6-K
Pyxis Tankers Inc. (PXS)
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 OF THE
SECURITIES
EXCHANGE ACT OF 1934
For
the month August 2025
Commission
File Number: 001-37611
PyxisTankers Inc.
(Translation of registrant’s name into English)
59K. Karamanli Street
Maroussi15125 Greece
+30
210 638 0200
(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 REPORT ON FORM 6-K
Attached as Exhibit 99.1 to this Report on Form 6-K is the press release of Pyxis Tankers Inc. (the “Company”) entitled “Pyxis Tankers Announces Date for the Release of the Second Quarter 2025 Results”.
Attached as Exhibit 99.2 to this Report on Form 6-K is the press release of the Company entitled “Pyxis Tankers Announces Financial Results for the Three Months Ended June 30, 2025”.
Attached as Exhibit 99.3 to this Report on Form 6-K is Management’s Discussion and Analysis of Financial Condition and Results of Operations and unaudited interim condensed Consolidated Financial Statements and the accompanying notes thereto of the Company as of June 30, 2025 and for the six month periods ended June 30, 2025 and 2024.
The information contained in this report on Form 6-K, except for the sections entitled “Our Chairman & CEO, Valentios Valentis, commented” is hereby incorporated by reference into the Company’s registration statement on Form F-3 (File No 333-278862), initially filed with the U.S. Securities and Exchange Commission on April 22, 2024.
Exhibit Index
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.
| PYXIS TANKERS INC. | ||
|---|---|---|
| Dated:<br> August 11, 2025 | By: | /s/ Henry Williams |
| Henry<br> Williams | ||
| Chief<br> Financial Officer |
Exhibit 99.1
Pyxis Tankers Announces Date for the Release ofthe Second Quarter 2025 Results
Maroussi, Greece, August 6, 2025 – Pyxis Tankers Inc. (NASDAQ Cap Mkts: PXS), an international shipping company with a focus on the seaborne transportation of refined petroleum products and dry bulk commodities, today announced the following:
We will issue our unaudited results for the second quarter ended June 30, 2025, before the market opens in New York on Friday, August 8, 2025.
An accompanying slide presentation of the second quarter 2025 financial results will be available on the Pyxis Tankers website, under the Presentations section of the Investor Relations page.
About Pyxis Tankers Inc.
The Company currently owns a modern fleet of six mid-sized eco-vessels, which are engaged in the seaborne transportation of a broad range of refined petroleum products and dry-bulk commodities and consists of three MR product tankers, one Kamsarmax bulk carrier and controlling interests in two dry-bulk joint ventures of a sister-ship Kamsarmax and an Ultramax. The Company is positioned to opportunistically expand and maximize its fleet of eco-efficient vessels due to significant capital resources, competitive cost structure, strong customer relationships and an experienced management team whose interests are aligned with those of its shareholders.
Company
Pyxis Tankers Inc.
59 K. Karamanli Street
Maroussi, 15125 Greece
info@pyxistankers.com
Visit our website at www.pyxistankers.com
Company Contact
Henry Williams
Chief Financial Officer
Tel: +30 (210) 638 0200 / +1 (516) 455-0106
Email: hwilliams@pyxistankers.com
Source: Pyxis Tankers Inc.
Exhibit99.2
PyxisTankers Announces Financial Results for the Three Months Ended June 30, 2025
Maroussi, Greece, August 8, 2025 – Pyxis Tankers Inc. (Nasdaq Cap Mkts: PXS), (the “Company”, “we”, “our”, “us” or “Pyxis Tankers”), an international shipping company, today announced unaudited results for the three and six month periods ended June 30, 2025.
For the three months ended June 30, 2025, our revenues, net, were $9.2 million. For the same period, our time charter equivalent (“TCE”) revenues were $8.8 million, a decrease of $3.5 million, or 28.2%, over the comparable period in 2024. Our net loss attributable to common shareholders for the second quarter ended June 30, 2025 was $2.0 million. For the second quarter of 2025, the net loss per common share was $0.19 basic and diluted compared to the net income per common share of $0.48 basic and $0.43 diluted for the same period of 2024. Our Adjusted EBITDA for the three months ended June 30, 2025 was $1.2 million, a decrease of $6.8 million over the comparable period in 2024. Please see “Non-GAAP Measures and Definitions” below.
OurChairman & CEO, Valentios Valentis, commented:
“Deceleratingmarket environment continues to impact results
We reported results for the second fiscal quarter, 2025 with Revenues, net of $9.2 million, Adjusted EBITDA of $1.2 million and net loss per share of $0.19. In comparison to the comparable 2024 period, quarterly results were largely impacted by a $3.5 million decline in TCE revenues and a $2.9 million increase in general and administrative expenses, substantially reflecting the payment of a non-recurring long-term prior performance bonus.
In sharp contrast to a robust first half of last year, the product tanker sector continued to experience lower charter rates during 2025, largely due to slowing global economic activity as evidenced by softer global demand for transportation fuels. Still, charter rates remain reasonably healthy in comparison to long-term historical averages. For the period ended June 30, 2025, our MR tankers generated an average TCE rate of $20,686 per day, which declined about $2,900 per day sequentially from the first quarter of 2025 and decreased by 37% from the second quarter of last year. As of August 7, 2025, our MRs were employed at an average estimated TCE of $21,600 per day, with 91% of our MR available days booked in the third quarter ending September 30, 2025. Given ongoing market uncertainties caused by unprecedented geo-political events and subdued macro-economic conditions, we continue to employ our fleet of three modern, eco-efficient MRs under short-term time charters.
In the dry-bulk market, chartering conditions remained depressed during the first half of 2025, weighed down by soft demand for key commodities and the continued deceleration of China’s economic growth. For the quarter ended June 30, 2025, our three mid-sized bulkers generated an average daily TCE rate of $12,840 which was a slight decline from the first quarter of 2025 but lower by over 42% compared to Q2 2024. As of August 7, 2025, our bulkers were employed at an improving average estimated TCE of $15,250 per day, with 66% of available days booked in the third quarter ending September 30, 2025. All of our dry-bulk carriers are currently employed under short-term time charters.
Measuredoptimism with greater uncertainty
For the remainder of 2025, we expect the chartering environment for both product tankers and the dry-bulk carriers to remain challenging. Global demand for seaborne cargoes including a broad range of refined petroleum products and dry-bulk commodities are expected to see modest growth for the year, accompanied by a normalization of ton-mile activity. While world-wide economic activity has shown resilience in the first half of 2025, the unpredictable path of tariffs is expected to adversely affect the global economy with slowing trade, rising inflation and unemployment. However, surprising positive developments may occur. Notably, last week’s announcement of a $750 billion energy trade agreement by the 27 bloc of countries within the European Union to purchase U.S. energy products over the next three years represents a potential tailwind for tanker demand. In the short-term, improved refinery margins and the accelerated return of all of the voluntary OPEC+ crude oil production cuts of 2.2 million barrels per day offer further encouragement for the tanker market.
Historically, demand growth for many refined petroleum products and dry-bulk commodities has been reasonably correlated to global GDP growth. In July, the International Monetary Fund revised its annual global growth forecast to average ~ 3% through 2026. Vessel supply is anticipated to increase in the second half of 2025 due to a pick-up in scheduled new build deliveries and historically -low scrapping activity. According to Arrow Shipbrokering Group (June 3, 2025), the MR orderbook stood at 319 tankers, or 16.9% of the global fleet, while 320 MRs, or 17.2%, were already 20 years of age or more, creating a large pool of scrapping candidates and contributing to a more balanced long-term supply outlook. On the dry-bulk side, fleet growth for 2025 is expected to outpace sluggish demand growth, despite the normal seasonal uplift in trade of certain minor bulk commodities anticipated this Fall. However, potential scrapping and slow-steaming of a large number of older, less efficient bulkers could mitigate some of the pressure on chartering conditions.
Overall fundamental cargo demand continues to be supported by the ton-mile effects stemming from the continued hostilities of the Russian-Ukrainian war and tensions in the Middle East, including the resurgence of deadly vessel attacks in the Red Sea. Meanwhile, a gradual shift towards more accommodative monetary policies by global central banks along with unpredictable prospect of peace in major conflict areas offer some optimism. But, heightened macroeconomic uncertainty exacerbated by tariffs and evolving trade restrictions underscore the importance of our maintaining a prudent and disciplined approach to operational and financial management.
Looking ahead, we believe there will be compelling growth opportunities in the near future to expand our fleet of mid-sized, modern eco-efficient vessels in both the product tanker and dry-bulk sectors. Last week, we closed on the new bank commitment of up to $45 million, which combined with cash on hand, will enable us to promptly fund the potential acquisition of two vessels by January, 2027. In the meantime, we expect to continue to utilize our operating cash flow to further enhance balance sheet liquidity, repay scheduled debt and maintain strong technical and commercial performance of our high-quality fleet.”
Resultsfor the three months ended June 30, 2024 and 2025
Amounts relating to variations in period–on–period comparisons shown in this section are derived from the unaudited consolidated financials presented below.
For the three months ended June 30, 2025, we reported revenues, net of $9.2 million, or a 34.2% decrease from $13.9 million in the comparable 2024 period. Our net loss attributable to common shareholders was $2.0 million, compared to a net income attributable to common shareholders of $5.0 million for the same period in 2024. The reported net loss per common share was $0.19 basic and diluted, compared to net income per common share of $0.48 basic and $0.43 diluted, for the same period in 2024. The weighted average number of basic and diluted shares reduced to 10.4 million, in the most recent period, mainly due to the common share buyback program which was completed in January, 2025. Operationally, our MR tankers achieved an average TCE rate of $20,686 per day, a 37.1% decline from $32,868 during the three months ended June 30, 2024, reflecting weaker charter rates in the product tanker sector. Similarly, our dry bulk carriers recorded an average daily TCE of $12,840, down 42.5% from $22,333 for the same period last year, due to continued softness in the dry bulk market. In the second quarter of 2025, 100% of the MR tankers’ revenue was generated under short-term time charters, while the bulk carriers were also employed exclusively under short-term time charters. Adjusted EBITDA decreased by $6.8 million to $1.2 million in the second quarter of 2025 from $8.0 million for the same period in 2024.
Resultsfor the six months ended June 30, 2024 and 2025
Amounts relating to variations in period–on–period comparisons shown in this section are derived from the unaudited consolidated financials presented below.
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For the six months ended June 30, 2025, we reported Revenues, net of $18.8 million, a decrease of $7.0 million, or 27.1%, from $25.7 million in the comparable period of 2024. Our net loss attributable to common shareholders was $1.2 million, compared to a net income attributable to common shareholders of $8.5 million for the same period in 2024. The reported net loss per common share was $0.12 basic and diluted, compared to net income per common share of $0.81 basic and $0.73 diluted, for the same period in 2024. During the six months of 2025, our MRs were contracted for 453 days or 83% under short-term time charters, with the remainder employed in the spot market resulting in an overall MR average daily TCE rate of $22,049. Also, during the same period, our bulkers were contracted under short-term time charters resulting in an overall dry-bulk average daily TCE rate of $12,919. During the first half of 2025, we generated a lower MR daily TCE rate of $22,049 and lower MR fleet utilization of 94.7%, compared to a daily TCE rate of $32,337 and utilization of 98.2% in the same period in 2024. We operated an average of three MR tankers in both periods. Our dry-bulk vessels achieved a daily TCE rate of $12,919 and utilization of 90.8% in the first half of 2025, compared to a daily TCE rate of $20,111 and utilization of 78.5% in the same period of 2024. In 2025, we operated an average of 3.0 bulk carriers, up from 1.8 in the prior year. Adjusted EBITDA for the six months ended June 30, 2025 declined by $9.3 million to $4.7 million, compared to $14.0 million in the 2024 period.
| Tanker fleet | Six months ended<br> <br>June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars, except for daily TCE rates | 2025 | 2024 | 2025 | |||||||||
| which are presented in U.S. dollars per day) | ||||||||||||
| MR Revenues, net | 10,137 | 5,920 | 19,824 | 12,353 | ||||||||
| MR Voyage related costs and commissions | (1,197 | ) | (273 | ) | (2,492 | ) | (1,020 | ) | ||||
| MR Time Charter Equivalent revenues ^2^ | 8,940 | 5,647 | 17,332 | 11,333 | ||||||||
| MR Total operating days | 272 | 273 | 536 | 514 | ||||||||
| MR Daily Time Charter Equivalent rate ^2^ | /d | 32,868 | 20,686 | 32,337 | 22,049 | |||||||
| Average number of MR vessels | 3.0 | 3.0 | 3.0 | 3.0 |
All values are in US Dollars.
| Dry-bulk fleet | Six months ended<br> <br>June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars, except for daily TCE rates | 2025 | 2024 | 2025 | |||||||||
| which are presented in U.S. dollars per day) | ||||||||||||
| Dry-bulk Revenues, net ^1^ | 3,774 | 3,231 | 5,891 | 6,403 | ||||||||
| Dry-bulk Voyage related costs and commissions ^1^ | (468 | ) | (86 | ) | (823 | ) | (551 | ) | ||||
| Dry-bulk Time Charter Equivalent revenues ^1, 2^ | 3,306 | 3,145 | 5,068 | 5,852 | ||||||||
| Dry-bulk Total operating days ^1^ | 148 | 245 | 252 | 453 | ||||||||
| Dry-bulk Daily Time Charter Equivalent rate ^1, 2^ | /d | 22,333 | 12,840 | 20,111 | 12,919 | |||||||
| Average number of Dry-bulk vessels ^1^ | 2.0 | 3.0 | 1.8 | 3.0 |
All values are in US Dollars.
| Total fleet | Six months ended<br> <br>June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars, except for daily TCE rates | 2025 | 2024 | 2025 | |||||||||
| which are presented in U.S. dollars per day) | ||||||||||||
| Revenues, net ^1^ | 13,911 | 9,151 | 25,715 | 18,756 | ||||||||
| Voyage related costs and commissions ^1^ | (1,665 | ) | (359 | ) | (3,315 | ) | (1,571 | ) | ||||
| Time Charter Equivalent revenues ^1, 2^ | 12,246 | 8,792 | 22,400 | 17,185 | ||||||||
| Total operating days ^1^ | 420 | 518 | 788 | 967 | ||||||||
| Daily Time Charter Equivalent rate ^1, 2^ | /d | 29,156 | 16,975 | 28,427 | 17,772 | |||||||
| Average number of vessels ^1, 2^ | 5.0 | 6.0 | 4.8 | 6.0 |
All values are in US Dollars.
| ^1^ | a) The dry-bulker “Konkar Asteri” was delivered on February 15, 2024 and commenced her initial charter on February 29, 2024. |
|---|---|
| b) The dry-bulker “Konkar Venture” was delivered on June 28, 2024 and continued her employment under the existing time charter through mid-August, 2024 | |
| ^2^ | Subject to rounding; please see “Non-GAAP Measures and Definitions” below. |
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Management’sDiscussion & Analysis of Financial Results for the Three Months ended June 30, 2024 and 2025
Amounts relating to variations in period–on–period comparisons shown in this section are derived from the interim consolidated financials presented below (Amounts are presented in million U.S. dollars, rounded to the nearest one hundred thousand, except as otherwise noted).
Revenues,net: Revenues, net of $9.2 million for the three months ended June 30, 2025, represented a decrease of $4.8 million, or 34.2%, from $13.9 million in the comparable period of 2024. In the second quarter of 2025, our average daily TCE rate for our MR fleet was $20,686, a $12,182 per day decrease from $32,868 for the same period in 2024. This decline in Revenues, net, was the result of softer charter rates in comparison to the same period of 2024. Also, in the most recent quarter, our dry-bulk average daily TCE rate was $12,840, a $9,493 per day decrease from $22,333 for the same period in 2024. This decrease was the result of lower dry-bulk charter rates offset by higher utilization to 93.2% in comparison to 80.0% in the same period of 2024. Total fleet ownership days in the second quarter of 2025 were 546, or an average of 6.0 vessels, compared with 457 days, or an average of 5.0 vessels, for the same period of 2024. This increase was due to the acquisition of the Kamsarmax dry-bulk vessel, “Konkar Venture” in June 2024.
Voyagerelated costs and commissions: Voyage related costs and commissions of $0.4 million in the second quarter of 2025, represented a decrease of $1.3 million, or 78.4%, from $1.7 million in the same period of 2024, primarily as a result of lower spot employment for our MRs from 90 days in the second quarter in 2024 to nil days in the same period of 2025 and higher utilization of bulkers from 80.0% in the second quarter of 2024 to 93.2% in the same period of 2025. Under spot charters, all voyage expenses are typically borne by us rather than the charterer and a decrease in spot employment results in decreased voyage related costs.
Vesseloperating expenses: Vessel operating expenses were $3.4 million for the three-month period ended June 30, 2025, an increase of $0.3 million, or 11.2%, from $3.0 million in the same period of 2024. The increase primarily reflected the expansion of our fleet due to the dry-bulk vessel acquisitions in 2024. Vessel ownership days for the three-month period ended June 30, 2025 were 546 days compared to 457 for the same period of 2024.
Generaland administrative expenses: General and administrative expenses of $3.7 million for the second quarter of 2025 represented an increase of $2.9 million, from $0.8 million in the same period of 2024. The second quarter of 2025, included a one-off long-term prior performance bonus paid to our tanker ship management company, Pyxis Maritime Corp. (“Maritime”), an entity affiliated with our Chairman and Chief Executive Officer, Mr. Valentis. Excluding this item, General and administrative expenses were $0.1 million lower than the prior year period. Administrative fees payable to Maritime also included the 2024 inflation adjustment rate of 2.74% in Greece.
Managementfees: For the three months ended June 30, 2025, management fees charged by our tanker ship manager, Maritime, our dry-bulk ship manager, Konkar Shipping Agencies S.A. (“Konkar Agencies”), both affiliates of Mr. Valentis, and by International Tanker Management Ltd. (“ITM”), the unaffiliated technical manager of our MRs, increased by $0.1 million to $0.5 million. The increase was primarily driven by the expansion of our dry-bulk fleet and the impact of inflationary conditions, including the application of the 2024 Greek inflation rate adjustment of 2.74% to the fees charged by the affiliated ship managers.
Amortizationof special survey costs: Amortization of special survey costs of $0.2 million for the quarter ended June 30, 2025, represented an increase of $0.1 million compared to the same period in 2024. The increase reflected the commencement of amortization for two special surveys performed on our dry-bulk vessels in Spring, 2025. During the first quarter of 2025, “Konkar Venture” successfully completed her second special survey over 22 days. In addition, “Konkar Asteri” commenced her second special survey in the same quarter, with 12 days completed during the first quarter of 2025 and the remaining 10 days concluded in April 2025.
Depreciation: Depreciation of $1.9 million for the quarter that ended June 30, 2025, represented an increase of $0.3 million, or 15.6%, compared to $1.6 million in 2024. The increase reflected additional depreciation related to the acquired bulker “Konkar Venture”.
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Interestand finance costs, net: Interest and finance costs for the quarter ended June 30, 2025, were $1.5 million, represented a decrease of $0.1 million, or 7.2%, compared to the same period of 2024. This reduction was primarily driven by lower average debt levels and lower SOFR based interest rates paid on all the floating rate bank debt, as well as amendments made in 2024 to two of our loan agreements relating to the “Pyxis Lamda” and the “Pyxis Theta” which included reduced interest rate margins.
Interestincome: Interest income of $0.4 million received during the quarter ended June 30, 2025, decreased $0.2 million compared to the same period in 2024, due to lower interest rates on deposits.
Gainattributable to non-controlling interest: Gain attributable to the non-controlling interest (the “NCI”) for the quarter ended June 30, 2025, was $0.1 million, unchanged from the same period in 2024. This reflects the share of results attributable to the NCI in the joint ventures that own the dry-bulk carriers “Konkar Ormi” and “Konkar Venture”.
Management’sDiscussion & Analysis of Financial Results for the Six Months ended June 30, 2024 and 2025
Amounts relating to variations in period–on–period comparisons shown in this section are derived from the interim consolidated financials presented below (Amounts are presented in million U.S. dollars, rounded to the nearest one hundred thousand, except as otherwise noted).
Revenues,net: Revenues, net of $18.8 million for the six months ended June 30, 2025, represented a decrease of $7.0 million, or 27.1%, from $25.7 million in the comparable period of 2024. In the first half of 2025, our average daily TCE rate for our MR fleet was $22,049, a $10,288 per day decrease from $32,337 for the same period in 2024. The decline in Revenues, net, was the result of softer charter rates as well as lower operating days of 514 in the first half of 2025 in comparison to 536 in the same period of 2024. Also, in the most recent period, our dry-bulk average daily TCE rate was $12,919, a $7,192 per day decrease from $20,111 for the same period in 2024. This decrease was the result of lower dry-bulk charter rates offset by higher utilization to 90.8% in comparison to 78.5% in the same period of 2024. Total fleet ownership days in the first half of 2025 were 1,086 or an average of 6.0 vessels, compared with 867 days, or an average of 4.8 vessels, for the same period of 2024. This increase was due to the acquisition of the two Kamsarmax dry-bulk vessels, “KonkarAsteri” and “Konkar Venture” in February and June, 2024.
