Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2022 shares | |
Entity Addresses [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Registration Statement | false |
Document Annual Report | true |
Document Period End Date | Dec. 31, 2022 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | FY |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-41413 |
Entity Registrant Name | United Maritime Corp |
Entity Central Index Key | 0001912847 |
Entity Incorporation, State or Country Code | 1T |
Entity Address, Address Line One | 154 Vouliagmenis Avenue |
Entity Address, Postal Zip Code | 166 74 |
Entity Address, City or Town | Glyfada |
Entity Address, Country | GR |
Title of 12(b) Security | Shares of common stock, par value $0.0001, including the Preferred Stock Purchase Rights |
Trading Symbol | USEA |
Security Exchange Name | NASDAQ |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
ICFR Auditor Attestation Flag | false |
Document Accounting Standard | U.S. GAAP |
Entity Shell Company | false |
Auditor Firm ID | 1457 |
Auditor Name | Ernst & Young |
Auditor Location | Athens, Greece |
Business Contact [Member] | |
Entity Addresses [Line Items] | |
Contact Personnel Name | Stamatios Tsantanis |
Entity Address, Address Line One | 154 Vouliagmenis Avenue |
Entity Address, Postal Zip Code | 166 74 |
Entity Address, City or Town | Glyfada |
Entity Address, Country | GR |
Country Region | 30 |
City Area Code | 213 |
Local Phone Number | 0181507 |
Contact Personnel Fax Number | 9638404 |
Common Stock [Member] | |
Entity Addresses [Line Items] | |
Entity Common Stock, Shares Outstanding | 8,180,243 |
Series B Preferred Stock [Member] | |
Entity Addresses [Line Items] | |
Entity Common Stock, Shares Outstanding | 40,000 |
Consolidated Balance Sheet
Consolidated Balance Sheet $ in Thousands | Dec. 31, 2022 USD ($) |
Current assets: | |
Cash and cash equivalents | $ 54,732 |
Accounts receivable trade | 779 |
Inventories | 107 |
Prepaid expenses | 989 |
Other current assets | 3,207 |
Total current assets | 59,814 |
Fixed assets: | |
Vessels, net | 37,512 |
Advances for vessels acquisitions from related parties | 12,688 |
Total fixed assets | 50,200 |
Other non-current assets: | |
Restricted cash, non-current | 15,200 |
Deferred charges and other investments, non-current | 441 |
TOTAL ASSETS | 125,655 |
Current liabilities: | |
Current portion of long-term debt, net of deferred finance costs and debt discounts of $527 | 7,473 |
Due to related parties | 829 |
Trade accounts and other payables | 3,018 |
Accrued liabilities | 5,495 |
Deferred revenue | 1,027 |
Dividends payable | 7,373 |
Total current liabilities | 25,215 |
Non-current liabilities: | |
Long-term debt, net of current portion and deferred finance costs and debt discounts of $67 | 35,133 |
Other liabilities, non-current | 739 |
Total liabilities | 61,087 |
Commitments and contingencies | |
STOCKHOLDERS' EQUITY | |
Preferred stock, $0.0001 par value; 100,000,000 shares authorized; 40,000 Series B preferred shares issued and outstanding as at December 31, 2022 | 0 |
Common stock, $0.0001 par value; 2,000,000,000 authorized shares as at December 31, 2022; 8,180,243 shares issued and outstanding as at December 31, 2022 | 1 |
Additional paid-in capital | 35,193 |
Retained earnings | 29,374 |
Total Stockholders'/Parent equity | 64,568 |
TOTAL LIABILITIES AND STOCKHOLDERS'/PARENT EQUITY | $ 125,655 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) $ in Thousands | Dec. 31, 2022 USD ($) $ / shares shares |
Current liabilities: | |
Deferred finance costs and debt discounts, current | $ | $ 527 |
Non-current liabilities: | |
Deferred finance costs and debt discounts, non-current | $ | $ 67 |
STOCKHOLDERS' EQUITY | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 100,000,000 |
Preferred stock, shares issued (in shares) | 40,000 |
Preferred stock, shares outstanding (in shares) | 40,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 |
Common stock, shares authorized (in shares) | 2,000,000,000 |
Common stock, shares issued (in shares) | 8,180,243 |
Common stock, shares outstanding (in shares) | 8,180,243 |
Consolidated Statement of Opera
Consolidated Statement of Operations $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Statements of Operations [Abstract] | |
Commissions | $ (424) |
Vessel revenue, net | 22,784 |
Expenses: | |
Voyage expenses | (5,245) |
Vessel operating expenses | (5,179) |
Management fees | (241) |
Management fees - related party | (285) |
General and administration expenses | (5,524) |
Depreciation | (1,903) |
Gain on sale of vessels, net | 36,095 |
Operating (loss) / income | 40,502 |
Other income / (expenses), net: | |
Interest and finance costs | (2,452) |
Loss on extinguishment of debt | (593) |
Interest and other income | 39 |
Foreign currency exchange losses, net | (6) |
Total other (expenses) / income, net | (3,012) |
Net (loss) / income | 37,490 |
Dividends on Series C preferred shares | (743) |
Dividends to non-vested participating securities | (667) |
Undistributed earnings to non-vested participating securities | (994) |
Net income attributable to common stockholders | $ 35,086 |
Earnings per share, basic (in dollars per share) | $ / shares | $ 7.79 |
Earnings per share, diluted (in dollars per share) | $ / shares | $ 4.92 |
Weighted average common shares outstanding, basic (in shares) | shares | 4,503,397 |
Weighted average common shares outstanding, diluted (in shares) | shares | 7,299,561 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - 11 months ended Dec. 31, 2022 - USD ($) $ in Thousands | Preferred Stock [Member] Series B [Member] | Preferred Stock [Member] Series C [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Jan. 19, 2022 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Balance (in shares) at Jan. 19, 2022 | 0 | 0 | 500 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Spin-off transaction (Note 3) | $ 0 | $ 0 | $ 0 | 18,728 | 0 | 18,728 |
Spin-off transaction (Note 3) (in shares) | 40,000 | 5,000 | 1,512,004 | |||
Issuance of stock | $ 1 | 24,679 | 0 | 24,680 | ||
Issuance of common stock (including exercise of warrants) (Note 9) (in shares) | 8,258,030 | |||||
Cancellation of common stock (Note 9) | $ 0 | 0 | 0 | 0 | ||
Cancellation of common stock (Note 9) (in shares) | (500) | |||||
Issuance of preferred stock (Note 3 & 9) | $ 0 | $ 0 | 5,000 | 0 | 5,000 | |
Issuance of preferred stock (Note 3 & 9) (in shares) | 0 | 5,000 | ||||
Repurchase of common stock (Note 9) | $ 0 | $ 0 | $ 0 | (6,003) | 0 | (6,003) |
Repurchase of common stock (Note 9) (in shares) | (3,289,791) | |||||
Dividends on common stock and participating non vested restricted stock awards (Note 9) | 0 | 0 | $ 0 | 0 | (7,373) | (7,373) |
Dividends on Series C preferred shares (Note 9) | 0 | 0 | 0 | 0 | (243) | (243) |
Redemption of Series C preferred shares (Note 9) | 0 | $ 0 | 0 | (10,000) | (500) | (10,500) |
Redemption of Series C preferred shares (Note 9) (in shares) | (10,000) | |||||
Stock based compensation (Note 13) | 0 | $ 0 | $ 0 | 2,789 | 0 | 2,789 |
Stock based compensation (Note 13) (in shares) | 1,700,000 | |||||
Net income | 0 | 0 | $ 0 | 0 | 37,490 | 37,490 |
Balance at Dec. 31, 2022 | $ 0 | $ 0 | $ 1 | $ 35,193 | $ 29,374 | $ 64,568 |
Balance (in shares) at Dec. 31, 2022 | 40,000 | 0 | 8,180,243 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 | |
Cash flows from operating activities: | |
Net income | $ 37,490 |
Adjustments to reconcile net income to net cash provided by operating activities: | |
Depreciation | 1,903 |
Amortization of deferred finance costs and debt discounts | 352 |
Amortization of fair value of above market time charter | 308 |
Amortization of fair value of below market time charter | (146) |
Stock based compensation | 2,789 |
Loss on extinguishment of debt | 593 |
Gain on sale of vessels, net | (36,095) |
Changes in operating assets and liabilities: | |
Accounts receivable trade | (660) |
Inventories | 87 |
Prepaid expenses | (990) |
Other current assets | (3,207) |
Deferred charges, non-current | (58) |
Trade accounts and other payables | (2,787) |
Accrued liabilities | 6,804 |
Other current liabilities | (130) |
Due to related parties | 595 |
Deferred revenue | 1,027 |
Net cash (used in) / provided by operating activities | 7,875 |
Cash flows from investing activities: | |
Vessels acquisitions and improvements | (80,832) |
Advances for vessels acquisitions from related parties | (12,688) |
Gross proceeds from sale of vessel | 100,008 |
Net cash (used in) / provided by investing activities | 6,488 |
Cash flows from financing activities: | |
Proceeds from issuance of common stock and warrants, net of underwriters fees and commissions | 24,974 |
Proceeds from issuance of preferred stock | 10,000 |
Redemption of preferred stock | (10,500) |
Dividends on preferred stock | (243) |
Payments for repurchase of common stock | (6,003) |
Proceeds from long term debt | 73,000 |
Payments of financing and stock issuance costs | (909) |
Repayments of long-term debt | (34,750) |
Net cash provided by / (used in) financing activities | 55,569 |
Net (decrease) / increase in cash and cash equivalents and restricted cash | 69,932 |
Cash and cash equivalents and restricted cash at beginning of period | 0 |
Cash and cash equivalents and restricted cash at end of period | 69,932 |
Cash paid during the period for: | |
Interest | 1,741 |
Noncash investing activities: | |
Vessel acquisition through spin-off (Note 5) | (18,500) |
Noncash financing activities: | |
Dividends on Common Stock and participating Non Vested Restricted Stock Awards Declared but not paid (Note 9) | (7,373) |
Long-term debt assumed through spin-off (Note 6) | 4,950 |
Payments of financing and stock issuance stocks | $ (833) |
Carve-out Balance Sheet (Predec
Carve-out Balance Sheet (Predecessor) | Dec. 31, 2021 USD ($) |
United Maritime Predecessor [Member] | |
Current assets: | |
Cash and cash equivalents | $ 765,484 |
Accounts receivable trade | 70,000 |
Inventories | 99,325 |
Prepaid expenses | 59,461 |
Total current assets | 994,270 |
Fixed assets: | |
Vessels, net | 12,280,271 |
Total fixed assets | 12,280,271 |
Other non-current assets: | |
Deferred charges and other long-term investments, non-current | 155,549 |
