TOP Ships Announces Approval of Listing on the Nasdaq Capital Market for Spin-Off of Rubico Inc.
Rhea-AI Summary
TOP Ships (NYSE American: TOPS) announced that its spin-off company Rubico Inc. has received approval to list on the Nasdaq Capital Market. The spin-off involves the distribution of 100% of Rubico's common shares to TOP Ships securityholders of record as of June 16, 2025, expected to occur in July 2025.
The spin-off will include two modern Suezmax tankers: the M/T Eco Malibu and M/T Eco West Coast, both 157,000 dwt vessels equipped with scrubbers and fuel-efficient features. Rubico's shares will trade under the ticker "RUBI" following the distribution.
Positive
- Strategic separation of assets through spin-off creating potential value for shareholders
- Distribution of 100% of Rubico shares to existing shareholders maintains investor ownership
- Spin-off includes two modern, high-specification Suezmax tankers with eco-friendly features
Negative
- Reduction in TOP Ships' fleet size and revenue-generating assets
- Potential market uncertainty regarding standalone valuation of separated entities
ATHENS, Greece, June 26, 2025 (GLOBE NEWSWIRE) -- TOP Ships Inc. (the “Company” or “TOP Ships”) (NYSE American: TOPS), an international owner and operator of modern, fuel-efficient “ECO” tanker vessels, announced today that the application of Rubico Inc. (“Rubico”), to list its common shares on the Nasdaq Capital Market has been approved. In addition, the registration statement on Form 20-F filed by Rubico in connection with its spin-off from Top Ships Inc has been declared effective by the U.S. Securities and Exchange Commission (the “SEC”).
The distribution of Rubico common shares to securityholders of TOP Ships is expected to be made within July 2025. TOP Ships will announce the distribution date via a future press release.
Rubico common shares are expected to commence trading on a standalone basis on the Nasdaq Capital Market on the first trading day after the date of distribution, under the ticker “RUBI”.
As previously announced, TOP Ships intends through Rubico to effect a spin-off of two of its vessels, the M/T Eco Malibu and M/T Eco West Coast, each a modern, high specification, scrubber-fitted and fuel-efficient 157,000 dwt Suezmax tanker. As part of the spin-off transaction, TOP Ships intends to distribute
Rubico has filed a registration statement on Form 20-F pursuant to the Securities Exchange Act of 1934 with the SEC, which includes a more detailed description of the terms of the spin-off. A copy of the registration statement on Form 20-F is available at www.sec.gov.
About TOP Ships Inc.
TOP Ships Inc. is an international owner and operator of ocean-going vessels focusing on modern, fuel-efficient eco tanker vessels transporting crude oil, petroleum products (clean and dirty) and bulk liquid chemicals. For more information about TOP Ships Inc., visit its website: www.topships.org.
Cautionary Note Regarding Forward-Looking Statements
Matters discussed in this press release may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts, including statements regarding the proposed spin-off and the prospects and strategies of TOP Ships and Rubico following the spin-off, the valuation of the shares of Rubico and TOP Ships following the spin-off, and the listing of Rubico’s common shares on the Nasdaq Capital Market.
The Company desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionary statement in connection with this safe harbor legislation. The words “believe,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “plan,” “potential,” “may,” “should,” “expect,” “pending,” and similar expressions identify forward-looking statements. The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including, without limitation, our management's examination of historical operating trends, data contained in our records, and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs, or projections. Please see our filings with the Securities and Exchange Commission for a more complete discussion of these and other risks and uncertainties. The information set forth herein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward‐looking statements as a result of developments occurring after the date of this communication.
For further information please contact:
Alexandros Tsirikos
Chief Financial Officer
TOP Ships Inc.
Tel: +30 210 812 8107
Email: atsirikos@topships.org
FAQ
When will TOP Ships (TOPS) complete the Rubico spin-off distribution?
What assets will Rubico (RUBI) receive in the TOP Ships spin-off?
What is the distribution ratio for the TOP Ships (TOPS) spin-off of Rubico?
What stock exchange and ticker will Rubico trade under after the spin-off from TOP Ships?
Who is eligible to receive Rubico shares in the TOP Ships spin-off?