Voyagerelated costs and commissions: Voyage related costs and commissions of $1.6 million in the first half of 2025, represented a decrease of $1.7 million, or 52.6%, from $3.3 million in the same period of 2024, primarily as a result of lower spot employment for our MRs from 172 days in the six-month period in 2024 to 61 days in the same period of 2025 as well as by higher utilization in bulkers from 78.5% in the six-month period in 2024 to 90.8% in the same period of 2025. Under spot charters, all voyage expenses are typically borne by us rather than the charterer and a decrease in spot employment results in decreased voyage related costs.
Vesseloperating expenses: Vessel operating expenses of $7.0 million for the six-month period ended June 30, 2025, represented an increase of $0.8 million, or 13.9%, from $6.1 million in the same period of 2024, reflecting the expansion of our dry-bulk fleet in 2024. Vessel ownership days for the six-month period ended June 30, 2025 were 1,086 days compared to 867 for the same period of 2024.
Generaland administrative expenses: General and administrative expenses were $4.6 million for the six-month period ended June 30, 2025 represented an increase of $3.0 million, from $1.5 million in the same period of 2024. The first half of 2025 included a one-off long-term prior performance bonus paid to Maritime. Excluding this item, General and administrative expenses remained relatively consistent with the prior year period. Administrative fees payable to Maritime also reflect inflationary cost pressures, including the 2024 inflation adjustment rate of 2.74% in Greece.
Managementfees: For the six months ended June 30, 2025, management fees charged by Maritime, Konkar Agencies and ITM, increased by $0.2 million to $0.9 million. The increase was primarily driven by the further expansion of our fleet in the dry-bulk sector and the impact of inflationary conditions, including the application of the 2024 Greek inflation rate adjustment of 2.74% to the fees charged by the two affiliated ship managers.
Amortizationof special survey costs: Amortization of special survey costs of $0.3 million for the six months ended June 30, 2025, represented an increase of $0.1 million compared to the same period in 2024. The increase reflected the commencement of amortization for two special surveys performed on our dry-bulk vessels, “Konkar Venture” and “Konkar Asteri” which were completed in the Spring of 2025.
Depreciation: Depreciation of $3.8 million for the six-month period ended June 30, 2025, represented an increase of $0.7 million, or 21.2%, compared to $3.1 million in 2024. The increase reflected additional depreciation related to the acquired bulkers *“Konkar Asteri”*and “Konkar Venture”.
Interestand finance costs, net: Interest and finance costs for the six months ended June 30, 2025, were $2.9 million, represented a decrease of $0.1 million, or 4.2%, compared to the same period of 2024. This reduction was primarily driven by lower average debt levels and lower SOFR based interest rates paid on all the floating rate bank debt, as well as amendments made in 2024 to two of our loan agreements relating to the “Pyxis Lamda” and the “Pyxis Theta” which reduced interest rate margins.
Interestincome: Interest income of $0.9 million received during the six months ended June 30, 2025, decreased $0.4 million compared to the same period in 2024, due to lower interest rates on deposits.
Lossattributable to non-controlling interest: Loss attributable to the NCI for the six months ended June 30, 2025, was $0.16 million, compared to a gain of $0.05 million in the same period of 2024. This reflected the share of results attributable to the NCI in the joint ventures that own the bulkers “Konkar Ormi” and “Konkar Venture”.
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InterimConsolidated Statements of Comprehensive Income/(Loss)
For the three months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| Three months ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2025 | |||||
| Revenues, net | $ | 13,910 | $ | 9,151 | ||
| Expenses: | ||||||
| Voyage related costs and commissions | (1,665 | ) | (359 | ) | ||
| Vessel operating expenses | (3,049 | ) | (3,392 | ) | ||
| General and administrative expenses | (815 | ) | (3,740 | ) | ||
| Management fees, related parties | (272 | ) | (345 | ) | ||
| Management fees, other | (122 | ) | (125 | ) | ||
| Amortization of special survey costs | (97 | ) | (167 | ) | ||
| Depreciation | (1,634 | ) | (1,889 | ) | ||
| Operating income/(loss) | 6,256 | (866 | ) | |||
| Other expenses: | ||||||
| Interest and finance costs | (1,580 | ) | (1,467 | ) | ||
| Interest income | 607 | 423 | ||||
| Total other expenses, net | (973 | ) | (1,044 | ) | ||
| Net income/(loss) | $ | 5,283 | $ | (1,910 | ) | |
| Gain attributable to non-controlling interests | (91 | ) | (93 | ) | ||
| Net income/(loss) attributable to Pyxis Tankers Inc. | $ | 5,192 | $ | (2,003 | ) | |
| Dividend Series A Convertible Preferred Stock | (174 | ) | — | |||
| Net income/(loss) attributable to common shareholders | $ | 5,018 | $ | (2,003 | ) | |
| Income/(loss) per common share, basic | $ | 0.48 | $ | (0.19 | ) | |
| Income/(loss) per common share, diluted | $ | 0.43 | $ | (0.19 | ) | |
| Weighted average number of common shares, basic | 10,451,364 | 10,413,365 | ||||
| Weighted average number of common shares, diluted | 12,095,610 | 10,413,365 |
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InterimConsolidated Statements of Comprehensive Income/(Loss)
For the six months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| Sixmonths ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2025 | |||||
| Revenues, net | $ | 25,715 | $ | 18,756 | ||
| Expenses: | ||||||
| Voyage related costs and commissions | (3,315 | ) | (1,571 | ) | ||
| Vessel operating expenses | (6,116 | ) | (6,965 | ) | ||
| General and administrative expenses | (1,546 | ) | (4,573 | ) | ||
| Management fees, related parties | (498 | ) | (686 | ) | ||
| Management fees, other | (244 | ) | (251 | ) | ||
| Amortization of special survey costs | (194 | ) | (264 | ) | ||
| Depreciation | (3,095 | ) | (3,752 | ) | ||
| Operating income | 10,707 | 694 | ||||
| Other expenses, net: | ||||||
| Interest and finance costs | (3,073 | ) | (2,944 | ) | ||
| Interest income | 1,261 | 857 | ||||
| Total other expenses, net | (1,812 | ) | (2,087 | ) | ||
| Net income/(loss) | $ | 8,895 | $ | (1,393 | ) | |
| Loss/(Gain) attributable to non-controlling interests | (53 | ) | 156 | |||
| Net income/(loss) attributable to Pyxis Tankers Inc. | $ | 8,842 | $ | (1,237 | ) | |
| Dividend Series A Convertible Preferred Stock | (383 | ) | — | |||
| Net income/(loss) attributable to common shareholders | $ | 8,459 | $ | (1,237 | ) | |
| Income/(loss) per common share, basic | $ | 0.81 | $ | (0.12 | ) | |
| Income/(loss) per common share, diluted | $ | 0.73 | $ | (0.12 | ) | |
| Weighted average number of common shares, basic | 10,479,962 | 10,417,915 | ||||
| Weighted average number of common shares, diluted | 12,124,208 | 10,417,915 |
| 7 |
| --- |
ConsolidatedBalance Sheets
As of December 31, 2024 and June 30, 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| June 30, 2025 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| CURRENT ASSETS: | |||||
| Cash and cash equivalents | 21,243 | $ | 27,445 | ||
| Short-term investment in time deposits | 17,000 | 14,000 | |||
| Inventories | 1,889 | 1,434 | |||
| Trade accounts receivable, net | 5,040 | 2,473 | |||
| Prepayments and other current assets | 706 | 393 | |||
| Insurance claim receivable | 245 | 340 | |||
| Total current assets | 46,123 | 46,085 | |||
| FIXED ASSETS, NET: | |||||
| Vessels, net | 140,024 | 136,728 | |||
| Advance for vessel additions | 170 | — | |||
| Total fixed assets, net | 140,194 | 136,728 | |||
| OTHER NON-CURRENT ASSETS: | |||||
| Restricted cash, net of current portion | 1,350 | 1,350 | |||
| Deferred dry-dock and special survey costs, net | 1,214 | 2,430 | |||
| Total other non-current assets | 2,564 | 3,780 | |||
| Total assets | 188,881 | $ | 186,593 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||
| CURRENT LIABILITIES: | |||||
| Current portion of long-term debt, net of deferred financing costs | 7,561 | $ | 7,572 | ||
| Trade accounts payable | 2,107 | 2,057 | |||
| Due to related parties | 973 | 3,101 | |||
| Hire collected in advance | 111 | 1,302 | |||
| Accrued and other liabilities | 1,502 | 1,245 | |||
| Total current liabilities | 12,254 | 15,277 | |||
| NON-CURRENT LIABILITIES: | |||||
| Long-term debt, net of current portion and deferred financing costs | 76,963 | 73,173 | |||
| Total non-current liabilities | 76,963 | 73,173 | |||
| COMMITMENTS AND CONTINGENCIES | — | — | |||
| STOCKHOLDERS’ EQUITY: | |||||
| Preferred stock (0.001 par value; 50,000,000 shares authorized; of which 1,000,000 authorized Series A Convertible Preferred Shares; nil Series A Convertible Preferred Shares issued and outstanding as at December 31, 2024 and at June 30, 2025) | — | — | |||
| Common stock (0.001 par value; 450,000,000 shares authorized; 10,553,399 shares issued and outstanding as at December 31, 2024 and 10,485,865 at June 30, 2025, respectively) | 11 | 11 | |||
| Additional paid-in capital | 98,035 | 97,907 | |||
| Accumulated deficit | (4,670 | ) | (5,907 | ) | |
| Total equity attributable to Pyxis Tankers Inc. and subsidiaries | 93,376 | 92,011 | |||
| Non-controlling interest | 6,288 | 6,132 | |||
| Total stockholders’ equity | 99,664 | 98,143 | |||
| Total liabilities and stockholders’ equity | 188,881 | $ | 186,593 |
All values are in US Dollars.
| 8 |
| --- |
InterimConsolidated Statements of Cash Flows
For the six months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars)
| Six months ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2025 | |||||
| Cash flows from operating activities: | ||||||
| Net income/(loss) | $ | 8,895 | $ | (1,393 | ) | |
| Adjustments to reconcile net income/(loss) to net cash provided by operating activities: | ||||||
| Depreciation | 3,095 | 3,752 | ||||
| Amortization of special survey costs | 194 | 264 | ||||
| Amortization and write-off of financing costs | 114 | 115 | ||||
| Amortization of restricted common stock grants | 17 | 142 | ||||
| Changes in assets and liabilities: | ||||||
| Inventories | (1,154 | ) | 455 | |||
| Due from/(to) related parties | 178 | 2,128 | ||||
| Trade accounts receivable, net | (253 | ) | 2,567 | |||
| Prepayments and other current assets | (1,133 | ) | 313 | |||
| Insurance claim receivable | — | (95 | ) | |||
| Special survey cost | (4 | ) | (1,020 | ) | ||
| Trade accounts payable | 241 | (611 | ) | |||
| Hire collected in advance | (296 | ) | 1,191 | |||
| Accrued and other liabilities | 785 | (257 | ) | |||
| Net cash provided by operating activities | $ | 10,679 | $ | 7,551 | ||
| Cash flows from investing activities: | ||||||
| Vessel acquisitions | (44,969 | ) | — | |||
| Vessel additions | (24 | ) | (355 | ) | ||
| Vessel additions prepayments | — | 170 | ||||
| Short-term investment in time deposits | 3,000 | 3,000 | ||||
| Net cash (used in)/provided by investing activities | $ | (41,993 | ) | $ | 2,815 | |
| Cash flows from financing activities: | ||||||
| Proceeds from long-term debt | 31,000 | — | ||||
| Repayment of long-term debt | (3,313 | ) | (3,893 | ) | ||
| Contributions from non-controlling interests to Joint Ventures | 5,880 | — | ||||
| Redemption of Series A Convertible Preferred shares | (2,500 | ) | — | |||
| Payment of financing costs | (267 | ) | (1 | ) | ||
| Preferred stock dividends paid | (391 | ) | — | |||
| Common stock re-purchase program | (380 | ) | (270 | ) | ||
| Deemed dividend from Konkar Venture acquisition | (7,493 | ) | — | |||
| Net cash provided by/(used in) financing activities | $ | 22,536 | $ | (4,164 | ) | |
| Net (decrease)/increase in cash and cash equivalents and restricted cash | (8,778 | ) | 6,202 | |||
| Cash and cash equivalents and restricted cash at the beginning of the period | 36,339 | 22,593 | ||||
| Cash and cash equivalents and restricted cash at the end of the period | $ | 27,561 | $ | 28,795 | ||
| SUPPLEMENTAL INFORMATION: | ||||||
| Cash paid for interest | $ | 2,815 | $ | 2,897 | ||
| Non-cash financing activities – issuance of common stock financing acquisition of vessel “Konkar Venture” | 1,382 | — | ||||
| Unpaid portion of Special survey cost | — | 460 | ||||
| Unpaid portion of vessel additions | — | 101 |
| 9 |
| --- |
Liquidity,Debt and Capital Structure
Our total funded debt, net of deferred financing costs, at June 30, 2025 was $80.7 million. Pursuant to our loan agreements, as of June 30, 2025, we were required to maintain a minimum cash balance of $1.35 million. Total cash and cash equivalents, including the minimum liquidity classified as restricted cash and cash that has been classified as a short-term investment in time deposits, aggregated $42.8 million as of June 30, 2025.
| (Amounts in thousands of U.S. dollars) | December 31, 2024 | March 31, 2025 | ||
|---|---|---|---|---|
| Total funded debt, net of deferred financing costs | $ | 84,524 | $ | 80,745 |
Our weighted average interest rate on our total funded debt for the six months ended June 30, 2025 was 6.66%. At that date, we had short-term interest-bearing investments of $14.0 million. Our next loan maturity is scheduled for December 2026 with a balloon principal payment of $12.2 million due on the 2017-built “Pyxis Lamda”.
On June 30, 2025, we had a total of 10,485,865 common shares issued and outstanding of which Mr. Valentis, our CEO and Chairman, beneficially owned 57.3%, and 1,592,465 outstanding warrants (NASDAQ Cap Mkts: PXSAW), which have an exercise price of $5.60 and expire October 13, 2025.
SubsequentEvents
On July 30, 2025 the Company closed on a commitment from an existing bank for a “hunting license” loan facility of up to $45 million (the “Facility”) to finance the potential acquisition of up to two modern vessels, consisting of product tankers between 45-115K dwt. and/or dry bulk carriers between 60-85K dwt. Advances under the Facility, which can be as much as 62.5% of vessel purchase value, can be drawn-down anytime for a period of up to 18 months after closing of the Facility. The balance of the purchase consideration for the vessel(s) would consist of cash equity on hand from the Company. Borrowings under the Facility would have an interest rate of SOFR + average margin of 1.9%. Each advance under the Facility would be repaid on a quarterly basis over five years from drawdown. The Facility would be secured by, among other things, any vessels acquired with the proceeds of the Facility and contains certain standard financial and other covenants. The Company will incur a nominal fee payable to the lender during the drawdown period of the Facility.
Non-GAAPMeasures and Definitions
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) represent the sum of net income, interest and finance costs, depreciation and amortization and, if any, income taxes during a period. Adjusted EBITDA represents EBITDA before certain non-operating charges, such as interest income, loss from debt extinguishment, loss from financial derivative instrument and gain from sales of vessels. EBITDA and Adjusted EBITDA are not recognized measurements under U.S. GAAP.
EBITDA and Adjusted EBITDA are presented in this press release as we believe that they provide investors with a means of evaluating and understanding how our management evaluates operating performance. These non-GAAP measures have limitations as analytical tools, and should not be considered in isolation from, as a substitute for, or superior to financial measures prepared in accordance with U.S. GAAP. EBITDA and Adjusted EBITDA do not reflect:
| ● | our cash<br> expenditures, or future requirements for capital expenditures or contractual commitments; |
|---|---|
| ● | changes in, or cash<br> requirements for, our working capital needs; and |
| ● | cash requirements<br> necessary to service interest and principal payments on our funded debt. |
In addition, these non-GAAP measures do not have standardized meanings and are therefore unlikely to be comparable to similar measures presented by other companies. The following table reconciles net income, as reflected in the Unaudited Consolidated Statements of Comprehensive Income, to EBITDA and Adjusted EBITDA:
| 10 |
| --- | | Reconciliation of Net income/(loss) to EBITDA and<br> <br>Adjusted EBITDA | Three months ended<br> <br>June 30, | | | | | | Six months ended<br> <br>June 30, | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | (Amounts in thousands of U.S. dollars) | 2024 | | | 2025 | | | 2024 | | | 2025 | | | | Net income/(loss) | $ | 5,283 | | $ | (1,910 | ) | $ | 8,895 | | $ | (1,393 | ) | | Depreciation | | 1,634 | | | 1,889 | | | 3,095 | | | 3,752 | | | Amortization of special survey costs | | 97 | | | 167 | | | 194 | | | 264 | | | Interest and finance costs | | 1,580 | | | 1,467 | | | 3,073 | | | 2,944 | | | EBITDA | $ | 8,594 | | $ | 1,613 | | $ | 15,257 | | $ | 5,567 | | | Interest income | | (607 | ) | | (423 | ) | | (1,261 | ) | | (857 | ) | | Adjusted EBITDA | $ | 7,987 | | $ | 1,190 | | $ | 13,996 | | $ | 4,710 | |
Daily TCE is a shipping industry performance measure of the average daily revenue performance of a vessel on a per voyage basis. We utilize daily TCE because we believe it is a meaningful measure to compare period-to-period changes in our performance despite changes in the mix of charter types (i.e., spot charters, time charters and bareboat charters) under which our vessels may be employed between the periods. Our management also utilizes daily TCE to assist them in making decisions regarding the employment of the vessels. TCE Revenues are calculated by presenting Revenues, net after deducting Voyage related costs and commissions. We calculate daily TCE by dividing TCE Revenues by operating days for the relevant period. Voyage related costs and commissions primarily consist of brokerage commissions, port, canal and fuel costs that are unique to a particular voyage, which would otherwise be paid by the charterer under a time charter contract. TCE Revenues and daily TCE are not calculated in accordance with U.S. GAAP.
Vessel operating expenses (“Opex”) per day are our vessel operating expenses for a vessel, which primarily consist of crew wages and related costs, insurance, lube oils, communications, spares and consumables, tonnage taxes as well as repairs and maintenance, divided by the ownership days in the applicable period.
We calculate utilization (“Utilization”) by dividing the number of operating days during a period by the number of available days during the same period. We use fleet utilization to measure our efficiency in finding suitable employment for our vessels and minimize the number of days that our vessels are off-hire for reasons other than scheduled repairs or repairs under guarantee, vessel upgrades, special surveys and intermediate dry-dockings or vessel positioning. Ownership days are the total number of days in a period during which we owned each of the vessels in our fleet. Available days are the number of ownership days in a period, less the aggregate number of days that our vessels were off-hire due to scheduled repairs or repairs under guarantee, vessel upgrades or special surveys and intermediate dry-dockings and the aggregate number of days that we spent positioning our vessels during the respective period for such repairs, upgrades and surveys. Operating days are the number of available days in a period, less the aggregate number of days that our vessels were off-hire or out of service due to any reason, including technical breakdowns and unforeseen circumstances.