TOTAL ASSETS | 13,430,090 |
Current liabilities: | |
Current portion of long-term debt, net of deferred finance costs of $72,926 | 1,177,074 |
Trade accounts and other payables | 268,429 |
Accrued liabilities | 309,611 |
Deferred revenue | 326,374 |
Total current liabilities | 2,081,488 |
Non-current liabilities: | |
Long-term debt, net of current portion and deferred finance costs of $46,330 | 4,203,670 |
Other liabilities, non-current | 104,554 |
Total liabilities | 6,389,712 |
Commitments and contingencies | |
PARENT EQUITY | |
Parent investment, net | 7,868,678 |
Accumulated deficit | (828,300) |
Total Stockholders'/Parent equity | 7,040,378 |
TOTAL LIABILITIES AND STOCKHOLDERS'/PARENT EQUITY | $ 13,430,090 |
Carve-out Balance Sheet (Pred_2
Carve-out Balance Sheet (Predecessor) (Parenthetical) - United Maritime Predecessor [Member] | Dec. 31, 2021 USD ($) |
Current liabilities: | |
Deferred finance costs, current portion | $ 72,926 |
Non-current liabilities: | |
Deferred finance costs, non-current portion | $ 46,330 |
Carve-out Statements of Operati
Carve-out Statements of Operations (Predecessor) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
United Maritime Predecessor [Member] | |||
Revenues: | |||
Vessel revenue | $ 2,445,238 | $ 7,786,022 | $ 4,338,076 |
Commissions - related party | (29,479) | (97,695) | (53,515) |
Commissions | (88,436) | (293,086) | (160,545) |
Vessel revenue, net | 2,327,323 | 7,395,241 | 4,124,016 |
Expenses: | |||
Voyage expenses | (440,132) | (144,614) | (132,796) |
Vessel operating expenses | (1,099,880) | (2,306,600) | (1,973,636) |
Management fees - related party | (136,225) | (237,250) | (237,900) |
Management fees | (65,937) | (105,000) | (101,850) |
General and administration expenses | (341,309) | (613,399) | (300,705) |
Amortization of deferred dry-docking costs | (266,901) | (316,450) | (317,317) |
Depreciation | (400,285) | (756,765) | (758,839) |
Operating (loss) / income | (423,346) | 2,915,163 | 300,973 |
Other (expenses) / income, net: | |||
Interest and finance costs | (323,788) | (743,687) | (708,445) |
Gain on debt refinancing | 0 | 0 | 1,490,601 |
Interest and other income | 0 | 0 | 9,932 |
Foreign currency exchange gain / (losses), net | 10,490 | (1,211) | (1,844) |
Total other (expenses) / income, net | (313,298) | (744,898) | 790,244 |
Net (loss) / income | $ (736,644) | $ 2,170,265 | $ 1,091,217 |
Carve-out Statements of Parent'
Carve-out Statements of Parent's Equity (Predecessor) - USD ($) | Accumulated Deficit [Member] | Total | United Maritime Predecessor [Member] Parent Investment, Net [Member] | United Maritime Predecessor [Member] Accumulated Deficit [Member] | United Maritime Predecessor [Member] |
Balance at Dec. 31, 2019 | $ 8,349,786 | $ (4,089,782) | $ 4,260,004 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Parent investment, net (Note 4) | 1,960,687 | 0 | 1,960,687 | ||
Net (loss) / income | 0 | 1,091,217 | 1,091,217 | ||
Balance at Dec. 31, 2020 | 10,310,473 | (2,998,565) | 7,311,908 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Parent investment, net (Note 4) | (2,441,795) | 0 | (2,441,795) | ||
Net (loss) / income | 0 | 2,170,265 | 2,170,265 | ||
Balance at Dec. 31, 2021 | 7,868,678 | (828,300) | 7,040,378 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Parent investment, net (Note 4) | 1,253,526 | 0 | 1,253,526 | ||
Net (loss) / income | 0 | (736,644) | (736,644) | ||
Balance at Jul. 05, 2022 | $ 9,122,204 | $ (1,564,944) | $ 7,557,260 | ||
Balance at Jan. 19, 2022 | $ 0 | $ 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net (loss) / income | 37,490,000 | 37,490,000 | |||
Balance at Dec. 31, 2022 | $ 29,374,000 | $ 64,568,000 |
Carve-out Statements of Cash Fl
Carve-out Statements of Cash Flows (Predecessor) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
United Maritime Predecessor [Member] | |||
Cash flows from operating activities: | |||
Net (loss) / income | $ (736,644) | $ 2,170,265 | $ 1,091,217 |
Adjustments to reconcile net (loss) / income to net cash (used in) / provided by operating activities: | |||
Depreciation | 400,285 | 756,765 | 758,839 |
Amortization of deferred dry-docking costs | 266,901 | 316,450 | 317,317 |
Amortization of deferred finance charges and other finance costs | 44,308 | 101,289 | 96,300 |
Gain on debt refinancing | 0 | 0 | (1,490,601) |
Changes in operating assets and liabilities: | |||
Accounts receivable trade | (48,728) | (70,000) | 480,769 |
Inventories | (16,562) | (45,190) | (3,354) |
Prepaid expenses | 40,123 | (12,132) | 3,223 |
Deferred charges, non-current | (3,241,630) | 0 | 0 |
Trade accounts and other payables | 2,832,156 | 133,888 | (1,932,686) |
Accrued liabilities | 124,100 | 102,770 | 111,226 |
Deferred revenue | (262,734) | 203,232 | 123,142 |
Net cash (used in) / provided by operating activities | (598,425) | 3,657,337 | (444,608) |
Cash flows from investing activities: | |||
Vessel's improvements | (454,585) | (56,066) | (10,782) |
Net cash (used in) / provided by investing activities | (454,585) | (56,066) | (10,782) |
Cash flows from financing activities: | |||
Parent investment, net | 1,253,526 | 1,960,687 | |
Parent investment, net | (2,441,795) | ||
Repayments of long term debt | (550,000) | (800,000) | (9,015,940) |
Proceeds from long term debt | 0 | 0 | 6,500,000 |
Payments of financing costs | 0 | 0 | (175,695) |
Net cash provided by / (used in) financing activities | 703,526 | (3,241,795) | (730,948) |
Net (decrease) / increase in cash and cash equivalents and restricted cash | (349,484) | 359,476 | (1,186,338) |
Cash and cash equivalents and restricted cash at beginning of period | 765,484 | 406,008 | 1,592,346 |
Cash and cash equivalents and restricted cash at end of period | 416,000 | 765,484 | 406,008 |
Noncash investing activities: | |||
Vessel's improvements | (495,668) | (16,252) | 0 |
Cash paid during the year: | |||
Interest | $ 288,254 | $ 624,221 | $ 454,583 |
Basis of Presentation and Gener
Basis of Presentation and General Information | 12 Months Ended |
Dec. 31, 2022 | |
Basis of Presentation and General Information [Abstract] | |
Basis of Presentation and General Information | 1. Basis of Presentation and General Information: United Maritime Corporation (the “Company” or “United”) was incorporated by Seanergy Maritime Holdings Corp. ( “Seanergy” or “Parent”) on January 20, 2022 As further discussed in Note 3, Seanergy contributed the vessel-owning subsidiary of the Gloriuship (number of shares adjusted for the one-for-ten The financial statements of the Company have been presented for the period from inception (January 20, 2022) through December 31, 2022. They include the accounts of United from January 20, 2022 and the accounts of the Company’s wholly-owned subsidiaries upon the Spin-Off consummation on July 5, 2022. No comparatives are presented, as the Spin-Off has been accounted for as a transfer of assets rather than of a business. Following Russia’s invasion of Ukraine in February 2022, the U.S., several European Union nations, the UK and other countries imposed sanctions against Russia, which include, among others, restrictions on selling or importing goods, services or technology in or from affected regions, travel bans and asset freezes impacting connected individuals and political, military, business and financial organizations in Russia, severing large Russian banks from U.S. and/or other financial systems, and barring some Russian enterprises from raising money in the U.S. market. In addition, the U.S. and certain other North Atlantic Treaty Organization (NATO) countries have been supplying Ukraine with military aid. The U.S., EU nations and other countries could impose wider sanctions and take other actions. With uncertainty remaining at high levels with regards to the global impact of the sanctions already imposed to date and the possibility of additional sanctions as well as retaliation measures from Russia’s side that may follow in the period to come, it is difficult to accurately assess any future impact it may have on our Company. To date, no apparent consequences have been identified on the Company’s business, nor any specific implications on any of its existing counterparties, including clients, suppliers and lenders. It should be noted however that since the Company employs Ukrainian and Russian seafarers, it may face problems in relation to their employment, repatriation, salary payments and be subject to claims to this respect. The scope or intensity of the ongoing military conflict as well as sanctions and other actions undertaken in response to it could increase, potentially having negative effects on the global economy and markets. Any of these occurrences, or the continuation or worsening of any such occurrences, could eventually have an adverse effect our business, financial condition, results of operations and cash flows. a. Subsidiaries in Consolidation: United’s subsidiaries included in these consolidated financial statements as of December 31, 2022: Company Country of Incorporation Vessel name Date of Delivery Date of Sale/Disposal United Management Corp. (1)(2) Marshall Islands N/A N/A N/A Sea Glorius Shipping Co. (1) Marshall Islands Gloriuship July 6, 2022 N/A Epanastasea Maritime Co. (1) Marshall Islands Epanastasea September 2, 2022 N/A Parosea Shipping Co. (1) Marshall Islands Parosea August 10, 2022 November 8, 2022 Bluesea Shipping Co. (1) Marshall Islands Bluesea August 12, 2022 December 1, 2022 Minoansea Maritime Co. (1) Marshall Islands Minoansea August 30, 2022 December 22, 2022 Good Maritime Co. (1)(Note 14) Liberia N/A N/A N/A Traders Maritime Co. (1)(Note 14) Marshall Islands N/A N/A N/A (1) Subsidiaries wholly owned (2) Management company |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies: (a) Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and include the accounts and operating results of United and its wholly-owned subsidiaries where United has control. Control is presumed to exist when United, through direct or indirect ownership, retains the majority of the voting interest. In addition, United evaluates its relationships with other entities to identify whether they are variable interest entities and to assess