Welcome to our dedicated page for Euroholdings SEC filings (Ticker: EHLD), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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Key Take-away: Amendment No. 1 to Schedule 13D indicates that Friends Investment Company Inc. (Marshall Islands) has reduced its equity stake in Euroholdings Ltd. (EHLD).
- Current ownership: 151,582 common shares, representing 5.38 % of the 2,816,615 shares outstanding.
- Recent transaction: On 23 Jun 2025, Friends Investment Company sold 64,626 shares to Marla Investments Inc. under a Share Purchase Agreement executed with a consortium of sellers.
- Voting & dispositive power: The reporting person retains sole voting and dispositive power over the remaining 151,582 shares; no shared power is reported.
- Funding source: Working capital ("WC") was cited for the original acquisition of the securities.
- No additional arrangements: The filer states there are no other contracts, pledges or understandings regarding EHLD securities beyond those described.
This filing is largely administrative but signals a partial exit by a >5 % holder, trimming its position by roughly 30 % (64,626 / 216,208 previous shares) while remaining above the Schedule 13D threshold.
Euroholdings Ltd (NASDAQ: EHLD) reported Q1 2025 results following its spin-off from Euroseas Ltd. Key highlights include:
- Financial Performance: Total net revenues of $2.9 million, net income of $11.1 million ($3.99 per share). Adjusted net income was $0.9 million ($0.31 per share)
- Fleet Operations: Operated 2.1 vessels on average during Q1 2025, earning average time charter rate of $15,798 per day, up 7.3% from $14,725 in Q1 2024
- Strategic Developments: Sold vessel M/V Diamantis P for $13.15 million, recording $10.23 million gain. Declared first quarterly dividend of $0.14 per share
- Ownership Change: Marla Investments (Latsis family) acquired 51.04% stake from Pittas family shareholders. Pittas family retained 7.6% interest
Current fleet consists of two container carriers with total capacity of 3,171 TEU. Management remains in place with Eurobulk Ltd continuing to provide executive, commercial and technical management services.
Euroholdings has announced significant changes in ownership and governance structure. The Pittas family shareholders have agreed to sell their majority stake to Marla Investments, an unaffiliated Marshall Islands corporation, with the transaction expected to close around June 23, 2025.
Key corporate changes include:
- Implementation of a Registration Rights Agreement granting Marla Investments two demand registration rights per 12-month period and shelf registration capabilities
- Amendment to the Master Management Agreement with Eurobulk, introducing 90-day termination notice and removing exclusivity requirements
- Modification of shareholders' rights agreement to exempt Marla Investments from "Acquiring Person" status
- Board restructuring with the resignation of Dr. Anastasios Aslidis and Aristides P. Pittas, replaced by independent directors George Margaronis (former Clarksons executive) and Christos Triantafillidis (Latsco Shipping CFO)
Containers Shareholders Trinity Ltd. has filed a Schedule 13D disclosing a 39.0% ownership stake (1,098,804 shares) in Euroholdings Ltd., acquired through a spin-off transaction from Euroseas Ltd. completed on March 17, 2025.
Key details of the filing:
- The shares were received through a spin-off distribution where Euroseas shareholders received 1 Euroholdings share for every 2.5 Euroseas shares held as of March 7, 2025
- Containers Shareholders Trinity has sole voting and dispositive power over all 1,098,804 shares
- Notable leadership overlap exists, with Aristides P. Pittas serving as both President of Containers Shareholders Trinity and Vice Chairman of Euroholdings
- The reporting person is a Liberian corporation primarily engaged in shipping investment holding
The filing indicates potential for future transactions, as the reporting person may acquire additional securities or sell current holdings through various means including open market, block trades, or private transactions.
Eurobulk Marine Holdings Inc., a Liberian shipping-investment holding company, has filed a Schedule 13D disclosing beneficial ownership of 211,267 common shares of Euroholdings Ltd. (EHLD), representing 7.5 % of the issuer’s 2,816,615 shares outstanding.
The shares were received on 17 March 2025 through Euroseas Ltd.’s pro-rata spin-off of Euroholdings, under which Euroseas shareholders obtained one EHLD share for every 2.5 Euroseas shares held as of 7 March 2025.
Control & Governance
- Eurobulk Marine Holdings has sole voting and dispositive power over all 211,267 shares; no shared power is reported.
- Vice-President Aristides J. Pittas—also Chairman, CEO and President of Euroholdings—signed the filing, indicating strong managerial overlap between the reporting person and the issuer.
Purpose & Future Actions
- The stake is investment-oriented; the reporting person may acquire additional shares or dispose of part or all of its holdings through open-market, block, public or private transactions.
- Discussions with the issuer’s management and board could extend to extraordinary corporate transactions described in Items 4(a)–4(j) of Schedule 13D, although no specific plans are announced.
Background Checks: The filer and its officers report no criminal convictions or civil judgments in the past five years, and no contracts or arrangements other than those described above are in place regarding EHLD securities.
Overall, the filing signals that a related shipping entity now holds a meaningful minority position in Euroholdings following the spin-off, potentially aligning ownership and management interests while leaving flexibility for future strategic moves.
Schedule 13D Filing – Euroholdings Ltd. (EHLD)
Friends Investment Company Inc., a Marshall Islands corporation controlled by members of the Pittas family, has filed an initial Schedule 13D to disclose ownership of 216,208 common shares of Euroholdings Ltd. (the “Issuer”). Based on the 2,816,615 shares outstanding, the position represents 7.7 % of the Issuer’s common equity, giving Friends Investment Company sole voting and dispositive power over the entire block.
Origin of shares. The stake was obtained on 17 March 2025 through the Spin-Off Transaction in which Euroseas Ltd. distributed one Euroholdings share for every 2.5 Euroseas shares held as of the 7 March 2025 record date.
Insider relationships. Key officers of Friends Investment Company are also senior executives and directors of Euroholdings: Aristides P. Pittas (Vice-Chairman of the Issuer) and Aristides J. Pittas (Chairman, President & CEO of the Issuer). As such, the reporting person may engage in ongoing discussions with management and other shareholders and may consider “extraordinary corporate transactions” listed under Items 4(a)-4(j) of Schedule 13D.
Future intentions. Friends Investment Company states it may acquire additional shares or sell some or all of its holdings through market or privately negotiated transactions, but reports no trades in the past 60 days and discloses no outstanding agreements affecting the securities.
No criminal or civil proceedings involving the reporting person or its officers were disclosed, and no material exhibits accompany the filing.
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