Icon Energy Corp 6-K, filed Jul 15, 2024
Icon Energy Corp (ICON)
6-K
2024-07-15
For: 2024-07-15
View Original
Added on
April 07, 2026
About this 6-K
Icon Energy Corp filed this 6-K on July 15, 2024.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2024
Commission File Number: 001-42174
Icon Energy Corp.
(Translation of registrant’s name into English)
c/o Pavimar Shipping Co.
17th km National Road
Athens-Lamia & Foinikos Str.
14564, Nea Kifissia
Athens, Greece
+30 211 88 81 300
(Address of principal executive office)
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 ⌧ Form 40-F ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Attached to this report on Form 6-K (this “Report”) as Exhibit 99.1 is a copy of the press release of Icon
Energy Corp. (the “Company”), dated July 12, 2024, announcing the pricing of its initial public offering of common shares (the “Offering”).
Attached to this Report as Exhibit 99.2 is a copy of the press release of the Company, dated July 15, 2024,
announcing the closing of the Offering.
SIGNATURES
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.
|
ICON ENERGY CORP.
|
||
|
|
|
|
|
|
By:
|
/s/ Dennis Psachos
|
|
|
Name:
|
Dennis Psachos
|
|
|
Title:
|
Chief Financial Officer
|
Date: July 15, 2024
Exhibit 99.1
Icon Energy Corp. Announces Listing on Nasdaq and Pricing of $5.0 Million Initial Public Offering
ATHENS, GREECE, July 12, 2024 —
Icon Energy Corp. (“Icon Energy” or the “Company”) (Nasdaq: ICON), an international shipping company that provides worldwide seaborne transportation services for dry bulk cargoes, announced today the pricing of its initial public offering (the “Offering”) of 1,250,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”),
at an offering price of $4.00 per share, for gross proceeds of approximately $5,000,000, before deducting underwriting discounts and offering expenses. In addition, Icon Energy has granted the underwriters a 45-day option to purchase up to an
additional 187,500 shares of Common Stock to cover over-allotments at the initial public offering price, less the underwriting discount.
The shares of Common Stock are expected to begin trading on the Nasdaq Capital Market on July 12, 2024, under the symbol
“ICON”. The Offering is expected to close on July 15, 2024, subject to satisfaction of customary closing conditions.
The Company intends to use the net proceeds of this Offering for general corporate purposes, which may include, among other
things, funding for working capital needs and fleet expansion.
Maxim Group LLC is acting as the sole book-running manager in connection with the Offering.
A registration statement on Form F-1 (File No. 333-279394) was filed with the U.S. Securities and Exchange Commission (“SEC”), and was declared effective by the SEC on July 11, 2024. A final prospectus relating to the offering will be filed with the SEC and will be available on
the SEC’s website at http://www.sec.gov. The Offering is being made only by means of a prospectus forming part of the effective registration statement. Electronic copies of
the prospectus relating to this Offering, when available, may also be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York 10022, Attention: Syndicate Department, by telephone at (212) 895-3745 or by email at syndicate@maximgrp.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Icon Energy
Icon Energy is an international shipping company that provides worldwide seaborne transportation services for dry bulk cargoes
through the ownership, chartering and operation of oceangoing vessels. Icon Energy maintains its principal executive office in Athens, Greece, and its shares of Common Stock are expected to begin trading on the Nasdaq Capital Market under the symbol
“ICON”.
Forward Looking Statements
This communication contains “forward-looking statements.” Statements that are predictive in nature, that depend upon or refer
to future events or conditions, or that include words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar
expressions that are other than statements of historical fact are forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based upon various assumptions,
many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although the Company
believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant risks, uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, the Company
cannot provide assurance that it will achieve or accomplish these expectations, beliefs or projections. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons, including as described
in the Company’s filings with the SEC. As a result, you are cautioned not to unduly rely on any forward-looking statements, which speak only as of the date of this communication.