whether it is the primary beneficiary of such entities. If the determination is made that the Company is the primary beneficiary, then that entity is included in the consolidated financial statements. When the Company does not have a controlling interest in an entity, but exerts a significant influence over the entity, the Company applies the equity method of accounting. All intercompany balances and transactions have been eliminated on consolidation. The Company deconsolidates a subsidiary or derecognizes a group of assets when the Company no longer controls the subsidiary or group of assets specified in Accounting Standards Codification (ASC or Codification) 810-10-40-3A. When control is lost, the Company derecognizes the assets and liabilities of the qualifying subsidiary or group of assets. The Financial Accounting Standards Board (“FASB”) concluded that the loss of control and the related deconsolidation of a subsidiary or derecognition of a group of assets specified in ASC 810-10-40-3A is a significant economic event that changes the nature of the investment held in the subsidiary or group of assets. Based on this consideration, a gain or loss is recognized upon the deconsolidation of a subsidiary or derecognition of a group of assets. (b) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful lives and determination of vessels’ impairment. (c) Foreign Currency Translation United’s functional currency is the United States dollar since the Company’s vessels operate in international shipping markets and therefore primarily transact business in U.S. Dollars. The Company’s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates that are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to United States dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the consolidated statement of operations. (d) Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents and restricted cash, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of the financial condition of its customers, receives charter hires in advance and generally does not require collateral for its accounts receivable. (e) Cash and Cash Equivalents United considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. (f) Term Deposits United classifies time deposits and all highly liquid investments with an original maturity of more than three months as term deposits. (g) Restricted Cash Restricted cash is excluded from cash and cash equivalents. Restricted cash represents minimum cash deposits or cash collateral deposits required to be maintained with certain banks under the Company’s borrowing arrangements or in relation to bank guarantees issued on behalf of the Company, which are legally restricted as to withdrawal or use. In the event that the obligation relating to such deposits is expected to be terminated within the next twelve months, these deposits are classified as current assets; otherwise, they are classified as non-current assets. Restricted cash, non-current as presented in the accompanying balance sheet was used to finance part of the acquisition cost of non-current assets (Note 5), thus it is classified as non-current (h) Accounts Receivable Trade Accounts receivable trade, net at each balance sheet date, includes receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. Receivables related to spot voyages are determined to be unconditional and are included in “Accounts Receivable Trade, Net”. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Company also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact in the Company’s financial statements as of the date of the adoption of ASC 326 from the inception of the company and as of December 31, 2022. No provision for doubtful accounts was established as of December 31, 2022. (i) Inventories Inventories consist of lubricants and bunkers, which are measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. (j) Insurance Claims The Company records insurance claim recoveries for insured losses incurred on damage to fixed assets and for insured crew medical expenses and for legal fees covered by directors’ and officers’ liability insurance. Insurance claim recoveries are recorded, net of any deductible amounts, at the time the Company’s fixed assets suffer insured damages or when crew medical expenses are incurred, recovery is probable under the related insurance policies, the claim is not subject to litigation and the Company can make an estimate of the amount to be reimbursed. The classification of the insurance claims into current and non-current assets is based on management’s expectations as to their collection dates. The Company assesses the counterparties’ credit worthiness according to provisions of ASC 326, Financial Instruments—Credit Losses. No insurance claims existed as of December 31, 2022, thus no provision for credit losses was recorded. (k) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed amounting to $383, are included in “Deferred charges and other investments, non-current” in the consolidated balance sheet. Amounts paid for this equipment are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. (l) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessels (25 years), after considering the estimated salvage value. Salvage value is estimated by the Company by taking the cost of steel times the weight of the ship noted in lightweight ton. Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or for other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affect depreciation expense in the period of the revision and future periods. (m) Impairment of Long-Lived Assets (Vessels) The Company reviews its long-lived assets for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, business plans to dispose a vessel earlier than the end of its useful life and other business plans, indicate that the carrying amount of the assets, plus any unamortized dry-docking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions with decreased charter rates and decreased vessel market values are conditions that the Company considers to be indicators of a potential impairment for its vessels. The Company determines undiscounted projected operating cash flows for each vessel and compares it to the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, the Company impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. For the year ended December 31, 2022, indicators of impairment existed for one of the Company’s vessels. The carrying value of the Company’s vessel plus any unamortized dry-docking costs and cost of any equipment not yet installed for which impairment indicators existed as at December 31, 2022, was $17,634. From the impairment exercise performed, the undiscounted projected operating cash flows expected to be generated by the use of the vessel were higher than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, and thus the Company concluded that no impairment charge should be recorded. (n) Dry-Docking and Special Survey Costs The Company follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. Amounts are included in “Deferred charges and other investments, non-current”. (o) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. (p) Revenue Recognition Revenues are generated from time charters and spot charters. Revenues generated from time charter agreements contain a lease as they meet the criteria of a lease under ASC 842. Agreements with the same charterer are accounted for as separate agreements according to their specific terms and conditions. All agreements contain a minimum non-cancellable period and an extension period at the option of the charterer. Each lease term is assessed at the inception of that lease. Under a time charter agreement the charterer pays a daily hire for the use of the vessel and reimburses the owner for hold cleanings, extra insurance premiums for navigating in restricted areas and damages caused by the charterers. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. Revenues from time charter agreements providing for varying annual rates are accounted for as operating leases and thus recognized on a straight-line basis over the non-cancellable rental periods of such agreements, as service is performed. Deferred revenue includes cash received prior to the balance sheet date for which all criteria to recognize as revenue have not been met. The Company, as lessor, has elected not to separate lease and non-lease components (operation and maintenance of the vessel) as their timing and pattern of transfer to the charterer, as the lessee, are the same and the lease component, if accounted for separately, would be classified as an operating lease. Additionally, the lease component is considered the predominant component as the Company has assessed that more value is ascribed to the vessel rather than to the services provided under the time charter contracts. Vessels are employed on short to medium-term time charter contracts, which provide flexibility in responding to market developments. For dry bulk vessels, rental income on the Company’s time charters is mostly calculated at an index linked rate based on the five T/C routes rate of the Baltic Capesize Index. Under the terms of our dry bulk vessel’s time charter agreement, the Company has the option to convert the floating index linked rate into a fixed charter rate based on the prevailing forward freight agreement curve. In 2022, the option to convert the floating rate earned by the Gloriuship into a fixed daily rate was exercised for the period from April 1, 2022 until November 30, 2022. For the tanker vessels rental income on the Company’s time charters is mostly calculated at a fixed daily rate Spot charter agreements are charter hires, where a contract is made in the spot market for the use of a vessel for a specific voyage at a specified charter rate per ton of cargo. Spot charter revenue is recognized on a pro-rata basis over the duration of the voyage from loading to discharge, when a voyage agreement exists, the price is fixed or determinable, service is provided and the collection of the related revenue is reasonably assured. For voyage charters, the Company satisfies its single performance obligation to transfer cargo under the contract over the