EBITDA, Adjusted EBITDA, Opex, Utilization and daily TCE are not recognized measures under U.S. GAAP and should not be regarded as substitutes for Revenues, net and Net income. Our presentation of EBITDA, Adjusted EBITDA, Opex and daily TCE does not imply, and should not be construed as an inference, that our future results will be unaffected by unusual or non-recurring items and should not be considered in isolation or as a substitute for a measure of performance prepared in accordance with U.S. GAAP.
| 11 |
| --- | | (Amounts in U.S. dollars per day) | | Three months ended<br> <br>June 30, | | | | | | Six months ended<br> <br>June 30, | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | 2024 | | | 2025 | | | 2024 | | | 2025 | | | | Tanker Fleet: | | | | | | | | | | | | | | | Eco-Efficient MR2 | | | | | | | | | | | | | | | (2025: 3 vessels) | Daily TCE : | | 32,868 | | | 20,686 | | | 32,337 | | | 22,049 | | | (2024: 3 vessels) | Opex per day: | | 7,130 | | | 7,520 | | | 7,175 | | | 7,421 | | | | Utilization % : | | 99.6 | % | | 100.0 | % | | 98.2 | % | | 94.7 | % | | Average number of MR vessels * | | | 3.0 | | | 3.0 | | | 3.0 | | | 3.0 | | | Dry-bulk Fleet: | | | | | | | | | | | | | | | (2025: 3 vessels) * | Daily TCE : | | 22,333 | | | 12,840 | | | 20,111 | | | 12,919 | | | (2024: 2 vessels) * | Opex per day: | | 5,952 | | | 4,906 | | | 6,789 | | | 5,406 | | | | Utilization % : | | 80.0 | % | | 93.2 | % | | 78.5 | % | | 90.8 | % | | Average number of Dry-bulk vessels * | | | 2.0 | | | 3.0 | | | 1.8 | | | 3.0 | | | Total Fleet: | | | | | | | | | | | | | | | (2025: 6 vessels) * | Daily TCE : | | 29,156 | | | 16,975 | | | 28,427 | | | 17,772 | | | (2024: 5 vessels) * | Opex per day: | | 6,654 | | | 6,213 | | | 7,032 | | | 6,414 | | | | Utilization % : | | 91.7 | % | | 96.6 | % | | 90.9 | % | | 92.8 | % | | Average number of vessels * | | | 5.0 | | | 6.0 | | | 4.8 | | | 6.0 | |
As of August 8, 2025, our fleet consisted of three eco-efficient MR2 tankers, “Pyxis Lamda”, “Pyxis Theta”, “Pyxis Karteria”, and three dry-bulk vessels, “Konkar Ormi”, “Konkar Asteri” and “Konkar Venture”. During 2024 and 2025, the vessels in our fleet were employed under time and spot charters.
| * a) | The dry-bulker “Konkar Asteri” was delivered to our joint venture on February 15, 2024 and commenced her initial charter on February 29, 2024. |
|---|---|
| b) | The dry-bulker “Konkar Venture” was delivered to our joint venture on June 28, 2024 and continued her employment under the existing time charter through mid-August 2024. |
CompanyPresentation
A presentation of our results is available on our website (http://www.pyxistankers com). However, none of the information contained on our website is incorporated into or forms a part of this report.
PyxisTankers Fleet (as of August 7, 2025)
| Vessel Name | Shipyard | Vessel type | Carrying Capacity<br> <br>(dwt) | Year Built | Type of charter | Charter(1) Rate ( per day) | Anticipated Earliest<br> <br>Redelivery Date | |
|---|---|---|---|---|---|---|---|---|
| Tanker fleet | ||||||||
| Pyxis Lamda ^(2)^ | SPP / S. Korea | MR2 | 50,145 | 2017 | Time | Sep 2025 | ||
| Pyxis Theta ^(3)^ | SPP / S. Korea | MR2 | 51,795 | 2013 | Time | Dec 2025 | ||
| Pyxis Karteria ^(4)^ | Hyundai / S. Korea | MR2 | 46,652 | 2013 | Time | Sep 2025 | ||
| 148,592 | ||||||||
| Dry-bulk fleet | ||||||||
| Konkar Ormi ^(5)^ | SKD / Japan | Ultramax | 63,520 | 2016 | Time | Sep 2025 | ||
| Konkar Asteri ^(6)^ | JNYS / China | Kamsarmax | 82,013 | 2015 | Time | Sep 2025 | ||
| Konkar Venture ^(7)^ | JNYS / China | Kamsarmax | 82,099 | 2015 | Time | Sep 2025 | ||
| 227,632 |
All values are in US Dollars.
| 1. | These tables present gross rates in U.S.$ and do not reflect any commissions payable. |
|---|---|
| 2. | “Pyxis Lamda” is fixed on a time charter for 6 months +30/-15 days, at $20,000 per day. |
| 3. | “Pyxis Theta” is fixed on a time charter for 12 months +/- 30 days, at $22,000 per day. |
| 4. | “Pyxis Karteria” is fixed on a time charter for 12 months up to Sep 18, 2025, at $24,500 per day. The charterers have agreed to extend the time charter agreement for an additional 12 months - 30/+60 days, beginning Sep 19, 2025 at $19,500 per day. |
| 5. | “Konkar Ormi” is fixed on a time charter for 50 – 60 days, at $15,250 per day, plus $525 ballast bonus. |
| 6. | “Konkar Asteri” is fixed on a time charter for 30 – 40 days, at $13,000 per day. |
| 7. | “Konkar Venture” is fixed on a time charter for 85 – 100 days, at $14,000 per day. |
| 12 |
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AboutPyxis Tankers Inc.
The Company currently owns a modern fleet of six mid-sized eco-vessels, which are engaged in the seaborne transportation of a broad range of refined petroleum products and dry-bulk commodities and consists of three MR product tankers, one Kamsarmax bulk carrier and controlling interests in two dry-bulk joint ventures of a sister-ship Kamsarmax and an Ultramax. The Company is positioned to opportunistically expand and maximize its fleet of eco-efficient vessels due to significant capital resources, competitive cost structure, strong customer relationships and an experienced management team whose interests are aligned with those of its shareholders. For more information, visit: http://www.pyxistankers.com. The information on or accessible through the Company’s website is not incorporated into and does not form a part of this release.
ForwardLooking Statements
This press release includes forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995 in order to encourage companies to provide prospective information about their business. These statements include statements about our plans, strategies, goals, financial performance, prospects or future events or performance and involve known and unknown risks that are difficult to predict. As a result, our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expects,” “seeks,” “predict,” “schedule,” “projects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “targets,” “continue,” “contemplate,” “possible,” “likely,” “might,” “will, “should,” “would,” “potential,” and variations of these terms and similar expressions, or the negative of these terms or similar expressions. All statements that are not statements of either historical or current facts, including among other things, our expected financial performance, expectations or objectives regarding future and market charter rate expectations and, in particular, the effects of the war in the Ukraine and the conflicts in the Middle East and the Red Sea region, on our financial condition and operations as well as the nature of the product tanker and dry-bulk industries, in general, are forward-looking statements. Such forward-looking statements are necessarily based upon estimates and assumptions. Although the Company believes 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 the Company’s control, the Company cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. The Company’s actual results may differ, possibly materially, from those anticipated in these forward-looking statements as a result of certain factors, including changes in the Company’s financial resources and operational capabilities and as a result of certain other factors listed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission. The Company is reliant on certain independent and affiliated managers for its operations, including most recently an affiliated private company, Konkar Shipping Agencies, S.A., for the management of its dry-bulk vessels. For more information about risks and uncertainties associated with our business, please refer to our filings with the U.S. Securities and Exchange Commission, including, without limitation, under the caption “Risk Factors” in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024. We caution you not to place undue reliance on any forward-looking statements, which are made as of the date of this press release. We undertake no obligation to update publicly any information in this press release, including forward-looking statements, to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable laws.
Company
Pyxis Tankers Inc.
59 K. Karamanli Street
Maroussi, 15125 Greece
info@pyxistankers.com
Visit our website at www.pyxistankers.com
CompanyContact
Henry Williams
Chief Financial Officer
Tel: +30 (210) 638 0200 / +1 (516) 455-0106
Email: hwilliams@pyxistankers.com
Source: Pyxis Tankers Inc.
| 13 |
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Exhibit99.3
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF
FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following is a discussion of our financial condition and results of operations for the six month periods ended June 30, 2024 and 2025. Unless otherwise specified herein, references to the “Company,” “we” or “our” shall include PYXIS TANKERS INC. and its subsidiaries. You should read the following discussion and analysis together with our unaudited interim Condensed Consolidated Financial Statements as of June 30, 2025 and for the six month periods ended June 30, 2024 and 2025, and the accompanying notes thereto, included elsewhere in this report. For additional information relating to our management’s discussion and analysis of financial condition and results of operations, please see our Annual Report on Form 20-F for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 28, 2025 (the “2024 Annual Report”).
Forward-LookingStatements
Our disclosure and analysis pertaining to our operations, cash flows and financial position, including, in particular, the likelihood of our success in developing and expanding our business and making acquisitions, contains forward-looking statements and forward-looking information within the meaning of the Private Securities Litigation Reform Act of 1995 and applicable securities laws. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “seeks,” “targets,” “continue,” “contemplate,” “possible,” “likely,” “might,” “will,” “would,” “could,” “projects,” “forecasts,” “predicts,” “potential”, “may,” “should” and similar expressions are forward-looking statements. All statements in this report that are not statements of either historical or current facts are forward-looking statements. Forward-looking statements include, but are not limited to, such matters as our future operating or financial results, global and regional economic and political conditions, including piracy, pending vessel acquisitions, our business strategy and expected capital spending or operating expenses, including dry-docking and insurance costs, competition in the product tanker and dry bulk industries, statements about shipping market trends, including charter rates and factors affecting supply and demand, in particular, the effects of the war in the Ukraine or the Red Sea conflict , our financial condition and liquidity, including our ability to obtain financing in the future to fund capital expenditures, acquisitions and other general corporate activities, our ability to enter into fixed-rate charters after our current charters expire and our ability to earn income in the spot market and our expectations of the availability of vessels to purchase, the time it may take to construct new vessels, and vessels’ useful lives. Factors that might cause or contribute to such discrepancy include, but are not limited to, the risk factors described in our Annual Report on Form 20-F for the year ended December 31, 2024 which was filed on March 28, 2025 with the Securities and Exchange Commission (the “SEC”) and our other filings with the SEC. Any of these factors or a combination of these factors could materially affect our future results of operations and the ultimate accuracy of the forward-looking statements.
Factors that might cause future results to differ include, but are not limited to, the following:
| ● | changes in governmental taxation, rules and regulations or actions and compliance, including environmental and securities matters, taken by regulatory authorities; |
|---|---|
| ● | the impact of the U.S. presidential and congressional election results effecting the economy, future laws and regulations and trade policy matters, such as the imposition of tariffs and other import restrictions; |
| ● | changes in economic and competitive conditions affecting our business, including market fluctuations in charter rates and charterers’ abilities to perform under existing time charters; |
| ● | our future operating or financial results; |
| ● | the central bank policies intended to combat overall inflation and rising interest rates and foreign exchange rates; |
| ● | our continued borrowing availability under our existing and future debt agreements and compliance with the covenants contained therein; |
| ● | our ability to procure or have access to financing, our liquidity and the adequacy of cash flows for our operations; |
| ● | our ability to successfully employ our vessels, including under time charters; |
| ● | changes in our operating expenses, including bunker fuel prices, crewing expenses, dry docking costs, general and administrative expenses and insurance costs, including adequacy of coverage; |
| ● | our ability to fund future capital expenditures and investments in the acquisition and refurbishment of our vessels (including the amount and nature thereof and the timing of completion thereof, the delivery and commencement of operations dates, expected downtime and lost revenue); |
| ● | planned, pending or recent acquisitions and divestitures, business strategy and expected capital spending or operating expenses, including drydocking, surveys, upgrades and insurance costs; |
| ● | vessel breakdowns and instances of off-hire; |
| ● | potential claims or liability from future litigation, government inquiries and investigations and potential costs due to environmental damage and vessel collisions; |
| ● | the arrest or detention of our vessels by maritime claimants or governmental authorities; |
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| --- | | ● | any<br> disruption of information technology systems and networks that our operations rely on or any impact of a possible cybersecurity breach; | | --- | --- | | ● | general<br> product tanker and dry-bulk shipping market trends, including fluctuations in charter hire rates and vessel values and their useful<br> lives; | | ● | changes<br> in supply and demand in the product tanker and dry-bulk shipping sectors, including the market for our vessels and the number of<br> new buildings under construction; | | ● | changes<br> in economic and competitive conditions affecting our business, including market fluctuations in charter rates and charterers’<br> abilities to perform under existing time charters; | | ● | disruption<br> of world trade due to rising protectionism, breakdown of multilateral trade agreements, introduction or expansion of tariffs or other<br> trade restrictions by countries, acts of piracy (e.g. east coast of Somalia), terrorism, political events, public health threats,<br> international hostilities, including the recent armed conflicts between Russia and Ukraine (the “Ukraine War”) as well<br> as ongoing developments in the Middle East, such as the conflict between Israel and Hamas, vessel attacks in the Red Sea and other<br> terrorist activity in the region, oil and other sanctions on Iran imposed by multiple jurisdictions, (the “Middle East conflicts”)<br> and related instability; | | ● | changes<br> in interest rates, including the impact on our debt from movements in Secured Overnight Financing Rate (“SOFR”), and<br> foreign exchange rates; | | ● | changes<br> in seaborne and other transportation; | | ● | Severe<br> and potentially extended weather disruptions, such as, the extreme drought conditions in Panama which restricted the number of vessel<br> transits through its canal for a period of approximately 18 months ending summer, 2024; | | ● | business<br> disruptions due to natural disasters and the length and severity of epidemics and pandemics and their impact on the demand for seaborne<br> transportation in the tanker and dry-bulk sectors; | | ● | any<br> non-compliance with the U.S. Foreign Corrupt Practices Act of 1977 or other applicable regulations relating to bribery or corruption; | | ● | the<br> impact of scrutiny and changing expectations from investors, lenders and other market participants with respect to our Environmental,<br> Social and Governance (“ESG”) policies and the impact of climate change; | | ● | general<br> domestic and international political conditions; the length and number of off-hire periods and dependence on key employees and third-party<br> managers; and | | ● | other<br> factors discussed under the “Item 3. Key Information – D. Risk Factors” in the 2024 Annual Report and please see<br> the Company’s other filings with the SEC for a more complete discussion of certain of these and other risks and uncertainties. |
You should not place undue reliance on forward-looking statements contained herein because they are statements about events that are not certain to occur as described or at all. All forward-looking statements herein are qualified in their entirety by the cautionary statements contained herein. These forward-looking statements are not guarantees of our future performance, and actual results and future developments may vary materially from those projected in the forward-looking statements. Except to the extent required by applicable law or regulation, we undertake no obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
Overview
We are PYXIS TANKERS INC., a corporation incorporated in the Republic of the Marshall Islands on March 23, 2015. We currently own, directly or indirectly, 100% ownership interest in the following vessel owning companies:
| ● | SEVENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Seventhone”); |
|---|---|
| ● | TENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Tenthone”); |
| ● | ELEVENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Eleventhone”); |
| ● | DRYTWO<br> CORP., established under the laws of the Republic of the Marshall Islands (“Drytwo”) |
As of June 30, 2025, we also own 60% ownership in DRYKON MARITIME Corp. (“Drykon”), an entity that owns through its wholly-owned subsidiary, DRYONE CORP. (“Dryone”), a 2016 Japanese built Ultramax dry-bulk carrier the “Konkar Ormi”. The remaining 40% is owned by an entity related to our Chief Executive Officer and Chairman.
As of June 30, 2025, we also own 60% ownership in ACCUSHIP MARITIME Ltd. (“Accuship”), an entity that owns through its wholly-owned subsidiary, DRYTHREE CORP. (“Drythree”), a 2015 Japanese built Kamsarmax dry-bulk carrier the “Konkar Venture”. The remaining 40% is owned by an entity related to our Chief Executive Officer and Chairman. The “Konkar Venture”, a sister ship to our eco-efficient “Konkar Asteri”, was delivered on June 28, 2024.
We consolidate in our financial statements the aforementioned dry-bulk joint ventures for the “Konkar Ormi” and “KonkarVenture” under the relevant ASC 810 guidelines as a result of our control over Drykon and Accuship. As a result of the transactions the Company reports non-controlling interest (“NCI”) in its accompanying unaudited interim Condensed Consolidated Financial Statements. Dryone and Drythree are established under the laws of the Marshall Islands, collectively with Eleventhone, Seventhone, Tenthone and Drytwo are referred to herein as the “Vessel-owning companies”.
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Pyxis also currently owns 100% ownership interest in the following non-vessel owning companies:
| ● | SECONDONE<br> CORPORATION LTD., established under the laws of the Republic of the Marshal Islands (“Secondone”) that owned the vessel<br> “Northsea Alpha” that was sold to an unaffiliated third party on January 28, 2022; |
|---|---|
| ● | THIRDONE<br> CORPORATION LTD., established under the laws of the Republic of the Marshal Islands (“Thirdone”) that owned the vessel<br> “Northsea Beta” that was sold to an unaffiliated third party on March 1, 2022; |
| ● | FOURTHONE<br> CORPORATION LTD., established under the laws of the Republic of the Marshall Islands (“Fourthone”) that owned the vessel<br> “Pyxis Malou” that was sold to an unaffiliated third party on March 23, 2023; |
| ● | SIXTHONE<br> CORP., established under the laws of the Republic of the Marshal Islands (“Sixthone”) that owned the vessel “Pyxis Delta” that was sold to an unaffiliated third party on January 13, 2020; |
| ● | EIGHTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Eighthone”) that owned the vessel “Pyxis Epsilon” that was sold to an unaffiliated third party on December 15, 2023; |
| ● | MARITIME<br> TECHNOLOGIES CORP., established under the laws of Delaware; |
| ● | TWELFTHONE<br> CORP., established on May 15, 2025 under the laws of the Republic of the Marshall Islands (“Twelfthone”) and |
| ● | DRYFOUR<br> CORP., established on May 15, 2025 under the laws of the Republic of the Marshall Islands (“Dryfour”). |
All of the Vessel-owning companies are engaged in the marine transportation of liquid cargoes through the ownership and operation of tanker vessels and dry commodities through the ownership and operation of dry-bulk carriers, as listed below:
| Vessel-owning<br> <br>Company | Incorporation<br> <br>date | Vessel | DWT | Year<br> <br>built | Acquisition<br> <br>date | ||
|---|---|---|---|---|---|---|---|
| Tanker fleet | |||||||
| Seventhone | 31-May-2011 | Pyxis Theta | 51,795 | 2013 | 16-Sep-2013 | ||
| Tenthone | 22-Apr-2021 | Pyxis Karteria | 46,652 | 2013 | 15-Jul-2021 | ||
| Eleventhone | 11-Sep-2021 | Pyxis Lamda | 50,145 | 2017 | 20-Dec-2021 | ||
| Dry-bulk fleet | |||||||
| Dryone | 04-Jul-2023 | Konkar Ormi | 63,520 | 2016 | 14-Sep-2023 | ||
| Drytwo | 24-Nov-2023 | Konkar Asteri | 82,013 | 2015 | 15-Feb-2024 | ||
| Drythree | 29-May-2024 | Konkar Venture | 82,099 | 2015 | 28-Jun-2024 |
VesselManagement
PYXIS MARITIME CORP. (“Maritime”), a corporation established under the laws of the Republic of the Marshall Islands, which is beneficially owned by Mr. Valentios (Eddie) Valentis, our Chairman, Chief Executive Officer and Class I Director, provides certain ship management services to the Vessel-owning companies, including but not limited to chartering, financing and accounting, sale and purchase, insurance, operations, dry-docking and construction supervision, for a fixed daily fee per vessel, under a head management agreement (the “Head Management Agreement”).
The Company uses the services of Konkar Shipping Agencies, S.A. (“Konkar Agencies”), a dry-bulk ship management company with its principal office in Greece and which is beneficially owned by Mr. Valentis, our Chairman, Chief Executive Officer and Class I Director. Konkar Agencies is engaged under separate management agreement directly by the Company’s respective bulker Vessel-owning companies to provide a wide range of shipping services, including but not limited to, chartering, technical, sale and purchase, insurance, operations and dry-docking and construction supervision, all provided at a fixed daily fee per bulker. The management agreement for the dry-bulkers have an initial term of five years. The management agreement will automatically be renewed for consecutive five year periods, or until terminated by either party on three months’ notice.
With effect from the delivery of each tanker, the crewing and technical management of the vessels were contracted to INTERNATIONAL TANKER MANAGEMENT LTD. (“ITM”) with permission from Maritime. ITM is an unrelated third party technical manager, represented by its branch based in Dubai, UAE. Each ship-management agreement with ITM continues by its terms until it is terminated by either party. The ship-management agreements may be cancelled by us or ITM for any reason at any time upon three months’ advance notice.
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Resultsof Operations
Our revenues consist of earnings under the charters on which we employ our vessels. We believe that the important measures for analyzing trends in the results of our operations consist of the following:
Revenues,net
We generate revenues by chartering our vessels for the transportation of petroleum products and other liquid bulk items, such as organic chemicals, and dry-bulk commodities. Revenues are generated primarily by the number of vessels in our fleet, the number of voyage days employed and the amount of daily charter hire earned under vessels’ charters. These factors, in turn, can be affected by a number of decisions by us, including the amount of time spent positioning a vessel for charter, dry-dockings, repairs, maintenance and upgrading, as well as the age, condition and specifications of our ships and supply and demand factors in the product tanker market. As of August 8, 2025, all the six of our vessels in our fleet were employed in short term time charters. Revenues from time charter agreements providing for varying daily rates are accounted for as operating leases and thus are recognized on a straight line basis over the term of the time charter as service is performed. Revenue under spot charters is recognized from loading of the current spot charter to discharge of the current spot charter. Vessels operating on time charters provide more predictable cash flows, but can yield lower profit margins than vessels operating in the spot market during periods characterized by favorable market conditions. The vessel owner generally pays commissions on both types of charters on the gross charter rate. Address commissions represent a discount provided directly to the charterers based on a fixed percentage of the agreed upon charter and is presented as a reduction in revenues.
