Top Ships Inc. Announces Sale of Newbuilding Mega Yacht

Rhea-AI Summary

TOP Ships (NYSE American: TOPS) entered a sale agreement to sell the shares of a vessel-owning company that holds a shipbuilding contract for the newbuilding mega yacht M/Y Sanlorenzo 1150Exp for a purchase price of $38.0 million.

The yacht is expected to be delivered from the shipyard in the second quarter of 2027. Consummation of the share sale under the SPA is expected no later than March 31, 2026. A special independent committee of the board negotiated and approved the sale after obtaining a fairness opinion from an independent financial advisor.

Positive

• $38.0 million agreed sale price for the Owner’s shares
• Buyer identified as Rubico Inc. for the vessel-owning company
• Transaction closing deadline of March 31, 2026
• Yacht delivery expected in Q2 2027
• Sale negotiated by a special independent committee with a fairness opinion

Negative

• None.

Key Figures

Mega yacht sale price $38.0 million Sale of vessel-owning company linked to M/Y Sanlorenzo 1150Exp

Expected delivery Q2 2027 Scheduled delivery of the newbuilding mega yacht from shipyard

SPA completion deadline March 31, 2026 Expected latest consummation date for purchase and sale under SPA

Market Reality Check

$4.74 Last Close

Volume Volume 10,118 is below the 20-day average of 30,266 (relative volume 0.33). low

Technical Price 4.5105 is trading below the 200-day MA at 5.9 and near the 52-week low 4.5001.

Peers on Argus

TOPS fell 4.23% while close peers showed mixed, smaller moves (e.g., PXS +1.08%, BANL +1.95%, MARPS -1.31%), indicating a stock-specific move rather than a coordinated sector shift.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 28	Real estate LOI	Positive	+2.8%	LOI for Dubai residential portfolio at 10% discount to appraised value.
Nov 20	Charter extension	Positive	-0.2%	Three-year MR tanker charter extension adding about $20M revenue backlog.
Nov 17	Fleet refinancing	Positive	-2.1%	Sale-and-leaseback refinancing of four tankers with new bareboat charters.
Jul 31	Rubico spin-off	Positive	-3.0%	Distribution of 100% of Rubico Inc. shares tied to two Suezmax tankers.

Pattern Detected

Recent corporate and strategic announcements have often seen negative or muted price reactions, even when operationally constructive.

Recent Company History

Over the last several months, TOP Ships reported multiple strategic actions, including a Dubai real estate LOI with value above $200 million, a three-year MR tanker charter extension adding about $20.0 million backlog, a fleet refinancing generating roughly $27.2 million in gross proceeds after debt repayment, and the spin-off of Rubico Inc. These events produced mixed price reactions, with three showing modest declines and one a small gain, suggesting the market has treated corporate developments cautiously relative to their apparent strategic importance.

Market Pulse Summary

This announcement details TOP Ships’ agreement to sell the company owning a newbuilding mega yacht, tied to the M/Y Sanlorenzo 1150Exp, for $38.0 million to Rubico Inc. The transaction, expected to close by March 31, 2026, was negotiated and approved by an independent board committee after receiving a fairness opinion. In the context of recent refinancing, charter extensions, and the Rubico spin-off, this continues the company’s active portfolio and capital-structure management. Monitoring closing progress and delivery in Q2 2027 remains important.

Key Terms

sale agreement financial

"announced today that it has entered into a sale agreement (the “SPA”)"

A sale agreement is a legally binding contract that sets out the terms for transferring ownership of an asset—such as shares, property, or a business—for an agreed price. For investors it matters because it fixes who will control the asset, what cash will change hands, and any conditions or warranties that affect value and risk; think of it like the detailed purchase contract you sign when buying a house.

shipbuilding contract technical

"a vessel-owning company (the “Owner”) which is party to a shipbuilding contract for a newbuilding mega yacht"

A shipbuilding contract is a formal agreement between a buyer and a shipyard for designing, building and delivering a vessel to an agreed specification, price and timeline. For investors it signals future revenue, cash flow timing, and risk exposure—like ordering a custom-built house: the buyer locks in a price and delivery but faces construction delays, cost overruns or cancellation risks that can affect the shipyard’s financial health.

fairness opinion financial

"approved the sale, after obtaining a fairness opinion from an independent financial advisor"

A fairness opinion is a professional assessment that evaluates whether the terms of a financial deal, such as a merger or acquisition, are fair from a financial point of view. It helps investors and stakeholders understand if the deal is reasonable and balanced, much like an independent expert giving an unbiased judgment on whether a price or agreement is fair. This assurance can increase confidence that the transaction is fair for all parties involved.

AI-generated analysis. Not financial advice.

ATHENS, Greece, Dec. 31, 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 it has entered into a sale agreement (the “SPA”) for the sale to Rubico Inc. of a vessel-owning company (the “Owner”) which is party to a shipbuilding contract for a newbuilding mega yacht, the M/Y Sanlorenzo 1150Exp, with expected delivery from the shipyard in the second quarter of 2027 for a purchase price of $38.0 million. Consummation of the purchase and sale of the Owner’s shares under the SPA is expected to take place no later than March 31, 2026. A special independent committee composed of independent members of the Company's board of directors negotiated and approved the sale, after obtaining a fairness opinion from an independent financial advisor.

About the Company

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 potential acquisition of real estate assets.

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

What did TOP Ships (TOPS) announce on December 31, 2025 about the newbuilding mega yacht?

TOP Ships announced a sale agreement to sell the Owner holding the M/Y Sanlorenzo 1150Exp for $38.0 million.

Who is buying the vessel-owning company for the M/Y Sanlorenzo 1150Exp from TOP Ships (TOPS)?

The buyer named in the SPA is Rubico Inc..

When is the share purchase under the SPA between TOP Ships (TOPS) and Rubico Inc. expected to close?

Consummation of the purchase and sale of the Owner’s shares is expected no later than March 31, 2026.

When is the M/Y Sanlorenzo 1150Exp expected to be delivered from the shipyard?

The vessel is expected for delivery in the second quarter of 2027.

Did TOP Ships use any independent review for the sale of the Owner in the TOPS transaction?

Yes; a special independent committee negotiated and approved the sale after obtaining a fairness opinion from an independent financial advisor.