Factors that could cause actual results to differ materially from those discussed in the forward-looking statements include,
among other things: the Company’s future operating or financial results; the Company’s liquidity, including its ability to service any indebtedness; changes in shipping industry trends, including charter rates, vessel values and factors affecting
vessel supply and demand; future, pending or recent acquisitions and dispositions, business strategy, areas of possible expansion or contraction, and expected capital spending or operating expenses; risks associated with operations; broader market
impacts arising from war (or threatened war) or international hostilities; risks associated with pandemics (including COVID-19); and other factors listed from time to time in the Company’s filings with the SEC. Except to the extent required by law,
the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in
events, conditions or circumstances on which any statement is based. You should, however, review the factors and risks the Company describes in the reports it files and furnishes from time to time with the SEC, which can be obtained free of charge on
the SEC’s website at www.sec.gov.
Contact Information
Icon Energy Corp.
Dennis Psachos
Chief Financial Officer
+30 211 88 81 300
ir@icon-nrg.com
www.icon-nrg.com
Exhibit 99.2
Icon Energy Corp. Announces Closing of $5.0 Million Initial Public Offering
ATHENS, GREECE, July 15, 2024 —
Icon Energy Corp. (“Icon Energy” or the “Company”) (Nasdaq:
ICON), an international shipping company that provides worldwide seaborne transportation services for
dry bulk cargoes, announced today the closing of its previously announced initial public offering (the “Offering”)
of 1,250,000 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an offering price of $4.00 per share, for gross
proceeds of approximately $5,000,000, before deducting underwriting discounts and offering expenses. In addition, Icon Energy has granted the underwriters a 45-day option to purchase up to an additional 187,500 shares of Common Stock to cover
over-allotments at the initial public offering price, less the applicable underwriting discount.
The shares of Common Stock began trading on the Nasdaq Capital Market on July 12, 2024, under the symbol “ICON”.
The Company intends to use the net proceeds of this Offering for general corporate purposes, which may include, among other
things, funding for working capital needs and fleet expansion.
Maxim Group LLC acted as the sole book-running manager in connection with the Offering.
A registration statement on Form F-1 (File No. 333-279394) was filed with the U.S. Securities and Exchange Commission (“SEC”), and was declared effective by the SEC on July 11, 2024. A final prospectus relating to the offering has been filed with the SEC and is available on the
SEC’s website at http://www.sec.gov. The Offering was made only by means of a prospectus forming part of the effective registration statement. Electronic copies of the
prospectus relating to this Offering may also be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York 10022, Attention: Syndicate Department, by telephone at (212) 895-3745 or by email at syndicate@maximgrp.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Icon Energy
Icon Energy is an international shipping company that provides worldwide seaborne transportation services for dry bulk cargoes
through the ownership, chartering and operation of oceangoing vessels. Icon Energy maintains its principal executive office in Athens, Greece, and its shares of Common Stock trade on the Nasdaq Capital Market under the symbol “ICON”.
Forward Looking Statements
This communication contains “forward-looking statements.” Statements that are predictive in nature, that depend upon or refer
to future events or conditions, or that include words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar
expressions that are other than statements of historical fact are forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements are based upon various assumptions,
many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although the Company
believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant risks, uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, the Company
cannot provide assurance that it will achieve or accomplish these expectations, beliefs or projections. The Company’s actual results could differ materially from those anticipated in forward-looking statements for many reasons, including as described
in the Company’s filings with the SEC. As a result, you are cautioned not to unduly rely on any forward-looking statements, which speak only as of the date of this communication.
Factors that could cause actual results to differ materially from those discussed in the forward-looking statements include,
among other things: the Company’s future operating or financial results; the Company’s liquidity, including its ability to service any indebtedness; changes in shipping industry trends, including charter rates, vessel values and factors affecting
vessel supply and demand; future, pending or recent acquisitions and dispositions, business strategy, areas of possible expansion or contraction, and expected capital spending or operating expenses; risks associated with operations; broader market
impacts arising from war (or threatened war) or international hostilities; risks associated with pandemics (including COVID-19); and other factors listed from time to time in the Company’s filings with the SEC. Except to the extent required by law,
the Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in
events, conditions or circumstances on which any statement is based. You should, however, review the factors and risks the Company describes in the reports it files and furnishes from time to time with the SEC, which can be obtained free of charge on
the SEC’s website at www.sec.gov.
Contact Information
Icon Energy Corp.
Dennis Psachos
Chief Financial Officer
+30 211 88 81 300
ir@icon-nrg.com
www.icon-nrg.com