voyage period. The Company has taken the practical expedient not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. Demurrage income, which is considered a form of variable consideration, is included in voyage revenues, and represents payments by the charterer to the vessel owner when loading or discharging time exceeds the stipulated time in the voyage charter agreements Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the Company’s pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable: • based on the pool points attributed to each vessel (which are determined by vessel attributes such as cargo carrying capacity, speed, fuel consumption, and construction and other characteristics); or • by making adjustments to account for the cost performance, the bunkering fees and the trading capabilities of each vessel; and • the number of days the vessel participated in the pool in the period (excluding off-hire days). The Company records revenue generated from the pools in accordance with ASC 842, Leases, since it assesses that a vessel pool arrangement is a variable time charter with the variable lease payments recorded as income in profit or loss in the period in which the changes in facts and circumstances on which the variable lease payments are based occur. (q) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties and commissions to related parties (Note 3) are included in “Vessel revenue, net” while brokerage commissions to third parties are included in “Voyage expenses”. For the year ended December 31, 2022, an amount of $424 was included in “Vessel revenue, net” related to commission to third parties. (r) Vessel Voyage Expenses Vessel voyage expenses primarily consist of port, canal, bunker expenses and brokerage commissions that are unique to a particular charter and are paid for by the charterer under time charter agreements and other non-specified voyage expenses. Under a spot charter, the Company incurs and pays for certain voyage expenses, primarily consisting of bunkers consumption, brokerage commissions, port and canal costs. Under ASC 606 and after implementation of ASC 340-40 “Other assets and deferred costs” for contract costs, incremental costs of obtaining a contract with a customer and contract fulfillment costs are capitalized and amortized as the performance obligation is satisfied, if certain criteria are met. The Company has adopted the practical expedient not to capitalize incremental costs when the amortization period (voyage period) is less than one year. Costs to fulfill the contract prior to arriving at the load port primarily consist of bunkers which are deferred and amortized during the voyage period. Voyage costs arising as performance obligation are expensed as incurred. (s) Fair value of above/ below market acquired time charters: The Company values any asset or liability arising from the market value of the time charters assumed when a vessel is acquired or contributed. Where vessels are acquired or contributed with existing time charters, the Company determines the present value of the difference between: (i) the contractual charter rate and (ii) the market rate for a charter of equivalent duration prevailing at the time the vessels are delivered. In discounting the charter rate differences in future periods, the Company uses its cost of capital for each vessel. The cost of the acquisition is allocated to the vessel and the in-place time charter attached on the basis of their relative fair values. Such intangible asset or liability is recognized ratably as an adjustment to revenues over the remaining term of the assumed time charter. (t) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in “Vessel operating expenses”. (u) Financing Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method under modification guidance. The Company presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying balance sheet. For the accounting of the unamortized deferred financing costs following debt extinguishment, see below (Note 2(aa)). (v) Income Taxes Pursuant to the Internal Revenue Code of the United States (the “Code”), U.S. source income from the international operations of ships is generally exempt from U.S. tax if the company operating the ships meets both of the following requirements: (a) the Company is organized in a foreign country that grants an equivalent exception to corporations organized in the United States and (b) either (i) more than 50% of the value of the Company’s stock is owned, directly or indirectly, by individuals who are “residents” of the Company’s country of organization or of another foreign country that grants an “equivalent exemption” to corporations organized in the United States (50% Ownership Test) or (ii) the Company’s stock is “primarily and regularly traded on an established securities market” in its country of organization, in another country that grants an “equivalent exemption” to United States corporations, or in the United States (Publicly-Traded Test). Notwithstanding the foregoing, the regulations provide, in pertinent part, that each class of the Company’s stock will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actually or constructively under specified stock attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of the value of such class of the Company’s outstanding stock (“5 Percent Override Rule”). Based on the Company’s analysis of its shareholdings during 2022, the Publicly-Traded Test for the entire 2022 year has been satisfied in that less than 50% of the Company’s issued and outstanding shares were held by persons who each own directly or indirectly 5% or more of the vote and value of such class of stock for more than half the days during the 2022 taxable year. Effectively, the Company and each of its subsidiaries qualify for this statutory tax exemption for the 2022 taxable year. Certain charterparties of the Company contain clauses that permit the Company to seek reimbursement from charterers of any U.S. tax paid. The Company’s U.S. federal income tax based on its U.S. source shipping income for 2022 was $ NIL (w) Stock-based Compensation Stock-based compensation represents vested and non-vested common stock granted to directors and employees for their services as well as to non-employees. The Company calculates stock-based compensation expense for the award based on its fair value on the grant date and recognizes it on an accelerated basis over the vesting period. The Company assumes that all non-vested shares will vest. The Company does not include estimated forfeitures in determining the total stock-based compensation expense because it elects to accounts the forfeitures of non-vested shares as incurred. The Company re-evaluates the reasonableness of its assumption at each reporting period. (x) Earnings per Share Basic earnings per common share are computed by dividing net income available to United’s shareholders by the weighted average number of common shares outstanding during the period. Unvested shares granted under the Company’s incentive plan, or else, are entitled to receive dividends which are not refundable, even if such shares are forfeited, and therefore are considered participating securities for basic earnings per share calculation purposes, using the two-class method. Diluted earnings per share is computed by (i) dividing net income attributable to common stockholders by the weighted average number of common shares plus (ii) the dilutive effect for warrants and share based payments awards outstanding during the applicable period computed using the treasury stock method which assumes that the “proceeds” upon exercise of these awards or warrants are used to purchase common shares at the average market price for the period and (iii) the dilutive effect of convertible preferred shares, using the if converted method. The two-class method is used for diluted earnings per common share when such is the most dilutive method, considering anti–dilution sequencing as per ASC 260. Potential common shares that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted earnings per share (y) Segment Reporting United reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, United has determined that it operates under one reportable segment. Furthermore, when United charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. (z) Fair Value Measurements The Company follows the provisions of ASC 820, Fair Value Measurement • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. (aa) Debt Modifications and Extinguishments The Company follows the provisions of ASC 470-50, Modifications and Extinguishments , to account for all modifications or extinguishments of debt instruments, except debt that is extinguished through a troubled debt restructuring or a conversion of debt to equity securities of the debtor pursuant to conversion privileges provided in terms of the debt at issuance. This Subtopic also provides guidance on whether an exchange of debt instruments with the same creditor constitutes an extinguishment and whether a modification of a debt instrument should be accounted for in the same manner as an extinguishment. In circumstances where an exchange of debt instruments or a modification of a debt instrument does not result in extinguishment accounting, this Subtopic provides guidance on the appropriate accounting treatment. Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as deferred charges. Costs paid directly to third parties are expensed as incurred. Deferred financing costs are presented as a deduction from the corresponding liability. Such fees are deferred and amortized to interest and finance costs during the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. In particular, ASC 470-50-40-2 indicates that for extinguishments of debt, the difference between the reacquisition price and the net carrying amount of the extinguished debt (which includes any deferred debt issuance costs) should be recognized as a gain or loss when the debt is extinguished and identified as a separate item. (ab) Distinguishing Liabilities from Equity The Company follows the provisions of ASC 480 “Distinguishing liabilities from equity” to determine the classification of certain freestanding financial instruments as either liabilities or equity. The Company, in its assessment for the accounting of the warrants issued in connection with the July 20, 2022 public offering, the Series B Preferred Shares and the Series C Preferred Shares issued to Seanergy in exchange for working capital contribution, has taken into consideration ASC 480 and determined that the warrants, the Series B Preferred Shares and the Series C Preferred Shares should be classified as equity instead of liability. In its assessment for the warrants, the Company identified certain embedded features, examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. Upon exercise of the warrants, the holder is entitled to receive common shares. In its assessment for the Series C Preferred Shares, the Company identified certain features, such as redemption rights, conversion rights, voting rights and dividend rights. In its assessment, the Company examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. The Company concluded that equity classification was appropriate . The Series C Preferred Shares were redeemed within the year and no Series C Preferred Shares were outstanding as of December 31, 2022 (Note 9).The $500 payment over the face value was accounted for as a deemed dividend according to ASC 260-10-S99-2 (ac) Going Concern For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. (ad) Share repurchases The Company records the repurchase of its common shares at cost. The Company’s common shares repurchased for retirement, are immediately cancelled and the Company’s common stock is accordingly reduced. Any excess of the cost of the shares over their par value is allocated in additional paid-in capital, in accordance with ASC 505-30-30, Treasury Stock. (ae) Evaluation of Nonmonetary Transactions When the Company enters into a nonmonetary transaction as defined broadly under ASC 845, Nonmonetary Transactions Recent Accounting Pronouncements Adopted The Company has adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848) |
Transactions with Related Parti
Transactions with Related Parties | 12 Months Ended |
Dec. 31, 2022 | |
Transactions with Related Parties [Abstract] | |
Transactions with Related Parties | 3. Transactions with related parties: On January 20, 2022, United was incorporated by Seanergy, under the laws of the Republic of the Marshall Islands to serve as the holding company of the Predecessor upon Consummation of the Spin-Off (Note 1). Following the Spin-Off, United and Seanergy are independent publicly-traded companies. The Spin-Off was pro rata to the shareholders of the Parent, including holders of the Parent’s outstanding common shares and Series B preferred shares, so that such holders maintained the same proportionate interest in the Parent and in United both immediately before and immediately after the Spin-Off. Contribution and Conveyance Agreement: Gloriuship Rights of First Refusa l On July 26, 2022, the Company issued 5,000 additional Series C Preferred Shares to Seanergy in exchange for $5,000 cash in connection with United’s funding the deposits payable for four tanker vessels acquired (Note 5). On November 28, 2022, the outstanding 10,000 Series C preferred shares of United held by Seanergy were redeemed by the Company at a price equal to 105% of the original issue price for a total cash outflow of $10,500. Total dividends paid in respect with the Series C Preferred Shares up to date of redemption amounted to $243. Management Agreements: Master Management Agreement United has entered into a master management agreement with Seanergy for the provision of technical, administrative, commercial, brokerage and certain other services. Certain of these services are being subcontracted to or contracted directly with Seanergy’s wholly owned subsidiaries, Seanergy Shipmanagement Corp. (“Seanergy Shipmanagement”) and Seanergy Management Corp. (“Seanergy Management”). In consideration of Seanergy providing such services (“service providers”), United pays a fixed administration fee of $325 per vessel per day to Seanergy. The initial term of the master management agreement with Seanergy will expire on December 31, 2024. Unless three months’ notice of non-renewal is given by either party prior to the end of the then current term, this agreement will automatically extend for additional 12-month periods. The master management agreement may be terminated immediately only for cause and at any time by either party with three months’ prior notice, and no termination fee will be payable. From January 20, 2022 until December 31, 2022, management fees charged from Seanergy amounted to $203 and is presented under “Management fees- related party” in the accompanying statement of operations. As of December 31, 2022, the balance due to Seanergy amounted to $439 and is included in “Due to related parties” in the accompanying consolidated balance sheet. Technical Management Agreement In relation to the technical management, Seanergy Shipmanagement is responsible for arranging (directly or by subcontracting) for the crewing of the vessels, the day-to-day operations, inspections, maintenance, repairs, drydocking, purchasing, insurance and claims handling for the Gloriuship From January 20, 2022 until December 31, 2022, management fees charged from Seanergy Shipmanagement amounted to $82 and is presented under “Management fees- related party” in the accompanying statement of operations. As of December 31, 2022, United had no outstanding balance to Seanergy Shipmanagement. Commercial Management Agreement In addition, United has entered into a commercial management agreement with Seanergy Management pursuant to which Seanergy Management acts as agent for United’s subsidiaries (directly or through subcontracting) for the commercial management of their vessels, including chartering, monitoring thereof, freight collection, and sale and purchase. United has agreed to pay to Seanergy Management a fee equal to 1.25% of the gross freight, demurrage and charter hire collected from the employment of United’s vessels, except for any vessels that are chartered-out to Seanergy. Seanergy Management also earns a fee equal to 1% of the contract price of any vessel bought or sold by them on United’s behalf, except for any vessels bought or sold from or to Seanergy, or in respect of any vessel sale relating to a sale and leaseback transaction. From January 20, 2022 until December 31, 2022, fees charged under the commercial agreement amounted to $296 and is included in “Vessels revenue, net” in the accompanying statement of operations. From January 20, 2022 until December 31, 2022 fees charges in relation to sale and purchase services amounted to $1,810 and are presented in “ Gain on sale of vessels, net” and “ Vessels, net” (Note 5). On October 14, 2022 and December 28, 2022, the Compensation Committee of the Company granted 200,000 shares and 120,000 shares, respectively, to certain of the Company’s service providers (Note 13). As of December 31, 2022, balance due to Seanergy Management amounted to $390 and is included in “Due to related parties” in the accompanying consolidated balance sheet. On December 27, 2022, the Company entered into definitive agreements to acquire two Capesize vessels from Seanergy for an aggregate purchase price of $36,250 (Notes 5 and 14). |
Cash and Cash Equivalents and R
Cash and Cash Equivalents and Restricted Cash | 12 Months Ended |
Dec. 31, 2022 | |
Cash and Cash Equivalents and Restricted Cash [Abstract] | |
Cash and Cash Equivalents and Restricted Cash | 4. Cash and Cash Equivalents and Restricted Cash: The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheet that sum to the total of the same such amounts shown in the consolidated statement of cash flows: December 31, 2022 Cash and cash equivalents 54,732 Restricted cash, non-current 15,200 Cash and cash equivalents and restricted cash 69,932 Restricted cash as of December 31, 2022 includes $15,200 that served as cash collateral under the August 2022 EnTrust Facility and in relation to the August 2022 EnTrust Facility related to Minoansea upon their delivery to the Company in February 2023 (Notes 6 & 14) |
Vessels, Net
Vessels, Net | 12 Months Ended |
Dec. 31, 2022 | |
Vessels, Net [Abstract] | |
Vessels, Net | 5. Vessels, Net: The amounts in the accompanying consolidated balance sheet are analyzed as follows: Cost: Beginning balance at January 20, 2022 - - Vessel contributed by Seanergy 18,500 - Additions 80,648 - Disposals (60,379 ) Ending balance at December 31, 2022 38,769 Accumulated depreciation: Beginning balance at January 20, 2022 - - Depreciation for the period (1,903 ) - Disposals 646 Ending balance at December 31, 2022 (1,257 ) Net book value 37,512 Vessel contribution On July 6, 2022, Seanergy contributed the vessel-owning subsidiary of the Gloriuship Acquisitions On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Aframax oil tanker, the Parosea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Aframax oil tanker, the Bluesea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand LR2 product tanker vessel, the Minoansea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand LR2 product tanker vessel, the Epanastasea The Epanastasea was acquired with a below-market time charter. The value of the below-market time charter of $146 was recognized as an addition to “Vessels, net” in the consolidated balance sheet. During the year ended December 31, 2022, an amount of $1,208 of expenditures related to vessels’ acquisition cost were capitalized and will be depreciated over the remaining useful life of each vessel. Amounts paid for the additions are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. Advances for Vessels Acquisitions and Other Costs On December 19, 2022, pursuant to the terms of the Right of First Refusal Agreement, described above (Note 3), the Company received a transfer notice from Seanergy in relation to the proposed sales of the Goodship and the Tradership. On December 27, 2022, the Company entered into an agreement with an affiliated party for the purchase of a secondhand Capesize vessel, the Goodship On December 27, 2022, the Company entered into an agreement with an affiliated party for the purchase of a secondhand Capesize vessel, the Tradership Gain on sale of vessels, net On September 24, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Parosea vessels On September 24, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Bluesea Gain on sale of vessels On December 12, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Minoansea Gain on sale of vessels |