TimeCharters
A time charter is a contract for the use of a vessel for a specific period of time during which the charterer pays substantially all of the voyage expenses, including port and canal charges and the cost of bunker (fuel oil), but the vessel owner pays vessel operating expenses, including the cost of crewing, insuring, repairing and maintaining the vessel, the costs of spares and consumable stores and tonnage taxes. Time charter rates are usually set at fixed rates during the term of the charter. Prevailing time charter rates fluctuate on a seasonal and on a year-to-year basis and, as a result, when employment is being sought for a vessel with an expiring or terminated time charter, the prevailing time charter rates achievable in the time charter market may be substantially higher or lower than the expiring or terminated time charter rate. Fluctuations in time charter rates are influenced by changes in spot charter rates, which are in turn influenced by a number of factors, including vessel supply and demand. The main factors that could increase total vessel operating expenses are crew salaries, insurance premiums, spare parts orders, repairs that are not covered under insurance policies and lubricant prices.
SpotCharters
Generally, a spot charter refers to a contract to carry a specific cargo for a single voyage, which commonly lasts from several days up to three months. Spot charters typically involve the carriage of a specific amount and type of cargo on a load-port to discharge-port basis, subject to various cargo handling terms, and the vessel owner is paid on a per-ton basis. Under a spot charter, the vessel owner is responsible for the payment of all expenses including its capital costs, voyage expenses (such as port, canal and bunker costs) and vessel operating expenses. Fluctuations in spot charter rates are caused by imbalances in the availability of cargoes for shipment and the number of vessels available at any given time to transport these cargoes at a given port.
VoyageRelated Costs and Commissions
We incur voyage related costs for our vessels operating under spot charters, which mainly include port and canal charges and bunker expenses. Port and canal charges and bunker expenses primarily increase in periods during which vessels are employed on spot charters because these expenses are for the account of the vessel owner. Brokerage commissions payable for both spot and time charter contracts, if any, depend on a number of factors, including, among other things, the number of shipbrokers involved in arranging the charter and the amount of commissions charged by brokers related to the charterer. Such commissions are deferred and amortized over the related period in a charter to the extent revenue has been deferred since commissions are earned as revenues are earned.
VesselOperating Expenses
We incur vessel operating expenses for our vessels operating under time and spot charters. Vessel operating expenses primarily consist of crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the cost of spares and consumable stores, tonnage taxes and other miscellaneous expenses necessary for the operation of the vessel. All vessel operating expenses are expensed as incurred.
Generaland Administrative Expenses
The primary components of general and administrative expenses consist of the annual fee payable to Maritime for the administrative services under our Head Management Agreement, which is described in more detail in our 2024 Annual Report and provides for the services of our senior executive officers, and the expenses associated with being a public company. Such public company expenses include the costs of preparing public reporting documents, legal and accounting costs, including costs of legal and accounting professionals and staff, and costs related to compliance with the rules, regulations and requirements of the SEC, the rules of the Nasdaq Stock Market (“Nasdaq”), the Company’s board of directors’ (the “Board”) compensation and investor relations.
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ManagementFees
We pay management fees to Maritime, Konkar Agencies and ITM for commercial and technical management services for our vessels. These services include: obtaining employment for our vessels and managing our relationships with charterers; strategic management services; technical management services, which include managing day-to-day vessel operations, ensuring regulatory and classification society compliance, arranging our hire of qualified officers and crew, arranging and supervising dry-docking and repairs and arranging insurance for vessels; and providing shore-side personnel who carry out the management functions described above. As part of their ship management services, they provide us with supervision services for new construction of vessels; these costs are capitalized as part of the total delivered cost of the vessel.
Depreciation
We depreciate the cost of our vessels after deducting the estimated residual value, on a straight-line basis over the expected useful life of each vessel, which is estimated to be 25 years from the date of initial delivery from the shipyard. Scrap rate of $340/light weight ton is used to calculate the residual value of our vessels.
SpecialSurvey and Dry-docking
We are obliged to periodically drydock each of our vessels for inspection, and to make significant modifications to comply with industry certification or governmental requirements. Generally, each vessel is drydocked every 30 to 60 months for scheduled inspections, depending on its age. The capitalized costs of dry-dockings for a given vessel are amortized on a straight-line basis to the next scheduled drydocking of the vessel.
InterestIncome, Interest and Finance Costs
We have historically incurred interest expense and financing costs in connection with the debt incurred to partially finance the acquisition of our existing fleet. Our current debt agreements bear interest based on the SOFR rate. To mitigate our exposure to interest rate fluctuations, one of our vessel-owning subsidiaries previously entered into an interest rate cap agreement. We may explore additional hedging strategies in the future to further manage this risk. Further, we earn interest on cash deposits in interest-bearing accounts and on interest-bearing securities, which is included in interest income. “Interest Income” from time deposits of $857 recognized during the half year in the accompanying interim Condensed Consolidated Statement of Comprehensive Income/(Loss) as of June 30, 2025.
In evaluating our financial condition, we focus on the above financial and operating measures as well as fleet and vessel type for utilization, time charter equivalent (“TCE”) rates and operating expenses to assess our operating performance. We also monitor our cash position and outstanding debt to assess short-term liquidity and our ability to finance further fleet expansion. Discussions about possible acquisitions or sales of existing vessels are based on our financial and operational criteria which depend on the state of the charter market, availability of vessel investments, employment opportunities, anticipated dry-docking costs and general economic prospects.
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SelectedInformation
Our selected consolidated financial data as of June 30, 2025 and for the six months ended June 30, 2024 and 2025, presented in the tables below, have been derived from our unaudited interim Condensed Consolidated Financial Statements and notes thereto included elsewhere herein. Our selected consolidated financial data as of December 31, 2024, presented in the tables below have been derived from our audited financial statements and notes thereto, included in our 2024 Annual Report.
| Interim Condensed Consolidated Statements of Comprehensive Income/(Loss)Data | Six months ended June 30, | ||||
|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars, except per share data) | 2024 | ||||
| Revenues, net | $ | 25,715 | 18,756 | ||
| Voyage related costs and commissions | (3,315 | ) | (1,571 | ) | |
| Vessel operating expenses | (6,116 | ) | (6,965 | ) | |
| General and administrative expenses | (1,546 | ) | (4,573 | ) | |
| Management fees, related parties | (498 | ) | (686 | ) | |
| Management fees, other | (244 | ) | (251 | ) | |
| Amortization of special survey costs | (194 | ) | (264 | ) | |
| Depreciation | (3,095 | ) | (3,752 | ) | |
| Operating income | 10,707 | 694 | |||
| Other expenses, net: | |||||
| Interest and finance costs | (3,073 | ) | (2,944 | ) | |
| Interest income | 1,261 | 857 | |||
| Total other expenses, net | (1,812 | ) | (2,087 | ) | |
| Net income/(loss) | $ | 8,895 | (1,393 | ) | |
| Loss/(Gain) attributable to non-controlling interests | (53 | ) | 156 | ||
| Net income/(loss) attributable to Pyxis Tankers Inc. | $ | 8,842 | (1,237 | ) | |
| Dividend Series A Convertible Preferred Stock | (383 | ) | — | ||
| Net income/(loss) attributable to common shareholders | $ | 8,459 | (1,237 | ) | |
| Income/(loss) per common share, basic | $ | 0.81 | (0.12 | ) | |
| Income/(loss) per common share, diluted | $ | 0.73 | (0.12 | ) | |
| Weighted average number of shares, basic | 10,479,962 | 10,417,915 | |||
| Weighted average number of shares, diluted | 12,124,208 | 10,417,915 |
All values are in US Dollars.
| Interim Condensed Consolidated Balance Sheets Data | December 31, | June 30, | ||||
|---|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars) | 2024 | 2025 | ||||
| Total current assets | $ | 46,123 | $ | 46,085 | ||
| Total other non-current assets | 2,564 | 3,780 | ||||
| Total fixed assets, net | 140,194 | 136,728 | ||||
| Total assets | $ | 188,881 | $ | 186,593 | ||
| Total current liabilities | 12,254 | 15,277 | ||||
| Total non-current liabilities | 76,963 | 73,173 | ||||
| Total stockholders’ equity | 99,664 | 98,143 | ||||
| Total liabilities and stockholders’ equity | $ | 188,881 | $ | 186,593 | ||
| Interim Condensed Consolidated Statements of Cash Flows Data | Six months ended June 30, | |||||
| --- | --- | --- | --- | --- | --- | --- |
| (Amounts in thousands of U.S. dollars) | 2024 | 2025 | ||||
| Net cash provided by operating activities | $ | 10,679 | $ | 7,551 | ||
| Net cash (used in) / provided by investing activities | (41,993 | ) | 2,815 | |||
| Net cash provided by / (used in) financing activities | 22,536 | (4,164 | ) | |||
| Change in cash and cash equivalents and restricted cash | $ | (8,778 | ) | $ | 6,202 |
As of June 30, 2025, our fleet consisted of three eco-efficient MR2 tankers, “Pyxis Lamda”, “Pyxis Theta”, “Pyxis Karteria”, and three dry-bulk vessels, “Konkar Ormi”, “Konkar Asteri” delivered on February 15, 2024 and “Konkar Venture” delivered on June 28, 2024. During 2024 and 2025, the vessels in our fleet were employed under time and spot charters.
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The following table presents the fleet data for the first half of 2024 and 2025.
| Six months ended June 30, | ||||||
|---|---|---|---|---|---|---|
| MR vessels | 2024 | 2025 | ||||
| Ownership days (1) | 546 | 543 | ||||
| Available days (2) | 546 | 543 | ||||
| Operating days (3) | 536 | 514 | ||||
| Utilization % (4) | 98.2 | % | 94.7 | % | ||
| Daily time charter equivalent rate (5) | $ | 32,337 | $ | 22,049 | ||
| Daily vessel operating expenses (6) | $ | 7,175 | $ | 7,421 | ||
| Average number of vessels (7) | 3.0 | 3.0 | ||||
| Number of vessels at period end | 3 | 3 | ||||
| Weighted average age of vessels at period end (8) | 9.9 | 10.9 | ||||
| Six months ended June 30, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Dry-bulk vessels | 2024 | 2025 | ||||
| Ownership days (1) | 321 | 543 | ||||
| Available days (2) | 321 | 499 | ||||
| Operating days (3) | 252 | 453 | ||||
| Utilization % (4) | 78.5 | % | 90.8 | % | ||
| Daily time charter equivalent rate (5) | $ | 20,111 | $ | 12,919 | ||
| Daily vessel operating expenses (6) | $ | 6,789 | $ | 5,406 | ||
| Average number of vessels (7) | 1.8 | 3.0 | ||||
| Number of vessels at period end | 3.0 | 3.0 | ||||
| Weighted average age of vessels at period end (8) | 8.7 | 9.8 | ||||
| Six months ended June 30, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Total fleet | 2024 | 2025 | ||||
| Ownership days (1) | 867 | 1,086 | ||||
| Available days (2) | 867 | 1,042 | ||||
| Operating days (3) | 788 | 967 | ||||
| Utilization % (4) | 90.9 | % | 92.8 | % | ||
| Daily time charter equivalent rate (5) | $ | 28,427 | $ | 17,772 | ||
| Daily vessel operating expenses (6) | $ | 7,032 | $ | 6,414 | ||
| Average number of vessels (7) | 4.8 | 6.0 | ||||
| Number of vessels at period end | 6.0 | 6.0 | ||||
| Weighted average age of vessels at period end (8) | 9.3 | 10.2 | ||||
| (1) | Ownership days are the total number of days in a period during which we owned each of the vessels in our fleet. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues generated and the amount of expenses incurred during the respective period. | |||||
| --- | --- | |||||
| (2) | Available days are the number of ownership days in a period, less the aggregate number of days that our vessels were off-hire due to scheduled repairs or repairs under guarantee, vessel upgrades or special surveys and intermediate dry-dockings and the aggregate number of days that we spent positioning our vessels during the respective period for such repairs, upgrades and surveys. Available days measures the aggregate number of days in a period during which vessels should be capable of generating revenues. | |||||
| (3) | Operating days are the number of Available days in a period, less the aggregate number of days that our vessels were off-hire or out of service due to any reason, including technical breakdowns and unforeseen circumstances. Operating days measures the aggregate number of days in a period during which vessels actually generate revenues. | |||||
| (4) | We calculate fleet utilization by dividing the number of Operating days during a period by the number of Available days during the same period. The shipping industry uses fleet utilization to measure a company’s efficiency in finding suitable employment for its vessels and minimizing the amount of days that its vessels are off-hire for reasons other than scheduled repairs or repairs under guarantee, vessel upgrades, special surveys and intermediate dry-dockings or vessel positioning. | |||||
| (5) | Daily TCE rate is a standard shipping industry performance measure of the average daily revenue performance of a vessel on a per voyage basis. TCE is not calculated in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). We utilize TCE because we believe it is a meaningful measure to compare period-to-period changes in our performance despite changes in the mix of charter types (i.e., spot charters, time charters and bareboat charters) under which our vessels may be employed between the periods. Our management also utilizes TCE to assist them in making decisions regarding employment of the vessels. We believe that our method of calculating TCE is consistent with industry standards and is calculated by dividing voyage revenues after deducting voyage expenses, including commissions, by Operating days for the relevant period. Voyage expenses primarily consist of brokerage commissions, port, canal and bunker costs that are unique to a particular voyage, which would otherwise be paid by the charter under a time charter contract. |
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| --- | | (6) | Daily vessel operating expenses are direct operating expenses such as crewing, provisions, repairs and maintenance, insurance, deck and engine stores, lubricating oils and tonnage tax divided by Ownership days. | | --- | --- | | (7) | Average number of vessels is the number of vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was part of our fleet during such period divided by the number of calendar days in the period. | | (8) | Weighted average age of the fleet is the sum of the ages of our vessels, weighted by the deadweight ton (“dwt”) of each vessel on the total fleet dwt. |
The following table reflects the calculation of our fleet daily TCE rates for the six month periods ended June 30, 2024 and 2025:
| Tanker fleet | Six months ended June 30, | |||||
|---|---|---|---|---|---|---|
| (Amounts in thousands of U.S. dollars, except for operating days and for daily TCE rates) | 2024 | 2025 | ||||
| MR Revenues, net | $ | 19,824 | $ | 12,353 | ||
| MR Voyage related costs and commissions | (2,492 | ) | (1,020 | ) | ||
| MR Time charter equivalent revenues*^, 2^* | $ | 17,332 | $ | 11,333 | ||
| MR Total operating days | 536 | 514 | ||||
| MR Daily Time Charter Equivalent rate ^2^ | $/d | 32,337 | $/d | 22,049 | ||
| Average number of MR vessels | 3.0 | 3.0 | ||||
| Dry-bulk fleet | Six months ended June 30, | |||||
| --- | --- | --- | --- | --- | --- | --- |
| (Amounts in thousands of U.S. dollars, except for operating days and for daily TCE rates) | 2024 | 2025 | ||||
| Dry-bulk Revenues, net ^1^ | $ | 5,891 | $ | 6,403 | ||
| Dry-bulk Voyage related costs and commissions ^1^ | (823 | ) | (551 | ) | ||
| Dry-bulk charter equivalent revenues ^1, 2^ | $ | 5,068 | $ | 5,852 | ||
| Dry-bulk Total operating days ^1^ | 252 | 453 | ||||
| Dry-bulk Daily Time Charter Equivalent rate ^1, 2^ | $/d | 20,111 | $/d | 12,919 | ||
| Average number of Dry-bulk vessels ^1^ | 1.8 | 3.0 | ||||
| Total fleet | Six months ended June 30, | |||||
| --- | --- | --- | --- | --- | --- | --- |
| (Amounts in thousands of U.S. dollars, except for operating days and for daily TCE rates) | 2024 | 2025 | ||||
| Revenues, net ^1^ | $ | 25,715 | $ | 18,756 | ||
| Voyage related costs and commissions ^1^ | (3,315 | ) | (1,571 | ) | ||
| Charter equivalent revenues ^1, 2^ | $ | 22,400 | $ | 17,185 | ||
| Total operating days ^1^ | 788 | 967 | ||||
| Daily Time Charter Equivalent rate ^1, 2^ | $/d | 28,427 | $/d | 17,772 | ||
| Average number of vessels ^1^ | 4.8 | 6.0 | ||||
| ^1^ | a) | The dry-bulker “Konkar Asteri” was delivered on February 15, 2024. | ||||
| --- | --- | --- | ||||
| b) | The dry-bulker “Konkar Venture” was delivered on June 28, 2024. | |||||
| ^2^ | Subject to rounding; please see “Non-GAAP Measures and Definitions” below. |
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The following table reflects the daily TCE rate, daily operating expenses (“Opex”) and utilization rate on a per vessel type for the six month periods ended June 30, 2024 and 2025:
| (Amounts in U.S. dollars per day) | Six months ended June 30, | ||||||
|---|---|---|---|---|---|---|---|
| 2024 | 2025 | ||||||
| Eco-Efficient MR2: | Daily TCE : | 32,337 | 22,049 | ||||
| (2025: 3 vessels) | Opex per day: | 7,175 | 7,421 | ||||
| (2024: 3 vessels) | Utilization % : | 98.2 | % | 94.7 | % | ||
| Average number of vessels *: | 3.0 | 3.0 | |||||
| Dry-bulk: | Daily TCE : | 20,111 | 12,919 | ||||
| (2025: 3 vessels) | Opex per day: | 6,789 | 5,406 | ||||
| (2024: 3 vessels) | Utilization % : | 78.5 | % | 90.8 | % | ||
| Average number of vessels *: | 1.8 | 3.0 | |||||
| Total Fleet: | Daily TCE : | 28,427 | 17,772 | ||||
| (2025: 6 vessels) | Opex per day: | 7,032 | 6,414 | ||||
| (2024: 6 vessels) | Utilization % : | 90.9 | % | 92.8 | % | ||
| Average number of vessels *: | 4.8 | 6.0 | |||||
| * | a) | The dry-bulker “Konkar Asteri” was delivered on February 15, 2024 and commenced her initial charter on February 29, 2024. | |||||
| --- | --- | --- | |||||
| b) | The dry-bulker “Konkar Venture” was delivered on June 28, 2024 and continued her employment under the existing time charter through mid-August. |
Resultsof Operations
Sixmonths ended June 30, 2024 and 2025
Amounts relating to variations in period–on–period comparisons shown in this section are derived from the interim Condensed Consolidated Financials presented below (Amounts are presented in million U.S. dollars, rounded to the nearest one hundred thousand, except as otherwise noted).
Revenues,net: Revenues, net of $18.8 million for the six months ended June 30, 2025, represented a decrease of $7.0 million, or 27.1%, from $25.7 million in the comparable period of 2024. In the first half of 2025, our average daily TCE rate for our MR fleet was $22,049, a $10,288 per day decrease from $32,337 for the same period in 2024. The decline in Revenues, net, was the result of softer charter rates as well as lower operating days of 514 in the first half of 2025 in comparison to 536 in the same period of 2024. Also, in the most recent period, our dry-bulk average daily TCE rate was $12,919, a $7,192 per day decrease from $20,111 for the same period in 2024. This decrease was the result of lower dry-bulk charter rates offset by higher utilization to 90.8% in comparison to 78.5% in the same period of 2024. Total fleet ownership days in the first half of 2025 were 1,086 or an average of 6.0 vessels, compared with 867 days, or an average of 4.8 vessels, for the same period of 2024. This increase was due to the acquisition of the two Kamsarmax dry-bulk vessels, “KonkarAsteri” and “Konkar Venture” in February and June, 2024.
Voyagerelated costs and commissions: Voyage related costs and commissions of $1.6 million in the first half of 2025, represented a decrease of $1.7 million, or 52.6%, from $3.3 million in the same period of 2024, primarily as a result of lower spot employment for our MRs from 172 days in the six-month period in 2024 to 61 days in the same period of 2025 as well as by higher utilization in bulkers from 78.5% in the six-month period in 2024 to 90.8% in the same period of 2025. Under spot charters, all voyage expenses are typically borne by us rather than the charterer and a decrease in spot employment results in decreased voyage related costs.
