KEMP MARITIME S.A. (1) as Owner IDI SHIPPING COMPANY LIMITED (2) as ChartererTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
FACILITIES AGREEMENT for a US$195,656,899.82 Term Loan and a US$350,000,000 Revolving Credit FacilityAgreement • April 13th, 2006 • Top Tankers Inc. • Deep sea foreign transportation of freight • London
COMMON STOCK PURCHASE WARRANT TOP SHIPS INC.Top Ships Inc. • October 11th, 2022 • Deep sea foreign transportation of freight
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 7, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Top Ships Inc., a Republic of the Marshall Islands corporation (the “Company”), up to _____ common shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company, par value $0.01 per share (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Exhibit 4.45 MEMORANDUM OF AGREEMENT Dated: 14/03/2006 PAGEON SHIPPING COMPANY LIMITED of Limassol, Cyprus Hereinafter called the Sellers, have agreed to sell, and COMOROS SHIPPING LIMITED of Nicosia, Cyprus Hereinafter called the Buyers, have agreed...Memorandum of Agreement • April 20th, 2007 • Top Tankers Inc. • Deep sea foreign transportation of freight • London
UNDERWRITING AGREEMENT between TOP SHIPS, INC. and AEGIS CAPITAL CORP., as Representative of the Several UnderwritersUnderwriting Agreement • June 4th, 2014 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
The undersigned, Top Ships, Inc., a corporation formed under the laws of the Republic of The Marshall Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
ICON DOUBTLESS, LLC (1) as OwnerTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
as Charter Guarantor (3) and FORTIS BANK (NEDERLAND) N.V. (4)Top Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
TOP TANKERS INC. as Charter Guarantor (3) andTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
Exhibit 4.56 ADDENDUM NO. 1 dated 16 June 2006 to a "Barecon 2001" bareboat charter dated 14 March 2006 (the "Charter") made between, Kemp Maritime S.A. (the "Original Owners") as owners and IDI Shipping Company Limited (the "Charterers") as...Top Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
FORM OF PRE-FUNDED COMMON STOCK PURCHASE WARRANT TOP SHIPS INC.Top Ships Inc. • February 16th, 2023 • Deep sea foreign transportation of freight • New York
THIS PRE-FUNDED COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Top Ships Inc., a Marshall Islands corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
COMMON STOCK PURCHASE WARRANT TOP SHIPS, INC.Common Stock Purchase Warrant • October 24th, 2018 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
THIS COMMON STOCK PURCHASE WARRANT (the "Warrant") certifies that, for value received, [ ] or its assigns (the "Holder") is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the "Initial Exercise Date") and on or prior to 5:00 p.m. (New York City time) on February [__], 2019 (the "Termination Date") but not thereafter, to subscribe for and purchase from Top Ships, Inc., a Republic of the Marshall Islands corporation (the "Company"), up to [3,500,000 ] shares (as subject to adjustment hereunder, the "Warrant Shares") of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
andIndenture • August 1st, 2005 • Top Tankers Inc. • Deep sea foreign transportation of freight • New York
and FORTIS BANK (NEDERLAND) N.V. (4)Top Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 10th, 2020 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 6, 2020, between Top Ships Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Exhibit 4.67 Private & Confidential DATED 16 JUNE 2006 SUPPLEMENTAL AGREEMENT relating to a memorandum of agreement dated 14 March 2006 in relation to m.v. FaithfulSupplemental Agreement • April 20th, 2007 • Top Tankers Inc. • Deep sea foreign transportation of freight • Marshall Islands
COMOROS SHIPPING LIMITED (1) as Owner PAGEON SHIPPING COMPANY LIMITED (2) as ChartererTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
andTop Tankers Inc. • August 1st, 2005 • Deep sea foreign transportation of freight • New York
FIRST SUPPLEMENTAL AGREEMENTAgreement • April 20th, 2007 • Top Tankers Inc. • Deep sea foreign transportation of freight
ICON FAITHFUL, LLC (1) as Owner GRAMOS SHIPPING COMPANY INC. (2) as ChartererTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
TOP Ships Inc. and American Stock Transfer & Trust Company, LLC, as Warrant Agent Warrant Agency Agreement Dated as of December 6, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • December 14th, 2022 • Top Ships Inc. • Deep sea foreign transportation of freight • Delaware
WARRANT AGENCY AGREEMENT, dated as of December 6, 2022 (“Agreement”), between TOP Ships Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (“AST” or the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 10th, 2022 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 3, 2022, between Top Ships Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
STARCRAFT MARINE CO. (1) as Owner GRAMOS SHIPPING COMPANY INC. (2) as ChartererTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
Exhibit 4.60 ADDENDUM NO. 1 dated 16 June 2006 to a "Barecon 2001" bareboat charter dated 14 March 2006 (the "Charter") made between, Tucker Navigation Co. (the "Original Owners") as owners and Falakro Shipping Company Limited (the "Charterers") as...Top Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
FORM OF COMMON STOCK PURCHASE WARRANTTop Ships Inc. • February 16th, 2023 • Deep sea foreign transportation of freight • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 16, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Top Ships Inc., a Marshall Islands corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 14th, 2022 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
TOP TANKERS INC., as Borrower, BYCredit Facility Agreement • April 13th, 2006 • Top Tankers Inc. • Deep sea foreign transportation of freight • New York
FORM OF CLASS A COMMON STOCK PURCHASE WARRANT TOP SHIPS INC.Top Ships Inc. • November 7th, 2019 • Deep sea foreign transportation of freight • New York
THIS CLASS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July 7, 2020 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Top Ships Inc., a Marshall Islands corporation (the “Company”), up to _______________ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
GuaranteeTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
Exhibit 4.70 Guarantee To: ICON Faithful, LLC a Delaware limited liability company of 2711 Centerville Road, Suite 400, Wilmington, New Castle County, Delaware 19808, United States of America (the "Beneficiary") 1 In consideration of (i) the...Top Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
Form of Representative’s Warrant AgreementTop Ships Inc. • May 13th, 2014 • Deep sea foreign transportation of freight • Delaware
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF 180 DAYS FOLLOWING THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT (DEFINED BELOW) TO ANYONE OTHER THAN (I) AEGIS CAPITAL CORP. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF AEGIS CAPITAL CORP. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
426,000 SHARES OF COMMON STOCK, 1,154,000 PRE-FUNDED WARRANTS (EXERCISABLE FOR 1,154,000 SHARES OF COMMON STOCK) AND 1,580,000 WARRANTS (EXERCISABLE FOR 1,580,000 SHARES OF COMMON STOCK) OF TOP SHIPS INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 12th, 2019 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
The undersigned, Top Ships Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Top Ships Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • February 16th, 2023 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 14, 2023, between Top Ships Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
TOP SHIPS INC. Up to US$19,700,000 of Common Shares EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • April 19th, 2022 • Top Ships Inc. • Deep sea foreign transportation of freight • New York
Top Ships Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), proposes to issue and sell through Maxim Group LLC (the “Agent”), as sales agent, common shares of the Company, par value $0.01 per share (the “Common Shares”), having an aggregate offering price of up to US$19,700,000 of Common Shares (the Common Shares subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued Common Shares to be issued and sold by the Company.
COMOROS SHIPPING LIMITED (1) as OwnerTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
GuaranteeTop Tankers Inc. • April 20th, 2007 • Deep sea foreign transportation of freight