Long-Term Debt and Other Financ
Long-Term Debt and Other Financial Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Long-Term Debt and Other Financial Liabilities [Abstract] | |
Long-Term Debt and Other Financial Liabilities | 6. Long-Term Debt and Other Financial Liabilities: The amounts in the accompanying consolidated balance sheet are analyzed as follows: December 31, 2022 Long-term debt 43,200 Less: Deferred financing costs (594 ) Total 42,606 Less - current portion (7,473 ) Long-term portion 35,133 Senior long-term debt July 2022 EnTrust Facility On July 1, 2022, the loan facility entered into between Seanergy and Kroll Agency Services Limited and Kroll Trustee Services Limited as facility agent and security agent, respectively, and certain nominees of EnTrust Global as lenders, for the Gloriuship, Gloriuship August 2022 EnTrust Facility On August 8, 2022, the Company entered into a new loan facility with Kroll Agency Services Limited and Kroll Trustee Services Limited, as facility agent and security agent, respectively, and certain nominees of EnTrust Global as lenders in order to partially finance the acquisition of the Parosea , Bluesea , Minoansea and Epanastasea . The loan facility amount was originally $63,600, divided into four tranches with a term of 18 months: Tranche A of $16,200 which was secured by the Bluesea , Tranche B of $16,200 which was secured by the Parosea , Tranche C of $15,200 which was secured by the Minoansea and Tranche D of $16,000 secured by the Epanastasea . The facility bore interest at a fixed rate of 7.90% per annum. On November 8, 2022 and December 1, 2022 upon the completion of the sale of the Parosea , and the Bluesea , respectively, the Company completed the prepayment of the relevant tranches of $16,200 each. On the date of each repayment, $257 and $245 of unamortized debt discounts of Parosea and Bluesea, respectively, were written off according to the debt extinguishment guidance of ASC 470-50 “Debt Modifications and Extinguishments” and were included in “Loss in extinguishment of debt” in the consolidated statement of operations. On December 21, 2022, the Company entered into a supplemental agreement pursuant to which upon the completion of the sale of the Minoansea , the lenders agreed to waive the obligation of the Company to prepay Tranche C and continue to make available the relevant amount for the purpose of partially financing the acquisition cost of two new Capesize vessels, the Goodship and Tradership (Notes 5 and 14). Pursuant to this agreement, the fixed interest rate of Tranche C was amended to 9.00% per annum. The amount underlying Tranche C ($15,200) remained blocked in favor of the security agent until the acquisition of the new vessels. The facility is secured by first priority mortgages, general assignments covering earnings, insurances and requisition compensation, account pledge agreements concerning the earnings accounts, shares’ security agreements concerning the vessel-owning subsidiaries’ shares and relevant technical and commercial managers’ undertakings. The facility agreement includes certain restrictions on dividends from the Borrowers’ accounts and other distributions. The loan facility following the prepayments of Tranche A and Tranche B is repayable in one installment of $2,000 at the ninth month after the initialization date, one installment of $1,000 at the twelfth month after the utilization date, one installment of $3,000 at the fifteenth month after the utilization date and a balloon payment of $25,200 at maturity. As of December 31, 2022, the amount outstanding under this facility was $31,200. Pursuant to an amendment and restatement of the subject facility which was entered into on January 30, 2023, the Tranche C was replaced by two tranches of $7,000 and $8,200, secured by the M/V Goodship and M/V Tradership, respectively, upon their delivery (Note 14). As of December 31, 2022, the Company was in compliance with all covenants relating to its loan facilities as at that date. As of December 31, 2022, two of the Company’s owned vessels, having a net carrying value of $37,512, were subject to first and second priority mortgages as collaterals to their long-term debt facilities. The annual principal payments required to be made after December 31, 2022 for all long-term debt, are as follows: Twelve month periods ending December 31, Amount 2023 8,000 2024 35,200 Total 43,200 |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Financial Instruments [Abstract] | |
Financial Instruments | 7. Financial Instruments: The guidance for fair value measurements applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The same guidance requires that assets and liabilities carried at fair value should be classified and disclosed in one of the following three categories based on the inputs used to determine its fair value: • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. (a) Significant Risks and Uncertainties, including Business and Credit Concentration The Company places its temporary cash investments, consisting mostly of deposits, 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. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its accounts receivable and does not have any agreements to mitigate credit risk. (b) Fair Value of Financial Instruments The fair values of the financial instruments shown in the consolidated balance sheet as of December 31, 2022, represent management’s best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Those fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. Those judgments are developed by the Company based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: a. Cash and cash equivalents, accounts receivable trade, other current assets, prepaid expenses, trade accounts and other payables and accrued liabilities: the carrying amounts approximate fair value because of the short maturity of these instruments. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current. b. Long-term debt: The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The carrying value of $43,200 is 1.1% higher than the fair market value of $42,742. The fair value of the fixed interest long-term debt has been obtained through Level 2 inputs of the fair value hierarchy. c. The aggregate fair value as of the Spin-off date of $18,500 of the vessel contributed to the Company as part of the Spin-off was determined through Level 2 inputs of the fair value hierarchy by taking into consideration two third party valuations obtained for the vessel. d. The fair value as of the Spin-off date of $308 of the time charter attached to the Gloriuship (Note 2(s)) e. The July 2022 EnTrust Facility fair value of $4,950 assumed by the Company as part of the Spin Off was determined through Level 2 inputs of the fair value hierarchy by taking into consideration prevailing market rates and approximated its respective carrying value as of the Spin-off date. f. The Series B preferred shares issued to Seanergy’s shareholders as part of the Spin Off, which have no economic interest, were recorded at par value. g. The Series C preferred shares issued to Seanergy as of the Spin-off date as part of the Contribution and Conveyance Agreement with Seanergy were recorded at their face value, which was determined to be its fair value through Level 2 inputs of the fair value hierarchy. The Company’s debt and equity financings and the market risk-free rate were all used in determining the fair value of the Series C preferred shares. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies: Contingencies Various claims, lawsuits, and complaints, including those involving government regulations and product 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. As of December 31, 2022, management is not aware of any material claims or contingent liabilities, which have not been disclosed, or for which a provision has not been established in the accompanying consolidated financial statements. The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities that should be disclosed, or for which a provision should be established in the accompanying 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. Commitments The Company operates certain of its vessels under lease agreements. Time charters typically may provide for charterers’ options to extend the lease terms and termination clauses. The Company’s time charters duration was approximately 6 months and extension periods vary from 2 to 4 months. In addition, the time charters contain termination clauses which protect either the Company or the charterers from material adverse events. Variable lease payments in the Company’s time charters vary based on changes on freight market index. The Company has the option to convert some of these variable lease payments to fixed based on the prevailing Capesize forward freight agreement rates. As at December 31, 2022, the Company had an aggregate amount of unrecognized unconditional purchase obligations amounting to $23,562, in connection with the agreements to acquire two vessels from an affiliated party, under which the Company had paid an advance of such purchase prices (Note 5) and the balance was paid on the delivery of the vessels (Note 14). As at December 31, 2022, all of the Company’s vessels were fixed under time charter agreements, considered as operating leases accounted for as per ASC 842 requirements. The minimum contractual gross charter revenues expected to be generated from fixed and non-cancelable time charter contracts existing as at December 31, 2022 and until their expiration falling within 2023 is estimated at $4,121. For index-linked time charter contracts the calculation was made using the charter rates that prevail at the balance sheet date for index-linked time charters and the fixed rates for fixed periods time charters (these amounts do not include any assumed off-hire). |