Vesseloperating expenses: Vessel operating expenses of $7.0 million for the six-month period ended June 30, 2025, represented an increase of $0.8 million, or 13.9%, from $6.1 million in the same period of 2024, reflecting the expansion of our dry-bulk fleet in 2024. Vessel ownership days for the six-month period ended June 30, 2025 were 1,086 days compared to 867 for the same period of 2024.
Generaland administrative expenses: General and administrative expenses were $4.6 million for the six-month period ended June 30, 2025 represented an increase of $3.0 million, from $1.5 million in the same period of 2024. The first half of 2025 included a one-off long-term prior performance bonus paid to Maritime. Excluding this item, General and administrative expenses remained relatively consistent with the prior year period. Administrative fees payable to Maritime also reflect inflationary cost pressures, including the 2024 inflation adjustment rate of 2.74% in Greece.
Managementfees: For the six months ended June 30, 2025, management fees charged by Maritime, Konkar Agencies and ITM, increased by $0.2 million to $0.9 million. The increase was primarily driven by the further expansion of our fleet in the dry-bulk sector and the impact of inflationary conditions, including the application of the 2024 Greek inflation rate adjustment of 2.74% to the fees charged by the two affiliated ship managers.
| 9 |
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Amortizationof special survey costs: Amortization of special survey costs of $0.3 million for the six months ended June 30, 2025, represented an increase of $0.1 million compared to the same period in 2024. The increase reflected the commencement of amortization for two special surveys performed on our dry-bulk vessels, “Konkar Venture” and “Konkar Asteri” which were completed in the Spring of 2025.
Depreciation: Depreciation of $3.8 million for the six-month period ended June 30, 2025, represented an increase of $0.7 million, or 21.2%, compared to $3.1 million in 2024. The increase reflected additional depreciation related to the acquired bulkers *“Konkar Asteri”*and “Konkar Venture”.
Interestand finance costs, net: Interest and finance costs for the six months ended June 30, 2025, were $2.9 million, represented a decrease of $0.1 million, or 4.2%, compared to the same period of 2024. This reduction was primarily driven by lower average debt levels and lower SOFR based interest rates paid on all the floating rate bank debt, as well as amendments made in 2024 to two of our loan agreements relating to the “Pyxis Lamda” and the “Pyxis Theta” which reduced interest rate margins.
Interestincome: Interest income of $0.9 million received during the six months ended June 30, 2025, decreased $0.4 million compared to the same period in 2024, due to lower interest rates on deposits.
Lossattributable to non-controlling interest: Loss attributable to the NCI for the six months ended June 30, 2025, was $0.16 million, compared to a gain of $0.05 million in the same period of 2024. This reflected the share of results attributable to the NCI in the joint ventures that own the bulkers “Konkar Ormi” and “Konkar Venture”.
CashFlows
Our principal sources of funds for the six months ended June 30, 2025, have been cash from our operating activities. Our principal uses of funds have been the working capital requirements, the debt service payments on our loan agreements and repurchase of common shares. Cash and cash equivalents and restricted cash as of June 30, 2025, amounted to $28.8 million, compared to $22.6 million as of December 31, 2024. As of June 30, 2025, we had a working capital surplus of $30.8 million compared to working capital surplus of $33.9 million as of December 31, 2024. We define working capital as current assets minus current liabilities.
OperatingActivities
Net cash provided by operating activities was $7.6 million for the six months ended June 30, 2025, compared to net cash provided by operating activities of $10.7 million for the same period in 2024. The net loss for the period was $1.4 million compared to net income of $8.9 million for the six-month period ended June 30, 2024, contributing $10.3 million less operating cash. Aggregate movements in working capital accounts, current assets and current liabilities, increased cash by $4.7 million. This increase was mainly attributable to the $2.6 million increase from trade accounts receivable, net, $2.1 million from movement to related parties’ balances and $1.2 million increase from hires collected in advance, offset by $1.0 million special survey cost. Other accounts aggregate decrease by a net $0.2 million.
InvestingActivities
Net cash provided by investing activities for the six months ended June 30, 2025, was $2.8 million. This was primarily driven by a $3.0 million cash inflow from short-term investments in time deposits with maturities over three months, partially offset by a $0.2 million cash outflow related to vessel additions.
The same period in 2024, net cash used in investing activities during the six months ended June 30, 2024 was $42.0 million, a result of the “Konkar Asteri” and “Konkar Venture” vessel acquisitions which were delivered in February 2024 and June 2024, respectively. The “Konkar Asteri” had a purchased price of $26.6 million of which $24.0 million paid during the period, and the “Konkar Venture” had a purchase price of $30.0 million which settled with a $28.5 million cash payment and the issuance of 267,857 restricted common shares to the related party seller. The $21.0 million are included in the investing activities and the remaining amount of $7.5 million is presented as deemed dividend in financing activities described below. The above outflows were partially offset by $3.0 million cash inflow from short-term investment in cash time deposits with maturity over three months.
FinancingActivities
Net cash used in financing activities was $4.2 million for the six month period ended June 30, 2025, primarily reflected on aggregate $3.9 million of debt principal payments. In addition, we paid $0.3 million during January 2025 under the amended $3.0 million share re-purchase program, which was completed in January 2025.
For the six month period ended June 30, 2024, mainly reflected new long-term debt of $14.5 million and $16.5 million for Drytwo, secured by the “Konkar Asteri”, and for Drythree, secured by the “Konkar Venture”, respectively, partially counterbalanced by repayment of the financing fees payments of $0.3 million related to the new loan facilities and on aggregate of $3.3 million of debt principal payments. In addition, during the first half of 2024 we paid $2.5 million for the redemption of 100,000 shares of our Series A Cumulative Convertible Preferred Stock (the “Series A Preferred Shares”). Also, we paid $0.4 million dividends related to the Series A Preferred Shares. Additionally, we repurchased 83,780 common shares at an average price of $4.53 per share, including brokerage commissions, for an aggregate $0.4 million under the amended $3.0 million share re-purchase program. Further, we received a $5.9 million contribution from the non-controlling interest of our joint venture. Upon acquisition of the “Konkar Venture”, the purchase price in excess of the seller’s vessel book valued at the date of the transaction, at $7.5 million, which was considered a deemed dividend by the Company and was allocated to Pyxis Tankers equity and NCI’sequity in accordance with their ownership percentages.
| 10 |
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DebtAgreements
For information relating to our debt agreements, please see Note 8 to our financial statements included in our 2024 Annual Report for the year ended December 31, 2024 and Note 7 to our unaudited interim Condensed Consolidated Financial Statements for the six month periods ended June 30, 2024 and 2025 included elsewhere herein.
Liquidityand Capital Resources
Our principal sources of liquidity have been cash flows from operations, borrowings from bank debt and our related parties, private placement of common stock and issuance of convertible preferred shares and we expect in the future, cash flow from operations, proceeds from further issuances of equity and debt as well as re-financings of debt. Recognizing the uncertainty caused by the potential impact of the Russian-Ukrainian war, the Red Sea and Israel-Hamas armed conflict, we expect that our future liquidity requirements should relate primarily to:
| ● | our<br> vessel operating expenses, including dry-docking and special survey costs; |
|---|---|
| ● | payments<br> of interest and other debt-related expenses and the repayment of principal on our loans; |
| ● | payment<br> of technical and commercial management fees for our daily vessel operations; |
| ● | maintenance<br> of cash reserves to provide for contingencies and to adhere to minimum liquidity for loan covenants including potential dry-docking<br> reserves; and |
| ● | potential<br> vessel acquisitions and joint ventures. |
We expect to rely upon operating cash flows from the employment of our vessels on spot and time charters and, upon occasion, amounts due to related parties, long-term borrowings and the proceeds from future equity and debt offerings to fund our liquidity and capital needs and implement our growth plan. We perform on a regular basis cash flow projection to evaluate whether we will be in a position to cover our liquidity needs for the next 12-month period and be in compliance with the financial and security collateral cover ratio covenants under the existing debt agreements. In developing estimates of future cash flows, we make assumptions about the vessels’ future performance, with significant assumptions relating to time charter equivalent rates by vessel type, vessels’ operating expenses, vessels’ capital expenditures, fleet utilization, our management fees, general and administrative expenses and debt servicing requirements. The assumptions used to develop estimates of future cash flows are based on historical trends as well as future expectations. As of June 30, 2025, we had a working capital surplus of $30.8 million, defined as current assets minus current liabilities. As of the filing date of the first half of 2025 unaudited interim Condensed Consolidated Financial Statements, we expect that we will be in a position to cover our liquidity needs for the next 12-month period, through cash generated from operations and by managing our working capital requirements. In addition, the Company may consider the raising of capital including debt, equity securities, joint ventures and/or sale of assets for corporate and strategic reasons.
Our business is capital intensive and our future success will depend on our ability to maintain a high-quality fleet through the acquisition of modern tanker vessels, the selective sale of older tanker vessels and investments in joint ventures, including other shipping sectors.
While we have previously paid cash dividends on our Series A Preferred Stock, which has now been fully redeemed, we do not intend to pay dividends to the holders of our common shares in the near future and expect to retain our cash flows primarily for the payment of vessel operating costs, dry-docking costs, debt servicing and other obligations, general corporate and administrative expenses and reinvestment in our business (such as to fund vessel or fleet acquisitions), in each case, as determined by our Board.
On February 15, 2024, the Company completed the acquisition of an 82,013 dwt dry-bulk vessel built in 2015 at Jiangsu New Yangzi Shipbuilding. The $26.625 million purchase price of the eco-efficient Kamsarmax was funded by a combination of secured bank debt of $14.5 million and cash on hand. The vessel has been named the “Konkar Asteri” and commenced its commercial operations on February 29, 2024.
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On May 16, 2024, our Board of Directors authorized an increase of $1.0 million in incremental repurchase authority under our Repurchase Program, bringing the total aggregate amount authorized under the plan to $3.0 million. Our Board of Directors also extended the Repurchase Program through May 16, 2025. On January 30, 2025, we fully utilized the remaining amount under our previously authorized $3.0 million common share repurchase program. During the six month period ended June 30, 2025, we repurchased 67,534 PXS common shares at an average price of $3.91 per share, excluding brokerage commissions, or $264 thousand in total. As of the date of this release, our common share repurchase program has expired.
On June 20, 2024, the Company paid $2.5 million for the redemption of 100,000 shares of our Series A Cumulative Convertible Preferred Stock (formerly NASDAQ Cap Mkts: PXSAP). Upon this redemption, 100,000 PXSAP shares were cancelled by the Company and the Company’s obligation to pay dividends in respect of these shares ceased. After this partial redemption, which resulted in a reduction of 446,429 in fully-diluted common shares, there were 303,631 PXSAP shares outstanding.
On June 28, 2024, we closed our dry-bulk joint venture with an entity related to our Chairman and Chief Executive Officer for the acquisition of an 82,099 dwt eco-efficient Kamsarmax built in 2015 at Jiangsu New Yangzi Shipbuilding. The $30.0 million purchase price for the “KonkarVenture”, which is fitted with a ballast water treatment system, was funded by a combination of secured bank debt of $16.5 million, $12.0 million cash, of which the Company contributed $7.3 million in cash, and the issuance of 267,857 restricted common shares to the related party seller. Pyxis owns a 60% controlling ownership interest in the joint venture. The “Konkar Venture”, is a sister ship to the Company’s eco-efficient “Konkar Asteri”, and continued its employment under the existing time charter through mid-August, 2024. Upon delivery of the dry-bulk carrier, on June 28, 2024, Drythree drew down an amount of $16,500. The loan balance amounting is repayable in 20 quarterly installments of $315 each, with the last installment accompanied by a balloon payment of $10,200 falling due in June 2029. The loan bears interest at SOFR plus a margin of 2.15% per annum. Standard loan covenants of the loan include, among others, a minimum liquidity and a minimum security cover ratio (“MSC”).
On July 30, 2024, we agreed with an existing lender to refinance the Seventhone Corp debt. The amended loan agreement provides a five year amortizing bank loan, due July 2029, with similar quarterly repayments, priced at SOFR plus 2.40% (from 3.35%) and is secured by, among other things, the vessel “Pyxis Theta”. In addition, the same lender agreed to reduce the interest margin from 3.15% to 2.40% applicable to the Eleventhone Corp. (“Pyxis Lamda”) credit facility which matures in December 2026.
On October 20, 2024 all remaining outstanding Series A Preferred Shares were redeemed at the Liquidation Preference of $25.00 per share for an aggregate payment of $7.6 million in cash.
On March, 2025 “Konkar Venture” successfully completed her second special survey, within 22 days.
On April, 2025 “Konkar Asteri” successfully completed her second special survey, with 12 days of work performed during the first quarter of 2025 and the remaining 10 days of work completed in April 2025.
On June 30, 2025, we had a total of 10,485,865 common shares issued and outstanding of which Mr. Valentis beneficially owned 57.3%, and 1,592,465 outstanding warrants (NASDAQ Cap Mkts: PXSAW), which have an exercise price of $5.60 and expire October 13, 2025 (excluding the non-tradeable underwriter’s common stock purchase warrants of which 107,143 and 1,986 have exercise prices of $8.75 and $5.60, respectively).
Resultsof Annual Meeting of Shareholders of May 20, 2025
At the scheduled annual 2025 shareholder meeting, the Company’s shareholders re-elected Mr. Aristides Pittas as Class II Director to serve for a term of three years until the 2028 annual meeting.
SubsequentEvents
On July 30, 2025 the Company closed a commitment from an existing bank for a “hunting license” loan facility of up to $45 million (the “Facility”) to finance the potential acquisition of up to two modern vessels, consisting of product tankers between 45-115K dwt. and/or dry bulk carriers between 60-85K dwt. Advances under the Facility, which can be as much as 62.5% of vessel purchase value, can be drawn-down anytime for a period of up to 18 months after closing of the Facility. The balance of the purchase consideration for the vessel(s) would consist of cash equity on hand from the Company. Borrowings under the Facility would have an interest rate of SOFR + average margin of 1.9%. Each advance under the Facility would be repaid on a quarterly basis over five years from drawdown. The Facility would be secured by, among other things, any vessels acquired with the proceeds of the Facility and contains certain standard financial and other covenants. The Company will incur a nominal fee payable to the lender during the drawdown period of the Facility.
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FleetInformation (as of August 8, 2025)
| Vessel Name | Shipyard | Vessel type | Carrying Capacity | Year Built | Type of charter | Charter^(1)^Rate | Anticipated Earliest Redelivery Date | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (dwt) | (per day) | ||||||||||
| Tanker fleet | |||||||||||
| Pyxis Lamda ^(2)^ | SPP / S. Korea | MR2 | 50,145 | 2017 | Time | 20,000 | Sep 2025 | ||||
| Pyxis Theta ^(3)^ | SPP / S. Korea | MR2 | 51,795 | 2013 | Time | 22,000 | Dec 2025 | ||||
| Pyxis Karteria ^(4)^ | Hyundai / S. Korea | MR2 | 46,652 | 2013 | Time | 24,500 | Sep 2025 | ||||
| 148,592 | |||||||||||
| Dry-bulk fleet | |||||||||||
| Konkar Ormi ^(5)^ | SKD / Japan | Ultramax | 63,520 | 2016 | Time | 15,250 | Sep 2025 | ||||
| Konkar Asteri ^(6)^ | JNYS / China | Kamsarmax | 82,013 | 2015 | Time | 13,000 | Sep 2025 | ||||
| Konkar Venture ^(7)^ | JNYS / China | Kamsarmax | 82,099 | 2015 | Time | 14,000 | Sep 2025 | ||||
| 227,632 | |||||||||||
| 1. | These tables present gross rates in U.S.$ and do not reflect any commissions payable. | ||||||||||
| --- | --- | ||||||||||
| 2. | “Pyxis Lamda” is fixed on a time charter for 6 months +30/-15 days, at $20,000 per day. | ||||||||||
| 3. | “Pyxis Theta” is fixed on a time charter for 12 months +/- 30 days, at $22,000 per day. | ||||||||||
| 4. | “Pyxis Karteria” is fixed on a time charter for 12 months up to Sep 18, 2025, at $24,500 per day. The charterers have agreed to extend the time charter agreement for an additional 12 months - 30/+60 days, beginning Sep 19, 2025 at $19,500 per day. | ||||||||||
| 5. | “Konkar Ormi” is fixed on a time charter for 50 – 60 days, at $15,250 per day, plus $525K ballast bonus. | ||||||||||
| 6. | “Konkar Asteri” is fixed on a time charter for 30 – 40 days, at $13,000 per day. | ||||||||||
| 7. | “Konkar Venture” is fixed on a time charter for 85 – 100 days, at $14,000 per day. |
| 13 |
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pYXIS
TANKERS INC.
INDEX
TO Unaudited Interim Condensed Consolidated Financial Statements
| Page | |
|---|---|
| Consolidated Balance Sheets as of December 31, 2024 and June 30, 2025 (unaudited) | F-1 |
| Unaudited Interim Consolidated Statements of Comprehensive Income/(Loss) for the six month periods ended June 30, 2024 and 2025 | F-2 |
| Unaudited Interim Consolidated Statements of Stockholders’ Equity for the six month periods ended June 30, 2024 and 2025 | F-3 |
| Unaudited Interim Consolidated Statements of Cash Flows for the six month periods ended June 30, 2024 and 2025 | F-4 |
| Notes to the Unaudited Interim Condensed Consolidated Financial Statements | F-5 |
| 14 |
| --- |
PYXIS
TANKERS INC.
ConsolidatedBalance Sheets
As of December 31, 2024 and June 30, 2025 (unaudited)
(Expressed in thousands of U.S. dollars, except for share and per share data)
| December 31, | June 30, | ||||||
|---|---|---|---|---|---|---|---|
| 2024 | 2025 | ||||||
| ASSETS | |||||||
| CURRENT ASSETS: | |||||||
| Cash and cash equivalents | 1 | $ | 21,243 | $ | 27,445 | ||
| Short-term investment in time deposits | 17,000 | 14,000 | |||||
| Inventories | 4 | 1,889 | 1,434 | ||||
| Trade accounts receivable, net | 1, 14 | 5,040 | 2,473 | ||||
| Prepayments and other current assets | 706 | 393 | |||||
| Insurance claim receivable | 245 | 340 | |||||
| Total current assets | 46,123 | 46,085 | |||||
| FIXED ASSETS, NET: | |||||||
| Vessels, net | 5 | 140,024 | 136,728 | ||||
| Advance for vessel additions | 5 | 170 | — | ||||
| Total fixed assets, net | 140,194 | 136,728 | |||||
| OTHER NON-CURRENT ASSETS: | |||||||
| Restricted cash, net of current portion | 1, 7 | 1,350 | 1,350 | ||||
| Deferred dry-dock and special survey costs, net | 6 | 1,214 | 2,430 | ||||
| Total other non-current assets | 2,564 | 3,780 | |||||
| Total assets | $ | 188,881 | $ | 186,593 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
| CURRENT LIABILITIES: | |||||||
| Current portion of long-term debt, net of deferred financing costs | 7 | $ | 7,561 | $ | 7,572 | ||
| Trade accounts payable | 2,107 | 2,057 | |||||
| Due to related parties | 3 | 973 | 3,101 | ||||
| Hire collected in advance | 111 | 1,302 | |||||
| Accrued and other liabilities | 1,502 | 1,245 | |||||
| Total current liabilities | 12,254 | 15,277 | |||||
| NON-CURRENT LIABILITIES: | |||||||
| Long-term debt, net of current portion and deferred financing costs | 7 | 76,963 | 73,173 | ||||
| Total non-current liabilities | 76,963 | 73,173 | |||||
| COMMITMENTS AND CONTINGENCIES | 12 | — | — | ||||
| STOCKHOLDERS’ EQUITY: | |||||||
| Preferred stock (0.001 par value; 50,000,000 shares authorized; of which 1,000,000 authorized Series A Convertible Preferred Shares; nil Series A Convertible Preferred Shares issued and outstanding as at December 31, 2024 and at June 30, 2025) | 8 | — | — | ||||
| Common stock (0.001 par value; 450,000,000 shares authorized; 10,553,399 shares issued and outstanding as at December 31, 2024 and 10,485,865 at June 30, 2025, respectively) | 8 | 11 | 11 | ||||
| Additional paid-in capital | 8 | 98,035 | 97,907 | ||||
| Accumulated deficit | (4,670 | ) | (5,907 | ) | |||
| Total equity attributable to Pyxis Tankers Inc. and subsidiaries | 93,376 | 92,011 | |||||
| Non-controlling interest | 9 | 6,288 | 6,132 | ||||
| Total stockholders’ equity | 99,664 | 98,143 | |||||
| Total liabilities and stockholders’ equity | $ | 188,881 | $ | 186,593 |
All values are in US Dollars.
