Imperial Petroleum Inc. a ship-owning company that offers petroleum products, crude oil, and drybulk seaborne transportation services, is spinning off two of its drybulk carriers through a wholly-owned subsidiary. The new entity, C3is Inc., has filed a registration statement on Form F-1 in compliance with the Securities Act of 1933 to effect the spin-off. C3is Inc. has applied to have its common stock listed on the Nasdaq Capital Market.
The company will contribute two vessel-owning subsidiaries to C3is Inc. and distribute all of its common shares to its common shareholders and holders of warrants to purchase its common shares. This transaction is anticipated to be completed in the second quarter of 2023, and its finalization is subject to several approvals, including the effectiveness of the registration statement by the Securities and Exchange Commission, the green light from the Nasdaq Capital Market, and final approval from the company’s board of directors. However, there is no guarantee that the transaction will occur or its terms and timing.
Imperial Petroleum Inc. believes that a spin-off will offer significant advantages to both companies and their shareholders. The creation of a “pure-play” drybulk shipping firm will allow C3is Inc. to focus exclusively on the drybulk sector, while Imperial Petroleum Inc. gradually turns its attention to the tanker sector. Consequently, both businesses will individually draw new investors and provide shareholders with the flexibility to adjust their holdings based on their preferred sectors of investment.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale of any security in any state or jurisdiction in which such offer, solicitation or sale would be unlawful before the completion of the spin-off transaction. A registration statement relating to the common shares of C3is Inc. has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold, and offers to acquire them may not be accepted until the registration statement becomes effective. A prospectus may be obtained by visiting the EDGAR database on the SEC’s website at www.sec.gov when available.
ABOUT IMPERIAL PETROLEUM INC.
Imperial Petroleum Inc. is a ship-owning company that provides petroleum products, crude oil, and drybulk seaborne transportation services. It has a total of 12 vessels: five M.R. product tankers, one Aframax oil tanker, two Suezmax tankers, and four Handysize dry bulk carriers, with a total capacity of 808,000 deadweight tons (dwt). The company’s common stock and 8.75% Series A Cumulative Redeemable Perpetual Preferred Stock are listed on the Nasdaq Capital Market and trade under the symbols “IMPP” and “IMPPP,” respectively.
Forward-Looking Statements
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect the current views of IMPERIAL PETROLEUM INC. regarding future events and financial performance, which may include statements concerning plans, objectives, goals, strategies, future events or performance, or the impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts.