Capital Structure
Capital Structure | 12 Months Ended |
Dec. 31, 2022 | |
Capital Structure [Abstract] | |
Capital Structure | 9. Capital Structure: (a) Preferred Stock The Company is authorized to issue up to 100,000,000 registered shares of preferred stock with a par value of $0.0001. The Board of Directors of the Company is expressly granted the authority to issue preferred shares and to establish such series of preferred shares with such designations, preferences and relative participating, rights, qualifications, limitations or restrictions at it determines. Series A Preferred Shares Prior to the Spin-Off, United entered into a Shareholders Rights Agreement, or the Rights Agreement, with American Stock Transfer & Trust Company, LLC, as Rights Agent. Under the Rights Agreement, United will declare a dividend payable of one preferred stock purchase right, or Right, for each share of common stock outstanding immediately prior to the Spin-Off. Each Right entitles the registered holder to purchase from United one one-thousandth Series B Preferred Shares As at December 31, 2022, the Company had 40,000 Series B Preferred Shares issued and outstanding with par value $0.0001 per share. The Series B Preferred Shares were issued on July 5, 2022, to the Company’s Chief Executive Officer, considered a related party, for a total cash consideration of $ NIL and shall be entitled to receive a payment equal to the par value of $0.0001 per share. The holder has no other rights to distributions upon any liquidation, dissolution or winding up of the Company Series C Preferred Shares On July 5, 2022, the Company issued 5,000 of its Series C Preferred Shares to Seanergy in exchange for $5,000 working capital contribution. On July 26, 2022, the Company issued additional 5,000 Series C Preferred Share to Seanergy in exchange for $5,000 in cash . The Series C Preferred Shares had a cumulative preferred dividend accruing at the rate of 6.5% per The Series C Preferred Shares contained a liquidation preference equal to its stated value and were convertible into common shares at the holder’s option commencing upon the first anniversary of the original issue date, at a conversion price equal to the lesser of $9.00 and the 10-trading-day trailing VWAP (as defined in the agreement) of United’s common shares, subject to certain anti-dilution and other customary adjustments. Except under certain circumstances, a holder of Series C Preferred Shares would not convert its Series C Preferred Shares into common shares if such conversion would result in the holder beneficially owning greater than 29.9% of our outstanding common shares. On November 28, 2022, the outstanding 10,000 Series C Preferred Shares (b) Common Stock As at January 20, 2022, the date of the Company’s incorporation, the Company’s authorized share capital was 500 registered shares without par value, issued to Seanergy. On July 5, 2022, the aforesaid registered shares issued to the Parent were cancelled and the Company’s articles of incorporation were amended and restated. Under the Company’s amended and restated articles of incorporation, the Company’s authorized capital stock consists of 2,000,000,000 shares of common stock, par value $0.0001 per share, of which 1,512,004 common shares were issued and outstanding on July 5, 2022, immediately upon consummation of the Spin-Off (Note 3). As at December 31, 2022, the Company had 8,180,243 common shares issued and outstanding. i) Equity Offerings On July 20, 2022, the Company sold 8,000,000 units, each unit consisting of one common share or pre-funded warrant (with an exercise price of $0.0001) in lieu of common shares and one Class A warrant to purchase one common share, under a registered direct offering at a price of $3.25 per unit, in exchange for gross proceeds of $26,000, or net proceeds of approximately $23,851. 6,800,000 common shares, 1,200,000 pre-funded warrants and 8,000,000 Class A warrants were issued in connection with the offering. As of December 31, 2022, all pre-funded warrants and 258,030 Class A warrants have been exercised. ii) Dividends On November 29, 2022, the Company announced a special dividend of $1.00 per common share to all common stockholders and participating securities, as of record date December 12, 2022, in connection with the profitable sale of two tanker vessels, which was paid on January 10, 2023 (Note 14). The dividend declared amounted to $7,373 is included in “Dividends payable”. iii) Common stock buybacks In August 2022, the Board of Directors of the Company authorized a share repurchase plan under which the Company would repurchase up to $3,000 of its outstanding common shares through the period ending March 31, 2023. Up to September 30, 2022 , the Company repurchased 1,862,038 of its outstanding common shares at an average price of approximately $1.62 pursuant to its share repurchase program for a total of $3,016, inclusive of commissions and fees. All the repurchased shares were cancelled and restored to the status of authorized but unissued shares as of December 31, 2022. In September 2022, the Board of Directors of the Company authorized an additional share repurchase plan under which the Company would repurchase up to $3,000 of its outstanding common shares through the period ending March 31, 2023. Up to December 31, 2022, the Company repurchased 1,427,753 of its outstanding common shares at an average price of approximately $2.09 pursuant to its share repurchase program for a total of $2,987, inclusive of commissions and fees. All the repurchased shares were cancelled and restored to the status of authorized but unissued shares as of December 31, 2022. In October 2022, the Board of Directors of the Company authorized an additional share repurchase plan under which the Company may repurchase up to $3,000 of its outstanding common shares through the period ending March 31, 2023. Substantially, no repurchases have been made as of December 31, 2022. (c) Warrants On July 20, 2022, the Company issued 8,000,000 Class A warrants under a registered direct offering to issue 8,000,000 units (see discussion above). The Class A warrants were exercisable upon issuance at an initial exercise price of $3.25 per share and expire in July 2027 As of December 31, 2022, the number of common shares that can potentially be issued under the outstanding Class A warrants are 7,741,970. |
Vessel Revenue, net and Voyage
Vessel Revenue, net and Voyage Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Vessel Revenue, net and Voyage Expenses [Abstract] | |
Vessel Revenue, net and Voyage Expenses | 10. Vessel Revenue, net and Voyage Expenses: Disaggregation of Revenue The Company disaggregates its revenue from contracts with customers by the type of charter (time, pool agreements and spot charters). The following table presents the Company’s income statement figures derived from spot charters, time charters and pool agreements for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Vessel revenues from spot charters, net of commissions 9,236 Vessel revenues from time charters and pool agreements, net of commissions 13,548 Total 22,784 Demurrage income for the year ended December 31, 2022 was $229. The amortization of the below and above market acquired time charters amounted to $308 and $146 as a deduction to and an addition to “Vessel revenue, net”, respectively. As of December 31, 2022, the below and above market acquired time charters were fully amortized. The following table presents the Company’s net trade accounts receivable disaggregated by revenue source for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Accounts receivable trade, net from spot charters 2 Accounts receivable trade, net from time charters 777 Total 779 Deferred revenue represents cash received in advance of performance under the contract prior to the balance sheet date and is realized when the associated revenue is recognized under the contract in periods after such date. Deferred revenue as of December 31, 2022 was $1,027 and relates entirely to ASC 842. Accrued income of $1,802 related to pool revenue, $1,123 related to spot charters and $243 related to escalating revenue is included in “Other current assets” in the consolidated balance sheet. Charterers individually accounting for more than 10% of revenues for the period from inception (January 20, 2022) through December 31, 2022 were: Customer From January 20, 2022 through December 31, 2022 A 25 % B 20 % C 19 % D 15 % E 15 % Total 94 % As of December 31, 2022, all of the Company’s fleet was time chartered on short-term employment arrangements. Voyage Expenses The following table presents the Company’s statement of operations’ figures derived from spot charters, time charters and for unfixed periods for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Voyage expenses from spot charters 4,802 Voyage expenses from time charters 178 Other 265 Total 5,245 |
Interest and Finance Costs
Interest and Finance Costs | 12 Months Ended |
Dec. 31, 2022 | |
Interest and Finance Costs [Abstract] | |
Interest and Finance Costs | 11. Interest and Finance Costs: Interest and finance costs are analyzed as follows: From January 20, 2022 through December 31, 2022 Interest on long-term debt 2,045 Amortization of deferred finance costs and debt discount 352 Other 55 Total 2,452 |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings per Share [Abstract] | |