The accompanying notes are an integral part of these unaudited interim Condensed Consolidated Financial Statements
| F-1 |
| --- |
PYXIS TANKERS INC.
UnauditedInterim Consolidated Statements of Comprehensive Income/(Loss)
For the six months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| Note | 2024 | 2025 | ||||||
|---|---|---|---|---|---|---|---|---|
| Six months ended June 30, | ||||||||
| Note | 2024 | 2025 | ||||||
| Revenues, net | 14 | $ | 25,715 | $ | 18,756 | |||
| Expenses: | ||||||||
| Voyage related costs and commissions | 3 | (3,315 | ) | (1,571 | ) | |||
| Vessel operating expenses | (6,116 | ) | (6,965 | ) | ||||
| General and administrative expenses | 3 | (1,546 | ) | (4,573 | ) | |||
| Management fees, related parties | 3 | (498 | ) | (686 | ) | |||
| Management fees, other | (244 | ) | (251 | ) | ||||
| Amortization of special survey costs | 6 | (194 | ) | (264 | ) | |||
| Depreciation | 5 | (3,095 | ) | (3,752 | ) | |||
| Operating income | 10,707 | 694 | ||||||
| Other expenses, net: | ||||||||
| Interest and finance costs | 13 | (3,073 | ) | (2,944 | ) | |||
| Interest income | 1,261 | 857 | ||||||
| Total other expenses, net | (1,812 | ) | (2,087 | ) | ||||
| Net income/(loss) | $ | 8,895 | $ | (1,393 | ) | |||
| Loss/(Gain) attributable to non-controlling interests | (53 | ) | 156 | |||||
| Net income/(loss) attributable to Pyxis Tankers Inc. | $ | 8,842 | $ | (1,237 | ) | |||
| Dividend Series A Convertible Preferred Stock | (383 | ) | — | |||||
| Net income/(loss) attributable to common shareholders | $ | 8,459 | $ | (1,237 | ) | |||
| Income/(loss) per common share, basic | 10 | $ | 0.81 | $ | (0.12 | ) | ||
| Income/(loss) per common share, diluted | 10 | $ | 0.73 | $ | (0.12 | ) | ||
| Weighted average number of common shares, basic | 10 | 10,479,962 | 10,417,915 | |||||
| Weighted average number of common shares, diluted | 10 | 12,124,208 | 10,417,915 |
The accompanying notes are an integral part of these unaudited interim Condensed Consolidated Financial Statements
| F-2 |
| --- |
PYXIS
TANKERS INC.
UnauditedInterim Consolidated Statements of Stockholders’ Equity
For the six months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| **** | # of shares | **** | Par Value | # of shares | **** | Par Value | Paid-in Capital | **** | Accumulated<br><br> Deficit | **** | Total Equity | **** | controlling<br><br> interest | **** | Total<br><br> Equity | **** | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **** | Series A Convertible Preferred Shares | Common Stock | Additional | **** | **** | Pyxis Tankers Inc | **** | Non- | **** | **** | |||||||||||||||
| **** | # of shares | **** | Par Value | # of shares | **** | Par Value | Paid-in Capital | **** | Accumulated<br><br> Deficit | **** | Total Equity | **** | controlling<br><br> interest | **** | Total<br><br> Equity | **** | |||||||||
| Balance January 1, 2024 | **** | 403,631 | **** | **** | — | **** | 10,542,547 | **** | $ | 11 | $ | 110,799 | **** | $ | (14,270 | ) | $ | 96,540 | **** | $ | 4,319 | **** | $ | 100,859 | **** |
| Preferred stock dividends<br> paid | — | — | — | — | — | (391 | ) | (391 | ) | — | (391 | ) | |||||||||||||
| Common stock re-purchase program | — | — | (83,780 | ) | — | (380 | ) | — | (380 | ) | — | (380 | ) | ||||||||||||
| Restricted common stock grants | — | — | — | — | 17 | — | 17 | — | 17 | ||||||||||||||||
| Net income | — | — | — | — | — | 8,842 | 8,842 | 53 | 8,895 | ||||||||||||||||
| Common stock issued for vessel<br> acquisition | — | — | — | — | 1,382 | — | 1,382 | — | 1,382 | ||||||||||||||||
| Deemed dividend | — | — | — | — | (5,325 | ) | — | (5,325 | ) | (3,550 | ) | (8,875 | ) | ||||||||||||
| Contributions from non-controlling<br> interest | — | — | — | — | — | — | — | 5,880 | 5,880 | ||||||||||||||||
| Partial<br> redemption of Series A Convertible Preferred shares | (100,000 | ) | — | — | — | (2,500 | ) | — | (2,500 | ) | — | (2,500 | ) | ||||||||||||
| Balance June 30, 2024 | **** | 303,631 | **** | **** | — | **** | 10,458,767 | **** | $ | 11 | $ | 103,993 | **** | $ | (5,819 | ) | $ | 98,185 | **** | $ | 6,702 | **** | $ | 104,887 | **** |
| Series<br> A Convertible Preferred Shares | Common Stock | Additional | Pyxis<br> Tankers Inc | Non- | |||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| #<br> of shares | Par<br> Value | #<br> of shares | Par<br> Value | Paid-in Capital | Accumulated<br><br>Deficit | Total Equity | controlling<br><br>interest | Total<br><br>Equity | |||||||||||||||||
| Balance<br> January 1, 2025 | — | — | 10,553,399 | 11 | 98,035 | (4,670 | ) | 93,376 | 6,288 | 99,664 | |||||||||||||||
| Balance | — | — | 10,553,399 | 11 | 98,035 | (4,670 | ) | 93,376 | 6,288 | 99,664 | |||||||||||||||
| Restricted common stock grants | — | — | — | — | 142 | — | 142 | — | 142 | ||||||||||||||||
| Common stock re-purchase program | — | — | (67,534 | ) | — | (270 | ) | — | (270 | ) | — | (270 | ) | ||||||||||||
| Net loss | — | — | — | — | — | (1,237 | ) | (1,237 | ) | (156 | ) | (1,393 | ) | ||||||||||||
| Net<br> income (loss) | — | — | — | — | — | (1,237 | ) | (1,237 | ) | (156 | ) | (1,393 | ) | ||||||||||||
| Balance<br> June 30, 2025 | — | — | 10,485,865 | $ | 11 | $ | 97,907 | $ | (5,907 | ) | $ | 92,011 | $ | 6,132 | $ | 98,143 | |||||||||
| Balance | — | — | 10,485,865 | $ | 11 | $ | 97,907 | $ | (5,907 | ) | $ | 92,011 | $ | 6,132 | $ | 98,143 |
The accompanying notes are an integral part of these unaudited interim Condensed Consolidated Financial Statements
| F-3 |
| --- |
PYXIS
TANKERS INC.
UnauditedInterim Consolidated Statements of Cash Flows
For the six months ended June 30, 2024 and 2025
(Expressed in thousands of U.S. dollars, except for share and per share data)
| Note | 2024 | 2025 | |||||
|---|---|---|---|---|---|---|---|
| Six<br> months ended June 30, | |||||||
| Note | 2024 | 2025 | |||||
| Cash flows<br> from operating activities: | |||||||
| Net income/(loss) | $ | 8,895 | $ | (1,393 | ) | ||
| Adjustments<br> to reconcile net income/(loss) to net cash provided by operating activities: | |||||||
| Depreciation | 5 | 3,095 | 3,752 | ||||
| Amortization of special survey<br> costs | 6 | 194 | 264 | ||||
| Amortization and write-off<br> of financing costs | 13 | 114 | 115 | ||||
| Amortization of restricted<br> common stock grants | 8 | 17 | 142 | ||||
| Changes<br> in assets and liabilities: | |||||||
| Inventories | (1,154 | ) | 455 | ||||
| Due from/(to) related parties | 3 | 178 | 2,128 | ||||
| Trade accounts receivable,<br> net | (253 | ) | 2,567 | ||||
| Prepayments and other current<br> assets | (1,133 | ) | 313 | ||||
| Insurance claim receivable | — | (95 | ) | ||||
| Special survey cost | 6 | (4 | ) | (1,020 | ) | ||
| Trade accounts payable | 241 | (611 | ) | ||||
| Hire collected in advance | (296 | ) | 1,191 | ||||
| Accrued<br> and other liabilities | 785 | (257 | ) | ||||
| Net<br> cash provided by operating activities | $ | 10,679 | $ | 7,551 | |||
| Cash flow<br> from investing activities: | |||||||
| Vessel acquisitions | 5 | (44,969 | ) | — | |||
| Vessel additions | 5 | (24 | ) | (355 | ) | ||
| Vessel additions prepayments | — | 170 | |||||
| Short-term<br> investment in time deposits | 3,000 | 3,000 | |||||
| Net<br> cash (used in)/provided by investing activities | $ | (41,993 | ) | $ | 2,815 | ||
| Cash flows<br> from financing activities: | |||||||
| Proceeds from long-term debt | 31,000 | — | |||||
| Repayment of long-term debt | (3,313 | ) | (3,893 | ) | |||
| Contributions from non-controlling<br> interests to joint ventures | 5,880 | — | |||||
| Redemption of Series A Convertible<br> Preferred shares | (2,500 | ) | — | ||||
| Payment of financing costs | (267 | ) | (1 | ) | |||
| Preferred stock dividends<br> paid | (391 | ) | — | ||||
| Common stock re-purchase program | (380 | ) | (270 | ) | |||
| Deemed<br> dividend from Konkar Venture acquisition | (7,493 | ) | — | ||||
| Net<br> cash provided by/(used in) financing activities | $ | 22,536 | $ | (4,164 | ) | ||
| Net (decrease)/increase in<br> cash and cash equivalents and restricted cash | (8,778 | ) | 6,202 | ||||
| Cash<br> and cash equivalents and restricted cash at the beginning of the period | 36,339 | 22,593 | |||||
| Cash<br> and cash equivalents and restricted cash at the end of the period | $ | 27,561 | $ | 28,795 | |||
| SUPPLEMENTAL<br> INFORMATION: | |||||||
| Cash paid for interest | $ | 2,815 | $ | 2,897 | |||
| Non-cash financing activities<br> – issuance of common stock financing acquisition of vessel “Konkar Venture” | 1,382 | — | |||||
| Unpaid portion of Special<br> survey cost | — | 460 | |||||
| Unpaid portion of vessel additions | — | 101 |
The accompanying notes are an integral part of these unaudited interim Condensed Consolidated Financial Statements.
| F-4 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. dollars, except for share and per share data)
| 1. | Basis of Presentation and General Information: |
|---|
PYXIS TANKERS INC. (“Pyxis”) is a corporation incorporated in the Republic of the Marshall Islands on March 23, 2015. As of June 30, 2025, Pyxis owns 100% ownership interest in the following four vessel-owning companies:
| ● | SEVENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Seventhone”); |
|---|---|
| ● | TENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Tenthone”); |
| ● | ELEVENTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Eleventhone”); |
| ● | DRYTWO<br> CORP., established under the laws of the Republic of the Marshall Islands (“Drytwo”) |
As
of June 30, 2025, we also own 60% ownership or a $6,780 equity investment in DRYKON MARITIME Corp. (“Drykon”), an entity that owns through its wholly owned subsidiary, DRYONE CORP. (“Dryone”), a 2016 Japanese built Ultramax dry-bulk carrier the “Konkar Ormi”. The remaining 40% is owned by an entity related to our Chief Executive Officer and Chairman.
As
of June 30, 2025, we also own 60% ownership or a $8,700 equity investment in ACCUSHIP MARITIME Ltd. (“Accuship”), an entity that owns through its wholly owned subsidiary, DRYTHREE CORP. (“Drythree”), a 2015 Japanese built Kamsarmax dry-bulk carrier the “Konkar Venture”. The remaining 40% is owned by an entity related to our Chief Executive Officer and Chairman. The “Konkar Venture”, is a sister ship to the our eco-efficient “Konkar Asteri” delivered on June 28, 2024.
We consolidate in our financial statements the aforementioned dry-bulk joint ventures for the “Konkar Ormi” and “KonkarVenture” under the relevant ASC 810 guidelines as a result of our control over Drykon and Accuship. As a result of the transactions the Company reports non-controlling interest in its accompanying unaudited interim Condensed Consolidated Financial Statements. Dryone and Drythree are established under the laws of the Marshall Islands, collectively with Eleventhone, Seventhone, Tenthone and Drytwo are the “Vessel-owning companies”.
Pyxis
also currently owns 100% ownership interest in the following non-vessel owning companies:
| ● | SECONDONE<br> CORPORATION LTD, established under the laws of the Republic of the Marshal Islands (“Secondone”) that owned the vessel<br> “Northsea Alpha” that was sold to an unaffiliated third party on January 28, 2022; |
|---|---|
| ● | THIRDONE<br> CORPORATION LTD, established under the laws of the Republic of the Marshal Islands (“Thirdone”) that owned the vessel<br> “Northsea Beta” that was sold to an unaffiliated third party on March 1, 2022; |
| ● | FOURTHONE<br> CORPORATION LTD, established under the laws of the Republic of the Marshall Islands (“Fourthone”) that owned the vessel<br> “Pyxis Malou” that was sold to an unaffiliated third party on March 23, 2023; |
| ● | SIXTHONE<br> CORP., established under the laws of the Republic of the Marshal Islands (“Sixthone”) that owned the vessel “Pyxis Delta” that was sold to an unaffiliated third party on January 13, 2020; |
| ● | EIGHTHONE<br> CORP., established under the laws of the Republic of the Marshall Islands (“Eighthone”) that owned the vessel “Pyxis Epsilon” that was sold to an unaffiliated third party on December 15, 2023; |
| ● | MARITIME<br> TECHNOLOGIES CORP, established under the laws of Delaware; |
| ● | TWELFTHONE<br> CORP., established on May 15, 2025 under the laws of the Republic of the Marshall Islands (“Twelfthone”) and |
| ● | DRYFOUR<br> CORP., established on May 15, 2025 under the laws of the Republic of the Marshall Islands (“Dryfour”). |
All of the Vessel-owning companies are engaged in the marine transportation of liquid cargoes through the ownership and operation of tanker vessels and dry commodities through the ownership and operation of dry-bulk carriers, as listed below:
Schedule of Ownership and Operation of Tanker Vessels
| Vessel-owning<br> <br>Company | Incorporation<br> <br>date | Vessel | DWT | Year<br> <br>built | Acquisition<br> <br>date | |
|---|---|---|---|---|---|---|
| Tanker<br> fleet | ||||||
| Seventhone | 31-May-2011 | Pyxis<br> Theta | 51,795 | 2013 | 16-Sep-2013 | |
| Tenthone | 22-Apr-2021 | Pyxis<br> Karteria | 46,652 | 2013 | 15-Jul-2021 | |
| Eleventhone | 11-Sep-2021 | Pyxis<br> Lamda | 50,145 | 2017 | 20-Dec-2021 | |
| Dry-bulk<br> fleet | ||||||
| Dryone | 04-Jul-2023 | Konkar<br> Ormi | 63,520 | 2016 | 14-Sep-2023 | |
| Drytwo | 24-Nov-2023 | Konkar<br> Asteri | 82,013 | 2015 | 15-Feb-2024 | |
| Drythree | 29-May-2024 | Konkar<br> Venture | 82,099 | 2015 | 28-Jun-2024 |
| F-5 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. dollars, except for share and per share data)
| 1. | Basis of Presentation and General Information: -Continued: |
|---|
The accompanying unaudited interim Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete annual financial statements. In the opinion of the management of the Company, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of financial position, operating results and cash flows have been included in the accompanying unaudited interim Condensed Consolidated Financial Statements. Interim results are not necessarily indicative of results that may be expected for the year ending December 31, 2025. These unaudited interim Condensed Consolidated Financial Statements should be read in conjunction with the Condensed Consolidated Financial Statements and footnotes for the year ended December 31, 2024, included in the Company’s Annual Report on Form 20-F filed with the SEC on March 28, 2025 (the “2024 Annual Report”).
Revenues for the six month periods ended June 30, 2024 and 2025, deriving from significant charterers individually accounting for 10% or more of revenues (in percentages of total revenues), were as follows:
Summary of Revenue from Significant Charterers for 10% or More of Revenue
| 2024 | 2025 | |||||
|---|---|---|---|---|---|---|
| Charterer | Six<br> months ended June 30, | |||||
| 2024 | 2025 | |||||
| A | 30 | % | 11 | % | ||
| B | 27 | % | — | |||
| C | 20 | % | — | |||
| D | — | 24 | % | |||
| E | — | 20 | % | |||
| F | — | 11 | % | |||
| Total | 77 | % | 66 | % |
The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying unaudited interim Consolidated Balance Sheets and the accompanying unaudited interim Consolidated Statement of Cash Flows for the six month period ended June 30, 2025 and the Consolidated Statement of Cash Flows for the year ended December 31, 2024.
Schedule of Reconciliation of Cash and Cash Equivalents and Restricted Cash
| December<br> 31, | June<br> 30, | |||
|---|---|---|---|---|
| 2024 | 2025 | |||
| Cash and cash<br> equivalents | $ | 21,243 | $ | 27,445 |
| Restricted cash, current portion | — | — | ||
| Restricted<br> cash, net of current portion | 1,350 | 1,350 | ||
| Total<br> cash and cash equivalents and restricted cash | $ | 22,593 | $ | 28,795 |
PYXIS MARITIME CORP. (“Maritime”), a corporation established under the laws of the Republic of the Marshall Islands, which is beneficially owned by Mr. Valentis, the Company’s Chairman, Chief Executive Officer and Class I Director, provides certain ship management services to the tanker Vessel-owning companies, as discussed in Note 3.
KONKAR SHIPPING AGENCIES S.A. (“Konkar Agencies”), was formed in June 1973, under the laws of the Republic of Panama and has an office established in Greece under Law 89/1967 as amended. The Company, which is beneficially owned by our Chief Executive Officer and Chairman, provides a wide range of shipping services to the dry-bulk carrier Vessel-owning companies, as discussed in Note 3.
With effect from the delivery of each vessel, the crewing and technical management of the vessels were contracted to INTERNATIONAL TANKER MANAGEMENT LTD. (“ITM”) with permission from Maritime. ITM is an unrelated third party technical manager, represented by its branch based in Dubai, UAE. Each ship-management agreement with ITM is in force until it is terminated by either party. The ship-management agreements can be cancelled either by the Company or ITM for any reason at any time upon three months’ advance notice.
As
of June 30, 2025, the Company had a working capital surplus of $30.8 million, defined as current assets minus current liabilities. As of the filing date of the unaudited interim Condensed Consolidated Financial Statements, the Company believes that it will be in a position to cover its liquidity needs for the next 12-month period through operating cash flows, management of working capital, sale of assets, refinancing indebtedness or raising additional equity capital, or a combination thereof.
As
of June 30, 2025, Mr. Valentis beneficially owned 6,007,587 common shares, or 57.3% of the Company’s issued and outstanding common stock.
| F-6 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. dollars, except for share and per share data)
| 2. | Significant Accounting Policies: |
|---|
The accounting policies followed in the preparation of these unaudited interim Condensed Consolidated Financial Statements are the same with those applied in the preparation of the Company’s Condensed Consolidated Financial Statements for the year ended December 31, 2024. See Note 2 to the Company’s Condensed Consolidated Financial Statements for the year ended December 31, 2024, included in the 2024 Annual Report. There have been no material changes to these policies in the six month period ended June 30, 2025.
| 3. | Transactions with Related Parties: |
|---|
On
June 28, 2024, the Company completed the acquisition of an 82,099 dwt eco-efficient Kamsarmax dry-bulk built in 2015 at Jiangsu New Yangzi Shipbuilding. The $30,000 purchase price for the “Konkar Venture”, which is fitted with a ballast water treatment system, was funded by a combination of secured bank debt of $16,500, $12,000 cash, of which the Company contributed $7,300 in cash, and the issuance of 267,857 restricted common shares to the seller related to our Chief Executive Officer and Chairman. Upon acquisition of the “Konkar Venture”, the purchase price in excess of the seller’s vessel book valued at the date of the transaction, at $8,875, which was considered a deemed dividend by the Company (of which, $7,493 presented in financing cash flow activities and $1,382 is non cash supplemental cash flow information for the common share issuance) and was allocated to Pyxis Tankers equity and Non-controlling interest’s equity in accordance with their ownership percentages. Pyxis owns a 60% controlling ownership interest in the joint venture.
