SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2020
Commission File Number 001-37889
TOP SHIPS INC.
(Translation of registrant's name into English)
1 VAS. SOFIAS & MEG.
151 24, MAROUSSI
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [X] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ].
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an
attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ].
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report
or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the
rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if
discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
TOP SHIPS INC. ANNOUNCES THE RESULTS OF ITS 2020 ANNUAL GENERAL MEETING OF SHAREHOLDERS AND THE PURCHASE OF 50% INTERESTS
IN TWO NEWBUILDING SCRUBBER-FITTED SUEZMAX TANKERS
Results of the Annual Meeting
On May 29, 2020, Top Ships Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual
Meeting”). At the Annual Meeting, the shareholders of the Company approve and adopted the following three proposals:
the election of Evangelos J. Pistiolis and Stavros Emmanuel as Class I Directors to serve until the 2023 Annual
Meeting of Shareholders;
the ratification of Deloitte Certified Public Accountants S.A. as the Company’s independent auditors for the
fiscal year ending December 31, 2020; and
the approval of one or more amendments to the Company’s Amended and Restated Articles of Incorporation to effect
one or more reverse stock splits of the Company’s issued common shares at a ratio of not less than one-for-two and not more than one-for-25 and in the aggregate at a ratio of not more than one-for-25, inclusive, with the exact ratio to be
set at a whole number within this range to be determined by the Company’s board of directors (the “Board”), or any duly constituted committee thereof, at any time after approval of each amendment in its discretion, and to authorize the
Board to implement any such reverse stock split by filing any such amendment with the Registrar of Corporations of the Republic of the Marshall Islands.
Purchase of 50% Interest in two Newbuilding Scrubber-Fitted Suezmax Tankers
The Company also announced today that it acquired for $22 million from a company affiliated with the
Company’s Chief Executive Officer (the “Seller”), a 50% ownership interest in two Marshall Island companies that each own one ultra-high specification` scrubber-fitted 158,000 dwt eco Suezmax tanker, both currently under construction in Hyundai
Heavy Industries shipyard in South Korea. The consideration will be paid in instalments through the vessels’ delivery dates. The two tankers are scheduled to be delivered in February and May 2021 respectively. In addition, the Company has the
option to acquire the other 50% ownership interest in both vessels from the Seller at the same price until July 15, 2020.
As per the shipbuilding contracts, shipyard installments are payable in accordance with key milestones. The Company anticipates that the
shipowning companies will enter into financing arrangements for the vessels prior to the delivery from the shipyard.
The acquisitions were approved by a special committee composed of independent members of the Company's board of directors, (the “Transaction
Committee”). The Transaction Committee obtained a fairness opinion relating to the consideration paid in this transaction from an independent financial advisor.
Upon their delivery, both vessels will enter into time charters with a major oil trader, for a firm term of three years plus two additional
optional years. The total potential gross revenue backlog from these contracts is about $126.5 million.
Cautionary Note Regarding Forward-Looking Statements
Matters discussed in this press release may constitute “forward-looking statements” within the meaning of the U.S. federal securities laws. 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.
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.
For further information please contact:
Chief Financial Officer
TOP Ships Inc.
Tel: +30 210 812 8107
The information contained in this report on Form 6-K is hereby incorporated by reference into the Company's registration statement on Form
F-3 (File No. 333-234281) that was filed with the SEC and became effective on November 4, 2019.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
By: /s/ Evangelos Pistiolis
Chief Executive Officer