Agreement to Sell Shares to Rubico
TOP Ships (TOPS) entered into an agreement with Rubico (RUBI), a related party, to sell 100% of the issued and outstanding shares of a Marshall Islands company that is party to a shipbuilding contract with Guangzhou Shipyard International Company Limited and China Shipbuilding Trading Co., Ltd. for the construction of a 47,499 dwt chemical/product oil carrier scheduled for delivery in the second quarter of 2029. The aggregate selling price for 100% of the shares of the SPV is approximately $6.5M, payable in full at closing. The transaction is expected to close by September 30, 2026, subject to customary closing conditions.
Rubico Enters Share Purchase Agreement with Top Ships for Approximately $6.5M
Rubico announced (RUBI) that it has entered into a share purchase agreement with Top Ships (TOPS), a related party controlled by Rubico's controlling shareholder, to purchase the shares of a company that is party to a shipbuilding contract with Guangzhou Shipyard International Company Limited and China Shipbuilding Trading for the construction of a 47,499 dwt chemical/product oil carrier.The Newbuilding MR Tanker is scheduled for delivery in the second quarter of 2029. The SPV has secured time charter employment for the vessel with a major oil trader, starting from its delivery and for a firm duration of seven years, with charterer's option to extend for four additional years. The total potential gross revenue backlog from this contract, including optional years, is about $75.4M. The SPV has also entered into a sale and leaseback financing agreement with a major Chinese leasing company for an amount of 85% of the installment payments under the shipbuilding contract. The purchase price under the shipbuilding contract, payable in installments up to the delivery of the vessel, is $45.2M out of which $6.8M has already been settled. The financing bears an interest rate of Term SOFR plus a margin of 1.80%. Under the financing, following the delivery of the vessel, the Company will pay quarterly installments of $0.5M over a period of 10 years with a balloon payment of $18.2M payable together with the last installment. Top Ships and the Company will provide corporate guarantees in favor of the leasing company. The aggregate purchase price for 100% of the shares of the SPV is approximately $6.5M, payable in full at closing. The advance cash payment of $0.3M of the LOI will be credited against the Consideration. The transaction is expected to close by September 30, subject to customary closing conditions.
Rubico Signs Letter of Intent to Acquire Shipowning Company from Top Ships
Rubico (RUBI) entered into a letter of intent for the potential acquisition from Top Ships (TOPS) of a shipowning company that is party to a shipbuilding agreement with Guangzhou Shipyard International Company Limited for the construction of a high specification MR chemical/product oil tanker to be delivered in Q2 2029. The SPV has entered into a time charter agreement with Trafigura Maritime Logistics at a minimum fixed duration of 7 years at a time charter rate of $18,750 per day and is also party to a lease financing agreement with a Chinese Lessor for 85% of the shipbuilding price starting from the 1st instalment on a pro-rata basis without any asset cover requirement for the duration of the time charter. The Company will make an advance cash payment of $0.3M that will be credited against the acquisition price of the SPV or refunded to the extent the Company does not elect to purchase the SPV. The exclusivity period under the LOI will expire on July 31.
Rubico Inc Estimates Net Asset Value at $183.1M
Rubico Inc announced that after taking into account the June 30, charter free vessel value estimates from third party international brokers, debt outstanding and cash, management estimates the company's net asset value as of June 30 to be $183.1M. This reflects a 94% increase from the previous NAV reported on March 2. This translates into a NAV of $300.26 per common share and $72.22 per common share on a fully diluted basis. The company's CEO said: "As of yesterday's market close, we are trading at a 95% discount to our current estimate of our fully-diluted NAV. Our fleet has an average age of approximately 5.2 years, consisting of state-of-the-art vessels equipped with the latest eco-friendly and fuel-efficient specifications. In addition, our newbuilding pipeline comprises of two high-specification 47,499 dwt MR tanker newbuildings, scheduled for delivery in the third and fourth quarters of 2029, one of which will be acquired through a share purchase agreement expected to close by September 30, 2026. The pipeline also includes a high-specification 60-meter megayacht scheduled for delivery in the second quarter of 2027, which we intend to divest to achieve a meaningful equity release - a multiple of our current market capitalization, as previously announced."
TOP Ships Enters Agreement to Sell Shares to Rubico
TOP Ships (TOPS) entered into an agreement with Rubico Inc (RUBI) to sell 100% of the issued and outstanding shares of one Marshall Island company which is a counterparty to a ship building contract for one very-high specification 47,499 dwt Medium Range product/chemical oil tanker with Guangzhou Shipyard International Company Limited, scheduled for delivery during 2029. The aggregate selling price for 100% of the shares of the SPV is approximately $6.25M, payable in full at closing. The transaction is expected to close by September 30, subject to customary closing conditions. The sale was approved by a special committee composed of independent and disinterested members of the Company's board of directors, which obtained a fairness opinion with respect to the consideration paid to acquire the SPV from an independent financial advisor.
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