The following transactions with related parties occurred during the six month periods ended June 30, 2024 and 2025.
| (a) | Ship management services: |
|---|
The following amounts were charged by Maritime pursuant to the head management and ship-management agreements with the Company and Konkar Agencies pursuant to the ship-management agreements, and are included in the accompanying unaudited interim Consolidated Statements of Comprehensive Income:
Schedule of Amounts Charged by Maritime Included in the Accompanying Consolidated Statements of Comprehensive Loss
| 2024 | 2025 | |||
|---|---|---|---|---|
| Six<br> months ended June 30, | ||||
| 2024 | 2025 | |||
| Included<br> in Voyage related costs and commissions | ||||
| Charter hire commissions | $ | 323 | $ | 234 |
| Included<br> in Management fees, related parties | ||||
| Ship-management Fees | 498 | 686 | ||
| Included<br> in General and administrative expenses | ||||
| Administration Fees | 961 | 1,010 | ||
| Total | $ | 1,782 | $ | 1,930 |
During
the first half of 2025, we also paid a one-time prior performance bonus of $3,000 to Maritime, which was recorded as a charge under General and Administrative expenses in the accompanying unaudited interim Condensed Consolidated Statement of Comprehensive Income/(Loss).
As
of December 31, 2024 and June 30, 2025, the balances due to Maritime was $908 and $602, respectively. Further as of the same periods, the balances with Konkar Agencies were amounts due to of $65 and $2,499, respectively. Relevant balances are reflected in the due to related parties, in the accompanying unaudited interim Consolidated Balance Sheets. The balances with Maritime and Konkar Agencies are interest free and with no specific repayment terms.
The Company uses the services of Maritime, to provide a wide range of shipping services, including but not limited to, chartering, sale and purchase, insurance, operations and dry-docking and construction supervision, all provided at a fixed daily fee per vessel (the “Head Management Agreement”). For the ship management services, Maritime charges a fee payable by each subsidiary of $0.325 per day per vessel while the vessel is in operation including any pool arrangements and $0.450 per day per vessel while the vessel is under construction, as well as an additional daily fee (which is dependent on the seniority of the personnel) to cover the cost of engineers employed to conduct the supervision of the newbuilding (collectively the “Ship-management Fees”). In addition, Maritime charges the Company a commission rate of 1.25% on all charter hire agreements arranged by Maritime. For the administrative management services, the Company pays Maritime a fixed fee of $1,600 annually (the “Administration Fees”) under the Head Management Agreement. In the event of a change of control of the Company during the management period or within 12 months after the early termination of the Head Management Agreement, then the Company will pay to Maritime an amount equal to 2.5 times then annual Administration Fees. Pursuant to the amendment of this agreement on March 18, 2020, in the event of such change of control and termination, the Company shall also pay to Maritime an amount equal to 12 months of then daily Ship-management Fees.
| F-7 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 3. | Transactions with Related Parties: – Continued: |
|---|
The Ship-management Fees (defined below) and the Administration Fees are adjusted annually according to the official inflation rate in Greece or such other country where Maritime was headquartered during the preceding year. On August 9, 2016, the Company amended the Head Management Agreement with Maritime to provide that in the event that the official inflation rate for any calendar year is deflationary, no adjustment shall be made to the Ship-management Fees and the Administration Fees, which will remain, for the particular calendar year, as per the previous calendar year.
Effective January 1, 2025, the Ship-Management Fees and the Administration Fees for 2025 were increased by 2.74% in line with the average inflation rate in Greece in 2024 to $391 per day per ship and $1.9 million annually, respectively.
The
Company uses the services of Konkar Agencies, a dry-bulk ship management company with its principal office in Greece. Konkar Agencies is engaged under separate management agreement directly by the Company’s respective ship owning companies to provide a wide range of shipping services, including but not limited to, chartering, technical, sale and purchase, insurance, operations and dry-docking and construction supervision, all provided at a fixed daily fee per vessel. For the ship management services, Konkar Agencies charges a fee payable by each subsidiary of $0.850 per day per vessel while the vessel is in operation including any pool arrangements, as well as an additional daily fee (which is dependent on the seniority of the personnel) to cover the cost of engineers employed to conduct the supervision of the newbuilding (collectively the “Ship-management Fees”). In addition, Konkar Agencies charges the Company a commission rate of 1.25% on all charter hire agreements arranged by Konkar Agencies. The managements for each dry-bulk vessel have an initial term of five years. The management agreement will automatically be renewed for consecutive five year periods, or until terminated by either party on three months’ notice. Fees are adjusted annually based on the official inflation rate in Greece and have been set at $873 per day per vessel, effective January 1, 2025.
| (b) | Maritime Investors Corp.: |
|---|
On
May 11, 2023, Maritime Investors Corp., an entity related to Mr. Valentis, our Chairman and Chief Executive Officer, was granted 4,000 restricted common shares under the active Pyxis Tankers Inc. 2015 Equity Incentive Plan (“EIP”). These shares were subject to vesting periods through November 2024, which have now been completed.
On
November 20, 2024, our Board of Directors, pursuant to the active EIP, approved the issuance of an additional 72,500 restricted common shares to employees, officers, and directors, including 10,000 shares to Maritime Investors Corp. These additional restricted shares will vest on November 20, 2025 (see Note 8).
| 4. | Inventories: |
|---|
The amounts in the accompanying unaudited interim Consolidated Balance Sheets are analyzed as follows:
Schedule of Inventories
| December<br> 31, | June<br> 30, | |||
|---|---|---|---|---|
| 2024 | 2025 | |||
| Lubricants | $ | 542 | $ | 596 |
| Bunkers | 1,347 | 838 | ||
| Total | $ | 1,889 | $ | 1,434 |
| F-8 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 5. | Vessels, net: |
|---|
The amounts in the accompanying unaudited interim Consolidated Balance Sheets are analyzed as follows:
Schedule of Vessels
| Vessel | Accumulated | Net<br> Book | ||||||
|---|---|---|---|---|---|---|---|---|
| Cost | Depreciation | Value | ||||||
| Balance January<br> 1, 2025 | $ | 166,958 | $ | (26,934 | ) | $ | 140,024 | |
| Vessel additions | 456 | — | 456 | |||||
| Depreciation | — | (3,752 | ) | (3,752 | ) | |||
| Balance<br> June 30, 2025 | $ | 167,414 | $ | (30,686 | ) | $ | 136,728 |
As of June 30, 2025, the Company reviewed the carrying amount in connection with the estimated recoverable amount for each of its vessels held and used. This review indicated that such carrying amounts were fully recoverable for the Company’s vessels held and used and, consequently, no impairment charge was deemed necessary for the period ended June 30, 2025.
All of the Company’s vessels have been pledged as collateral to secure the bank loans discussed in Note 7.
| 6. | Deferred dry dock and special survey costs, net: |
|---|
The movement in deferred charges, net, in the accompanying unaudited interim Consolidated Balance Sheets are as follows:
Schedule of Deferred Charges
| 2025 | |||
|---|---|---|---|
| Balance January<br> 1, | $ | 1,214 | |
| Additions | 1,480 | ||
| Amortization<br> of special survey costs | (264 | ) | |
| Balance<br> June 30, | $ | 2,430 |
The amortization of the special survey costs is separately reflected in the accompanying unaudited interim Condensed Consolidated Statement of Comprehensive Income/(Loss).
| 7. | Long-term Debt: |
|---|
The amounts shown in the accompanying unaudited interim Consolidated Balance Sheets as at December 31, 2024 and June 30, 2025, are analyzed as follows:
Schedule of Long-Term Debt
| December<br> 31, | June<br> 30, | |||
|---|---|---|---|---|
| Vessel<br> (Borrower) | 2024 | 2025 | ||
| (a)<br> “Pyxis Theta” (Seventhone) | $ | 10,150 | $ | 9,550 |
| (b) “Pyxis<br> Karteria” (Tenthone) | 12,800 | 12,200 | ||
| (c) “Pyxis<br> Lamda” (Eleventhone) | 15,663 | 14,800 | ||
| (d) “Konkar<br> Ormi” (Dryone Corp.) | 17,100 | 16,500 | ||
| (e) “Konkar<br> Asteri” (Drytwo Corp.) | 13,600 | 13,000 | ||
| (f)<br> “Konkar Venture” (Drythree Corp.) | 15,870 | 15,240 | ||
| Total | $ | 85,183 | $ | 81,290 |
| December<br> 31, | June<br> 30, | |||||
|---|---|---|---|---|---|---|
| 2024 | 2025 | |||||
| Current<br> portion | $ | 7,787 | $ | 7,787 | ||
| Less:<br> Current portion of deferred financing costs | (226 | ) | (215 | ) | ||
| Current<br> portion of long-term debt, net of deferred financing costs, current | $ | 7,561 | $ | 7,572 | ||
| Long-term<br> portion | $ | 77,396 | $ | 73,503 | ||
| Less:<br> Non-current portion of deferred financing costs | (433 | ) | (330 | ) | ||
| Long-term<br> debt, net of current portion and deferred financing costs, non-current | $ | 76,963 | $ | 73,173 |
| F-9 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 7. | Long-term Debt: - Continued: |
|---|
(a) On July 8, 2020, Seventhone entered into a $15,250 secured loan agreement with Alpha Bank, for the purpose of refinancing the outstanding indebtedness of $11,293 under the previous loan facility, which was fully settled on the same day. On July 30, 2024, we entered to a new agreement with the lender to prolong the maturity of the facility with a five-year similar quarterly repayment and reduced pricing at SOFR plus 2.40% (from 3.35%). The above has been assessed as a debt modification and accounted under the relevant provisions of ASC 470-50. As of June 30, 2025, the outstanding balance of the Seventhone loan of $9,550 is repayable in 17 consecutive quarterly installments of $300 each, the first falling due in July 2025, and the last installment accompanied by a balloon payment of $4,450 falling due in July 2029
Standard loan covenants include, among others, a minimum liquidity and a minimum security cover ratio (“MSC”). The facility imposes certain customary covenants and restrictions with respect to, among other things, the borrower’s ability to distribute dividends, incur additional indebtedness, create liens, change its share capital, engage in mergers, or sell the vessel and a minimum collateral value to outstanding loan principal. Certain major covenants include, as defined in such agreement:
Covenants:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank of $500 at all times. |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note)<br> to market adjusted total assets is not to exceed 75%. This requirement is only applicable<br> in order to assess whether the borrower is entitled to distribute dividends to Pyxis. |
| ● | MSC<br> is to be at least 125% of the respective outstanding loan balance. |
| ● | No<br> change shall be made directly or indirectly in the ownership, beneficial ownership, control<br> or management of Seventhone or of the Company or any share therein or the “Pyxis Theta”, as a result of which less than 100% of the shares and voting rights in<br> Seventhone or less than 20% of the shares and voting rights in the corporate guarantor remain<br> in the ultimate legal and beneficial ownership of the beneficial shareholders. |
(b) On March 13, 2023 Tenthone concluded a loan agreement with Piraeus Bank in order to refinance the existing facility of the “PyxisKarteria”. On the same date, Tenthone drew down an amount of $15,500 and fully settled the previous loan facility outstanding balance of $11,500. As of June 30, 2025, the outstanding balance of the Tenthone loan of $12,200 is repayable in 11 quarterly installments of $300 each, the first falling due in September 2025, and the last installment accompanied by a balloon payment of $8,900 falling due in March 2028.
Standard loan covenants of the Tenthone loan include, among others, a minimum liquidity and a MSC. Certain major covenants include, as defined in such agreement:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank on average of $ $900 reduced<br> to $500 after 6 months. |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note)<br> to market adjusted total assets is not to exceed 75%. This requirement is only applicable<br> in order to assess whether the borrower is entitled to distribute dividends to Pyxis. |
| ● | MSC<br> is to be at least 130% of the respective outstanding loan balance. |
| ● | Minimum<br> cash and cash equivalent shall not be less than the greater of (i) $2,000 and (ii) 3% of<br> the total debt excluding any promissory note. |
(c) On December 20, 2021, Eleventhone and Fourthone concluded as joint and several borrowers a loan agreement with Alpha Bank in order to refinance the existing facility of the “Pyxis Malou” and to partly finance the acquisition of the “PyxisLamda”.
On
the same date, Fourthone drew down an amount of $7,320 and fully settled the previous loan facility outstanding balance of $7,320. Upon delivery of “Pyxis Lamda”, on December 20, 2021, Eleventhone drew down an amount of $21,680.
On
March 23, 2023, pursuant to the sale agreement with an unaffiliated third party we delivered “Pyxis Malou” to her buyer and we fully repaid the respective loan balance. On the same date, Eleventhone prepaid $750 of the outstanding loan for the “Pyxis Lamda”.
As of June 30, 2025, the outstanding balance of the Eleventhone loan of $14,800 is repayable in 6 consecutive quarterly installments of $431.67 each, the first falling due in September 2025, and the last installment accompanied by a balloon payment of $12,210 falling due in December 2026. On July 30, 2024, we agreed with Alpha Bank to reduce the interest rate margin from SOFR plus 3.15% to SOFR plus 2.40% on the outstanding debt relating to the Eleventhone Corp. The above has been assessed as a debt modification and accounted under the relevant provisions of ASC 470-50.
| F-10 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 7. | Long-term Debt: - Continued: |
|---|
Standard loan covenants include, among others, a minimum liquidity and a MSC. The facility imposes certain customary covenants and restrictions with respect to, among other things, the borrower’s ability to distribute dividends, incur additional indebtedness, create liens, change its share capital, engage in mergers, or sell the vessel and a minimum collateral value to outstanding loan principal. Certain major covenants include, as defined in such agreements:
Covenants:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank of $750 at all times, (which<br> shall be reduced to the amount of $500, upon receipt of time charter employment for a period<br> of at least six months). |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note)<br> to market adjusted total assets is not to exceed 75%. This requirement is only applicable<br> in order to assess whether the borrowers are entitled to distribute dividends to Pyxis. |
| ● | MSC<br> is to be at least 125% of the respective outstanding loan balance. |
| ● | No<br> change of control shall be made directly or indirectly in the ownership, beneficial ownership,<br> control or management of any of the borrower and the corporate guarantor or any share therein<br> or the vessels, as a result of which less than 100% of the shares and voting rights in each<br> borrower are owned by the corporate guarantor or less than 25% of the shares and voting rights<br> in the corporate guarantor will remain in the ultimate legal and beneficial ownership of<br> the beneficial shareholders. |
**(d)**In Mid-September 2023, Pyxis acquired the 2016 Japanese built Ultramax dry-bulk carrier “Konkar Ormi”. The purchase of “Konkar Ormi” for $28.5 million, was funded by a $19.0 million secured five-year bank loan and cash in hand. The delivery of the vessel occurred on September 14, 2023. As of June 30, 2025, the outstanding loan balance amounting to $16,500 is repayable in 13 quarterly installments of $300 each, with the last installment accompanied by a balloon payment of $12,600 falling due in September 2028. The loan bears interest at SOFR plus a margin of 2.35% per annum. Standard loan covenants of the loan include, among others, a minimum liquidity and a MSC. Certain major covenants include, as defined in such agreement:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank of $800 for the first year and nil thereafter assuming that the outstanding<br> amount of the loan at that time expressed as a percentage of the valuation amount (LTV) does not exceed 65%. |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note) to market adjusted total assets is<br> not to exceed 75%. This requirement is only applicable in order to assess whether the borrower is entitled to distribute dividends<br> to Pyxis. |
| ● | MSC<br> is to be at least 130% of the respective outstanding loan balance. |
**(e)**In Mid-February 2024, Pyxis completed the acquisition of the “Konkar Asteri” an 82,013 dwt dry-bulk vessel built in 2015 at Jiangsu New Yangzi Shipbuilding. The $26,625 purchase price of the eco-efficient Kamsarmax was funded by a combination of secured bank debt of $14,500 with Alpha Bank and cash on hand. The delivery of the vessel occurred on February 15, 2024. As of June 30, 2025, the outstanding loan balance amounting to $13,000 is repayable in 15 quarterly installments of $300 each, with the last installment accompanied by a balloon payment of $8,500 falling due in February 2029. The loan bears interest at SOFR plus a margin of 2.35% per annum. Standard loan covenants of the loan include, among others, a minimum liquidity and a MSC. Certain major covenants include, as defined in such agreement:
Covenants:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank of $350 at all times, |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note)<br> to market adjusted total assets is |
| --- | --- |
not to exceed 75%. This requirement is only applicable in order to assess whether the borrowers are entitled to distribute dividends to Pyxis.
| ● | MSC<br> is to be at least 125% of the respective outstanding loan balance. |
|---|---|
| ● | No<br> change of control shall be made directly or indirectly in the ownership, beneficial ownership,<br> control or management of any of the borrower and the corporate guarantor or any share therein<br> or the vessels, as a result of which less than 100% of the shares and voting rights in each<br> borrower are owned by the corporate guarantor or less than 25% of the shares and voting rights<br> in the corporate guarantor will remain in the ultimate legal and beneficial ownership of<br> the beneficial shareholders. |
| --- | --- |
| F-11 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 7. | Long-term Debt: - Continued: |
|---|
**(f)**In end of June 2024, we acquired the 2015 Chinese built Kamsarmax dry-bulk carrier “Konkar Venture”. Upon delivery of the dry-bulk carrier, on June 28, 2024, Drythree drew down an amount of $16,500. As of June 30, 2025, the outstanding loan balance amounting to $15,240 is repayable in 16 quarterly installments of $315 each, with the last installment accompanied by a balloon payment of $10,200 falling due in June 2029. The loan bears interest at SOFR plus a margin of 2.15% per annum. Standard loan covenants of the loan include, among others, a minimum liquidity and a MSC. Certain major covenants include, as defined in such agreement:
| ● | The<br> borrower undertakes to maintain minimum deposit with the bank on average of $300 for the preceding six-month period first to be tested<br> on December 31, 2024, and semi-annually thereafter. |
|---|---|
| ● | The<br> ratio of the corporate guarantor’s total liabilities (exclusive of the Promissory Note) to market adjusted total assets is<br> not to exceed 75%. This requirement is only applicable in order to assess whether the borrower is entitled to distribute dividends<br> to Pyxis. |
| ●<br><br> <br>● | MSC<br> is to be at least 130% of the respective outstanding loan balance.<br><br> <br>Minimum<br> cash and cash equivalent shall not be less than the greater of (i) $2,000 and (ii) 3% of the total debt excluding any promissory<br> note. |
Amounts presented in Restricted cash, current and non-current, in the Consolidated Balance Sheets are related to minimum cash and the retention account requirements imposed by the Company’s debt agreements. The annual principal payments required to be made after June 30, 2025, giving effect to the debt refinancing discussed in Note 7, are as follows:
Schedule of Principal Payments
| To<br> June 30, | Amount | |
|---|---|---|
| 2026 | $ | 7,787 |
| 2027 | 19,133 | |
| 2028 | 14,660 | |
| 2029 | 34,960 | |
| 2030<br> and thereafter | 4,750 | |
| Total | $ | 81,290 |
Total
interest expense on long-term debt for the six months ended June 30, 2024, and 2025, amounted to $2,935, and $2,800, respectively, and is included in Interest and finance costs (Note 13) in the accompanying unaudited interim Consolidated Statements of Comprehensive Income/(loss). The Company’s weighted average interest rate (including the margin) for the six months ended June 30, 2024 and 2025, was 8.11% and 6.66% per annum, respectively.
As of June 30, 2025, the Company was in compliance with all of the loan covenants in its loan agreements and there was no amount available to be drawn down under the existing loan agreements.
8.Equity Capital Structure and Equity Incentive Plan:
The
Company’s authorized common and preferred stock consists of 450,000,000 common shares and 50,000,000 preferred shares of which 1,000,000 are authorized as Series A Preferred Shares.
On
June 20, 2024, the Company paid $2,500 for the redemption of 100,000 shares of our Series A Cumulative Convertible Preferred Stock (formerly NASDAQ Cap Mkts: PXSAP). Upon this redemption, 100,000 PXSAP shares were cancelled by the Company and the Company’s obligation to pay dividends in respect of these shares ceased. After this partial redemption, which resulted in a reduction of 446,429 in fully-diluted common shares, there are 303,631 PXSAP shares outstanding as of June 30, 2024, which are convertible into 1,355,496 common shares, if fully converted. On October 20, 2024 all remaining outstanding Series A Preferred Shares were redeemed at the Liquidation Preference of $25 per share for an aggregate payment of $7.6 million in cash.
As
of December 31, 2024 and June 30, 2025, the Company had a total of 10,553,399 and 10,485,865 common shares issued and outstanding, respectively. Furthermore, as of December 31, 2024 and June 30, 2025, the Company had outstanding warrants which amounted to 1,592,465 (NASDAQ Cap Mkts: PXSAW), which have an exercise price of $5.60. The Company has also issued to the placement agent 107,143 and 1,986 non-tradeable warrants for the purchase of common shares, which can be exercised commencing one hundred eighty (180) days after the closing date, or on August 23, 2021 and expire on the five-year anniversary of the closing date, or on February 24, 2026. The initial exercise price per common share was $8.75 and $5.60, respectively. As of December 31, 2024 and June 30, 2025 all the respective non-tradeable underwriter’s warrants remain outstanding.
In October, 2015, our Board approved, and the Company adopted our EIP for common shares. The maximum aggregate number of shares of common stock that may be delivered pursuant to awards granted under the Plan during the 10 ten-year term of the Plan will be 15% of the then-issued and outstanding number of shares of our common stock under the EIP, the Company’s employees, officers, directors and service providers are entitled to receive options to acquire the Company’s common stock. The EIP is administered by the nominating and corporate governance committee of our Board or such other committee of the Board as may be designated by the Board. Under the terms of the EIP, the Company’s Board is able to grant, (a) non-qualified stock options, (b) stock appreciation rights, (c) restricted stock, (d) restricted stock units, (e) unrestricted stock grants, (f) other equity-based or equity-related awards and (g) dividend equivalents. No award may be granted under the EIP after the tenth anniversary of the date the EIP was adopted by our Board.
| F-12 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 8. | Equity Capital Structure and Equity Incentive Plan: - Continued: |
|---|
On
May 11, 2023 our Nominating & Corporate Governance Committee signed the resolution to grant the issuance of a total of 55,000 restricted common shares to certain employees, board members and Company affiliates under the active EIP. The restricted shares had vesting periods up to November 2024. The fair value of the restricted shares based on the closing price on the grant date was $201.
In
November 2024, our Board of Directors approved the issuance of a total of 72,500 restricted common shares under the existing EIP to certain employees, board members and Company affiliates. The restricted shares have a vesting period of 12 months ending November 2025. The fair value of the restricted shares based on the closing price on the grant date was $301.
A non–cash charge of $17 and $142 was recognized ratably from the grant date over the vesting period as compensation cost in General and administrative expenses of the accompanying Consolidated Statement of Comprehensive Income/(Loss) for the six month period ended June 30, 2024 and 2025, respectively. As of December 31, 2024 and June 30, 2025, the total unrecognized cost relating to restricted share awards was $254 and $112 with weighted-average period for the non-vested awards of 11 eleven and five months, respectively.
Restricted stock during the six month period ended June 30, 2025 is analyzed as follows:
Summary of Restricted Stock
| Number of<br> <br>Shares | Weighted Average<br> <br>Grant Date Price | |||
|---|---|---|---|---|
| Outstanding at<br> December 31, 2024 | 72,500 | $ | 4.15 | |
| Granted | — | — | ||
| Vested | — | — | ||
| Forfeited<br> or expired | — | — | ||
| Outstanding<br> at June 30, 2025 | 72,500 | $ | 4.15 |
The fair value of the restricted shares has been determined with reference to the closing price of the Company’s stock on the date the agreements were signed. The aggregate compensation cost is being recognized ratably in the interim Condensed Consolidated Statement of Comprehensive Income/(Loss) over the respective vesting periods.
9.Non-controlling Interest (NCI)
On
July 5, 2023, the Company acquired an 60% equity interest in the newly incorporated entity Drykon for a consideration of $6,780 in cash. The remaining 40% acquired by an entity related to our Chief Executive Officer and Chairman for a consideration of $4,520 in cash. An agreement has been signed, between the shareholders of Drykon where all matters about Drykon’s, structure, operations and governance are determined and agreed in writing. Management assessed the terms of the agreement and concludes that there is disproportionality in between the financial interest and voting rights of the Company. More specifically, Pyxis owns 60% of the equity interest in Drykon, however, there are matters in the agreement requiring unanimous vote of all directors resulting in Pyxis only having a 50% share of the voting rights for these specific matters. A number of these matters that require a unanimous vote have been determined by the management to relate to activities that significantly affect the economic performance of Drykon and are considered by the management to be participating rights rather than protective in nature.
On
May 9, 2024, the Company acquired an 60% equity interest in the newly incorporated entity Accuship for a consideration of $7,320 in cash and issuance of 267,857 restricted common shares. The remaining 40% acquired by an entity related to our Chief Executive Officer and Chairman for a consideration of $5,880 in cash. An agreement has been signed, between the shareholders of Accuship where all matters about Accuship’s, structure, operations and governance are determined and agreed in writing. Management assessed the terms of the agreement and concludes that there is disproportionality in between the financial interest and voting rights of the Company. More specifically, Pyxis owns 60% of the equity interest in Accuship, however, there are matters in the agreement requiring unanimous vote of all directors resulting in Pyxis only having a 50% share of the voting rights for these specific matters. A number of these matters that require a unanimous vote have been determined by the management to relate to activities that significantly affect the economic performance of Accuship and are considered by the management to be participating rights rather than protective in nature.
| F-13 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
9.Non-controlling Interest (NCI): - Continued:
Based on the above and the relevant guidance under ASC 810 “Consolidation”, management has assessed that Drykon and Accuship are considered as VIEs (Variable Interest Entity). Further, management assessed that Pyxis has a controlling variable interest in these VIEs thus, Pyxis should consolidate Drykon and Accuship.
For
the six months ended June 30, 2025, joint ventures recorded a net loss of $389 of which 40% or $156 is attributable to NCI.
Schedule of Non controlling Interest
| Amount | |||
|---|---|---|---|
| Balance, January<br> 1, 2025 | $ | 6,288 | |
| Drykon Maritme Corp. income<br> attributable to non-controlling interest (40%) | 51 | ||
| Accuship<br> Maritme Ltd. loss attributable to non-controlling interest (40%) | (207 | ) | |
| Income<br>loss attributable to non-controlling interest | (207 | ) | |
| Balance,<br> June 30, 2025 | $ | 6,132 | |
| 10. | Income/(loss) per Common Share: | ||
| --- | --- |
Schedule of Income/(Loss) Per Common Share
| 2024 | 2025 | |||||
|---|---|---|---|---|---|---|
| Six<br> months ended June 30 | ||||||
| 2024 | 2025 | |||||
| Net<br> income/(loss) income attributable to Pyxis Tankers Inc. | $ | 8,842 | $ | (1,237 | ) | |
| Dividend<br> Series A Convertible Preferred Stock | (383 | ) | — | |||
| Net<br> income/(loss) attributable to common shareholders, basic | $ | 8,459 | $ | (1,237 | ) | |
| Dividend<br> Series A Convertible Preferred Stock | 383 | — | ||||
| Net<br> income/(loss) attributable to common shareholders, diluted | $ | 8,842 | $ | (1,237 | ) | |
| Effect<br> of dilutive securities: | ||||||
| Preferred shares | 1,644,246 | — | ||||
| Weighted average number of common shares, basic | 10,479,962 | 10,417,915 | ||||
| Weighted average number of common shares, diluted | 12,124,208 | 10,417,915 | ||||
| Income/(loss) per common share, basic | $ | 0.81 | $ | (0.12 | ) | |
| Income/(loss) per common share, diluted | $ | 0.73 | $ | (0.12 | ) |
As
of June 30, 2024, securities that could potentially dilute basic income per share in the future that were not included in the computation of diluted income per share, because to do so would have anti-dilutive effect, were 1,591,062 warrants, which have an exercise price of $5.60, (exclusive of 4,683 underwriter’s warrants to purchase 4,683 Series A Convertible Preferred Shares at an average exercise price of $24.97 and 3,460 underwriter’s warrant to purchase 3,460 common shares with exercise price $5.60), calculated with the treasury stock method. The diluted income per common share includes 20,000 unvested restricted stocks units, which had vesting period up to November 2024 and the 267,857 restricted common shares to be issued for the “Konkar Venture” acquisition as well as shares assumed to be converted with respect to the 303,631 Series A Preferred Shares, which have a conversion price of $5.60, calculated with the if-converted method.
As
of June 30, 2025, securities that could potentially dilute basic income per share in the future that were not included in the computation of diluted loss per share, because to do so would have anti-dilutive effect, were 1,592,465 warrants, which have an exercise price of $5.60, calculated with the treasury stock method. The effect of 72,500 unvested restricted stocks units, which have vesting period up to November 2025 has been excluded from the calculation of diluted EPS in accordance with the two-class method.
| 11. | Risk Management and Fair Value Measurements: |
|---|
The principal financial assets of the Company consist of cash and cash equivalents, short term investments in time deposits and trade accounts receivable due from charterers. The principal financial liabilities of the Company consist of long-term bank loans, amounts due to related parties and trade accounts payable.
| F-14 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 11. | Risk Management and Fair Value Measurements: - Continued: |
|---|
Interestrate risk: The Company’s loan interest rates are currently calculated at SOFR plus a margin, as described in Note 7 above, hence, the Company is exposed to movements in SOFR. SOFR is the successor index to LIBOR for our bank loans. In order to hedge its variable interest rate exposure, previously, the Company via one of its vessel-owning subsidiaries, purchased an interest rate cap. In the future, we may consider the use of additional financial hedging products to further limit our interest rate exposure.
Creditrisk: Credit risk is minimized since trade accounts receivable from charterers are presented net of the expected credit losses. The Company places its cash and cash equivalents, primarily with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company’s investment strategy. On the balance sheet date there were no significant concentrations on credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset on the Consolidated Balance Sheets.
Currencyrisk: The Company’s transactions are denominated primarily in U.S. dollars; therefore, overall currency exchange risk is limited. Balances in foreign currency other than U.S. dollars are not considered significant.
Fairvalue: The Management has determined that the fair values of the assets and liabilities as of June 30, 2025, are as follows:
Schedule of Fair Value of Assets and Liabilities
| Carrying<br> Value [Member] | Fair<br> Value [Member] | |||
|---|---|---|---|---|
| Carrying | Fair | |||
| Value | Value | |||
| Cash and cash<br> equivalents (including restricted cash) | $ | 28,795 | $ | 28,795 |
| Short-term investment in time<br> deposits | $ | 14,000 | $ | 14,000 |
| Trade accounts receivable | $ | 2,473 | $ | 2,473 |
| Prepayments and other current<br> assets | $ | 393 | $ | 393 |
| Trade accounts payable | $ | 2,057 | $ | 2,057 |
| Long-term debt with variable<br> interest rates | $ | 81,290 | $ | 81,290 |
| Due to related parties | $ | 3,101 | $ | 3,101 |
The Company performs an impairment exercise whenever there are indicators of impairment. No impairment loss was recognized for the six months ended June 30, 2025. As of December 31, 2024 and June 30, 2025, the Company did not have any other assets or liabilities measured at fair value on a non- recurring basis.
Assetsmeasured at fair value on a non-recurring basis: Long lived assets held and used and held for sale
As of December 31, 2024 and June 30, 2025, the Company reviewed the carrying amount in connection with the estimated recoverable amount for each of its vessels held and used. This review indicated that such carrying amount was fully recoverable for the Company’s vessels held and used. No impairment loss was recognized for the six months ended June 30, 2024 and 2025.
As of December 31, 2024 and June 30, 2025, the Company did not have any other assets or liabilities measured at fair value on a non-recurring basis.
| 12. | Commitments and Contingencies: |
|---|
Minimumcontractual charter revenues: The Company employs certain of its vessels under lease agreements. Time charters typically may provide for variable lease payments, charterers’ options to extend the lease terms at higher rates and termination clauses. The Company’s contracted time charters as of June 30, 2025, range from one to six months, with varying extension periods at the charterers’ option and do not provide for variable lease payments. Our time charters contain customary termination clauses which protect either the Company or the charterers from material adverse situations.
Future
minimum contractual charter revenues, gross of 1.25% address commission and 1.25% brokerage commissions to the management company and of any other brokerage commissions to third parties, based on the vessels’ committed, non-cancelable, short-term time charter contracts as of June 30, 2025, are $8,192.
Other: Various claims, suits and complaints, including those involving government regulations and environmental liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company’s vessels. Currently, management is not aware of any such claims not covered by insurance or contingent liabilities, which should be disclosed, or for which a provision has not been established in the accompanying unaudited interim Condensed Consolidated Financial Statements.
| F-15 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 12. | Commitments and Contingencies: - Continued: |
|---|
The Company accrues for the cost of environmental and other liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. As of June 30, 2025 and as of the date of the issuance of the unaudited interim Condensed Consolidated Financial Statements, management is not aware of any other claims or contingent liabilities, which should be disclosed or for which a provision should be established in the accompanying unaudited interim Condensed Consolidated Financial Statements. The Company is covered for liabilities associated with the individual vessels’ actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs.
| 13. | Interest and Finance Costs: |
|---|
The amounts in the accompanying unaudited interim Condensed Consolidated Statements of Comprehensive Income are analyzed as follows:
Schedule of Interest and Finance Costs
| 2024 | 2025 | |||
|---|---|---|---|---|
| Six<br> months ended June 30, | ||||
| 2024 | 2025 | |||
| Interest on long-term<br> debt (Note 7) | $ | 2,935 | $ | 2,800 |
| Amortization of financing<br> costs | 114 | 115 | ||
| Financing<br> fees and charges | 24 | 29 | ||
| Total | $ | 3,073 | $ | 2,944 |
| 14. | Revenues, net: |
|---|
The Company disaggregates its revenue from contracts with customers by the type of charter (time charters and spot charters). The following table presents the Company’s revenue disaggregated by revenue source for the six month periods ended June 30, 2024 and 2025:
Schedule of Revenue Disaggregated by Revenue Source
| 2024 | 2025 | |||
|---|---|---|---|---|
| Six<br> months ended June 30, | ||||
| 2024 | 2025 | |||
| Revenues derived<br> from spot charters, net | $ | 8,740 | $ | 2,167 |
| Revenues<br> derived from time charters, net | 16,975 | 16,589 | ||
| Revenues,<br> net | $ | 25,715 | $ | 18,756 |
The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less, in accordance with the optional exception in ASC 606.
The following table presents the Company’s net trade accounts receivable disaggregated by revenue source as December 31, 2024 and June 30, 2025:
Schedule of Accounts Receivable Disaggregated Revenue
| December<br> 31, 2024 | June 30, 2025 | |||||
|---|---|---|---|---|---|---|
| Accounts receivable<br> trade from spot charters | $ | 4,635 | $ | 1,709 | ||
| Accounts receivable trade<br> from time charters | 453 | 812 | ||||
| Accounts receivable trade | 453 | 812 | ||||
| Less: Bad debt provisions | (26 | ) | (26 | ) | ||
| Less:<br> Allowance for credit losses | (22 | ) | (22 | ) | ||
| Total | $ | 5,040 | $ | 2,473 |
15.Segmental information:
The Company has two reportable segments from which it derives its revenues, the MR tankers and the dry-bulk carriers. The table below presents information about the Company’s reportable segments for the six month period ended June 30, 2025 and 2024. The accounting policies followed in the preparation of the reportable segments are the same with those followed in the preparation of the Company’s Condensed Consolidated Financial Statements. Segment results are evaluated based on income from operations.
| F-16 |
| --- |
PYXIS
TANKERS INC.
Notesto the unaudited interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 15. | Segmental information: - Continued: |
|---|
Schedule of Segment Information
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Six<br> months ended June 30, 2025 | |||||||||
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | |||||||
| Revenues, net | $ | 12,353 | $ | 6,403 | $ | 18,756 | |||
| Voyage related costs and commissions | (1,020 | ) | (551 | ) | (1,571 | ) | |||
| Vessel operating expenses | (4,030 | ) | (2,935 | ) | (6,965 | ) | |||
| General and administrative<br> expenses | 35 | (137 | ) | (102 | ) | ||||
| Management fees | (463 | ) | (474 | ) | (937 | ) | |||
| Depreciation and amortization<br> of special survey costs | (2,086 | ) | (1,930 | ) | (4,016 | ) | |||
| Interest and finance costs | (1,356 | ) | (1,562 | ) | (2,918 | ) | |||
| Interest<br> income | 72 | 27 | 99 | ||||||
| Segment<br> profit/(loss) | $ | 3,505 | $ | (1,159 | ) | $ | 2,346 | ||
| General and administrative<br> expenses | $ | (4,471 | ) | ||||||
| Interest and finance costs | (26 | ) | |||||||
| Interest<br> income | 758 | ||||||||
| Net income/(loss) | $ | (1,393 | ) |
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Six<br> months ended June 30, 2024 | |||||||||
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | |||||||
| Revenues, net | $ | 19,824 | $ | 5,891 | $ | 25,715 | |||
| Voyage related costs and commissions | (2,492 | ) | (823 | ) | (3,315 | ) | |||
| Vessel operating expenses | (3,936 | ) | (2,180 | ) | (6,116 | ) | |||
| General and administrative<br> expenses | (28 | ) | (125 | ) | (153 | ) | |||
| Management fees | (452 | ) | (290 | ) | (742 | ) | |||
| Depreciation and amortization<br> of special survey costs | (2,099 | ) | (1,190 | ) | (3,289 | ) | |||
| Interest<br> and finance costs | (1,863 | ) | (1,204 | ) | (3,067 | ) | |||
| Segment<br> profit | $ | 8,954 | $ | 79 | $ | 9,033 | |||
| General and administrative<br> expenses | $ | (1,393 | ) | ||||||
| Interest and finance costs | (6 | ) | |||||||
| Interest<br> income | 1,261 | ||||||||
| Net income | $ | 8,895 |
A reconciliation of total segment assets to total assets presented in the accompanying consolidated balance sheets of June 30, 2025, is as follows:
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | ||||
|---|---|---|---|---|---|---|
| June<br> 30, 2025 | ||||||
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | ||||
| Cash and cash<br> equivalents & restricted cash | $ | 5,499 | $ | 2,013 | $ | 7,512 |
| Inventories | 358 | 1,076 | 1,434 | |||
| Trade accounts receivable, net | 1,661 | 812 | 2,473 | |||
| Insurance claim receivable | — | 340 | 340 | |||
| Prepayments and other current<br> assets | 243 | 47 | 290 | |||
| Vessels, net | 65,550 | 71,178 | 136,728 | |||
| Deferred<br> dry-dock and special survey costs, net | 1,021 | 1,409 | 2,430 | |||
| Advance for vessel additions | ||||||
| Segment<br> assets | $ | 74,332 | $ | 76,875 | $ | 151,207 |
| Cash and cash equivalents | $ | 21,283 | ||||
| Short-term investment in time<br> deposits | 14,000 | |||||
| Prepayments<br> and other current assets | 103 | |||||
| Total assets | $ | 186,593 |
| F-17 |
| --- |
PYXIS
TANKERS INC.
Notesto the Unaudited Interim Condensed Consolidated Financial Statements
(Expressed in thousands of U.S. Dollars, except for share and per share data)
| 15. | Segmental information: - Continued: |
|---|
A reconciliation of total segment assets to total assets presented in the accompanying consolidated balance sheets of December 31, 2024, is as follows:
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | ||||
|---|---|---|---|---|---|---|
| Year<br> ended December 31, 2024 | ||||||
| Tanker<br> vessels | Dry-bulk<br> vessels | Total | ||||
| Cash and cash<br> equivalents & restricted cash | $ | 3,074 | $ | 2,299 | $ | 5,373 |
| Inventories | 1,150 | 739 | 1,889 | |||
| Trade accounts receivable,<br> net | 4,587 | 453 | 5,040 | |||
| Insurance claim receivable | — | 245 | 245 | |||
| Prepayments and other current<br> assets | 414 | 221 | 635 | |||
| Vessels, net | 67,373 | 72,651 | 140,024 | |||
| Deferred dry-dock and special<br> survey costs, net | 1,214 | — | 1,214 | |||
| Advance<br> for vessel additions | — | 170 | 170 | |||
| Segment<br> assets | $ | 77,812 | $ | 76,778 | $ | 154,590 |
| Non-segment<br> reconciling items: | ||||||
| Cash and cash equivalents | $ | 17,220 | ||||
| Short-term investment in time<br> deposits | 17,000 | |||||
| Prepayments<br> and other current assets | 71 | |||||
| Total assets | $ | 188,881 |
| 16. | Subsequent Events: |
|---|
$45million loan commitment: On July 30, 2025 the Company closed a commitment from an existing bank for a “hunting license” loan facility of up to $45 million (the “Facility”) to finance the potential acquisition of up to two modern vessels, consisting of product tankers between 45-115K dwt. and/or dry bulk carriers between 60-85K dwt. Advances under the Facility, which can be as much as 62.5% of vessel purchase value, can be drawn-down anytime for a period of up to 18 months after closing of the Facility. The balance of the purchase consideration for the vessel(s) would consist of cash equity on hand from the Company. Borrowings under the Facility would have an interest rate of SOFR + average margin of 1.9%. Each advance under the Facility would be repaid on a quarterly basis over five years from drawdown. The Facility would be secured by, among other things, any vessels acquired with the proceeds of the Facility and contains certain standard financial and other covenants. The Company will incur a nominal fee payable to the lender during the drawdown period of the Facility.
| F-18 |
| --- |