Earnings per Share | 12. Earnings per Share: The calculation of net income per common share is summarized below: From January 20, 2022 through December 31, 2022 Net income - basic 37,490 Less: Dividends on Series C preferred shares (743 ) Less: Dividends to non-vested participating securities (667 ) Less: Undistributed earnings to non-vested participating securities (994 ) Net income attributable to common shareholders, basic 35,086 Undistributed earnings to non-vested participating securities 994 Undistributed earnings reallocated to non-vested participating securities (621 ) Effect of Series C preferred shares 476 Net income attributable to common shareholders, diluted 35,935 Weighted average common shares outstanding – basic 4,503,397 Effect of dilutive securities: Dilutive effect of Series C preferred shares 2,796,164 Weighted average common shares outstanding – diluted 7,299,561 Earnings per share – basic $ 7.79 Earnings per share – diluted $ 4.92 The Company calculates basic earnings per share in conformity with the two-class method required for companies with participating securities. The calculation of basic earnings per share does not consider the non-vested shares as outstanding until the time-based vesting restrictions have lapsed. Net income attributable to common shareholders for the period from January 20, 2022 through December 31, 2022 is adjusted by the amount of dividends on Series C Preferred Shares and non-vested participating securities and corresponding undistributed income to non-vested participating securities. The Company calculated diluted earnings per share in conformity with the two-class method required for companies with participating securities since the two-class method was more dilutive. For the period from January 20, 2022 through December 31, 2022, the computation of diluted earnings per share reflects the potential dilution from conversion of preferred convertible stock, which were outstanding from their issuance and up to their redemption, calculated with the “if converted” method described above and capped as per their respective contractual terms, which resulted in 2,796,164 incremental shares. For the period from January 20, 2022 through December 2022, securities that could potentially dilute basic earnings per share in the future that were not included in the computation of diluted earnings per share, because to do so would have anti-dilutive effect, are any incremental shares resulting from the outstanding warrants calculated with the treasury stock method. |
Equity Incentive Plan
Equity Incentive Plan | 12 Months Ended |
Dec. 31, 2022 | |
Equity Incentive Plan [Abstract] | |
Equity Incentive Plan | 13. Equity Incentive Plan: Prior to consummation of the Spin-Off, the Company’s Board of Directors adopted an Equity Incentive Plan, or the Plan, pursuant to which the Company could issue up to 150,000 common shares. On October 14, 2022, the Plan was amended and restated to increase the aggregate number of shares of the common stock reserved for issuance under the Plan to 1,500,000 shares. On December 28, 2022, the Plan was further amended and restated to increase the aggregate number of shares of the common stock reserved for issuance under the Plan to 2,000,000 shares. On October 14, 2022, the Compensation Committee of the Company granted an aggregate of 1,000,000 restricted shares of common stock pursuant to the Plan. Of the total 1,000,000 shares issued on October 14, 2022, 800,000 shares were granted to the members of the Board of Directors of the Company and 200,000 shares were granted to certain of the Company’s service providers (Note 3). The fair value of each share on the grant date was $2.28. On October 14, 2022, 333,344 shares vested, while 333,328 shares vested on January 5, 2023 and 333,328 shares will vest on June 5, 2023. On December 28, 2022, the Compensation Committee of the Company granted an aggregate of 700,000 restricted shares of common stock pursuant to the Plan. Of the total 700,000 shares issued on December 28, 2022, 580,000 shares were granted to the members of the Board of Directors and 120,000 shares were granted to certain of the Company’s service providers (Note 3). The fair value of each share on the grant date was $4.33. On December 28, 2022, 233,340 shares vested, while 233,330 shares will vest on June 5, 2023 and 233,330 shares will vest on October 5, 2023. The related expense for shares granted to the Company’s Board of Directors and certain of its service providers for the period from inception (January 20, 2022) through December 31, 2022, amounted to $2,789, and is included under “general and administration expenses”. Restricted shares during the period from inception (January 20, 2022) through December 31, 2022 are analyzed as follows: Number of Shares Weighted Average Grant Date Price Outstanding at January 20, 2022 - $ - Granted 1,700,000 3.12 Vested (566,684 ) 3.12 Outstanding at December 31, 2022 1,133,316 $ 3.12 The unrecognized cost for the non-vested shares granted to the Company’s Board of Directors and certain of its service providers for the period from inception (January 20, 2022) through December 31, 2022 amounted to $2,522. On December 31, 2022, the weighted-average period over which the total compensation cost related to non-vested awards granted to the Company’s Board of Directors and certain of its service providers not yet recognized is expected to be recognized is 0.76 years. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events On January 10, 2023, the Company paid a special dividend of $7,373 (Note 9). Upon the settlement of the dividend to the common and participating shareholders, the exercise price of Class A warrants was adjusted from $3.25 to $2.25 in accordance with their provisions. On January 30, 2023, the Company amended and restated the August 2022 EnTrust Facility for the purpose of the buyers of the Goodship Tradership On February 7, 2023, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Kamsarmax vessel, the Liberty K Oasea at delivery and subsequently through the March 2023 Neptune Sale and Leaseback (as defined below). On February 7, 2023, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Kamsarmax vessel, the Hampton Bay (to be renamed Cretansea On February 9, 2023, the Company entered into a bareboat charter agreement with an unaffiliated third party for a secondhand Panamax vessel, the Oceanic Power Chrisea On February 10, 2023, the Company took delivery of the Goodship Goodship On February 22, 2023, the Company announced the initiation of a regular quarterly dividend of $0.075 per common share and declared a dividend of $0.075 per common share for the fourth quarter of 2022. The quarterly dividend for the fourth quarter of 2022 is payable around April 6, 2023 to the shareholders of record as of March 22, 2023. On February 28, 2023, the Company took delivery of the Tradership Tradership On March 3, 2023, the Company obtained a commitment letter from Neptune Maritime Leasing Limited for a five-year sale and leaseback transaction (the “March 2023 Neptune Sale and Leaseback”) to finance part of the transaction cost of the Hampton Bay (to be renamed Cretansea ) On March 31, 2023, the Company entered into a sale and leaseback agreement with Neptune Maritime Leasing Limited (the March 2023 Neptune Sale and Leaseback) to finance part of the acquisition cost of the Oasea During 2023 and as of the date of the issuance of these consolidated financial statements, 706,000 of the Class A warrants issued in connection with the August 2022 equity offering (Note 9) have been exercised for gross proceeds of $1,708. 7,035,970 Class A warrants remain outstanding. |
Basis of Presentation and Gen_2
Basis of Presentation and General Information (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Basis of Presentation and General Information [Abstract] | ||
Basis of Presentation and General Information | 1. Basis of Presentation and General Information: United Maritime Corporation (the “Company” or “United”) was incorporated by Seanergy Maritime Holdings Corp. ( “Seanergy” or “Parent”) on January 20, 2022 As further discussed in Note 3, Seanergy contributed the vessel-owning subsidiary of the Gloriuship (number of shares adjusted for the one-for-ten The financial statements of the Company have been presented for the period from inception (January 20, 2022) through December 31, 2022. They include the accounts of United from January 20, 2022 and the accounts of the Company’s wholly-owned subsidiaries upon the Spin-Off consummation on July 5, 2022. No comparatives are presented, as the Spin-Off has been accounted for as a transfer of assets rather than of a business. Following Russia’s invasion of Ukraine in February 2022, the U.S., several European Union nations, the UK and other countries imposed sanctions against Russia, which include, among others, restrictions on selling or importing goods, services or technology in or from affected regions, travel bans and asset freezes impacting connected individuals and political, military, business and financial organizations in Russia, severing large Russian banks from U.S. and/or other financial systems, and barring some Russian enterprises from raising money in the U.S. market. In addition, the U.S. and certain other North Atlantic Treaty Organization (NATO) countries have been supplying Ukraine with military aid. The U.S., EU nations and other countries could impose wider sanctions and take other actions. With uncertainty remaining at high levels with regards to the global impact of the sanctions already imposed to date and the possibility of additional sanctions as well as retaliation measures from Russia’s side that may follow in the period to come, it is difficult to accurately assess any future impact it may have on our Company. To date, no apparent consequences have been identified on the Company’s business, nor any specific implications on any of its existing counterparties, including clients, suppliers and lenders. It should be noted however that since the Company employs Ukrainian and Russian seafarers, it may face problems in relation to their employment, repatriation, salary payments and be subject to claims to this respect. The scope or intensity of the ongoing military conflict as well as sanctions and other actions undertaken in response to it could increase, potentially having negative effects on the global economy and markets. Any of these occurrences, or the continuation or worsening of any such occurrences, could eventually have an adverse effect our business, financial condition, results of operations and cash flows. a. Subsidiaries in Consolidation: United’s subsidiaries included in these consolidated financial statements as of December 31, 2022: Company Country of Incorporation Vessel name Date of Delivery Date of Sale/Disposal United Management Corp. (1)(2) Marshall Islands N/A N/A N/A Sea Glorius Shipping Co. (1) Marshall Islands Gloriuship July 6, 2022 N/A Epanastasea Maritime Co. (1) Marshall Islands Epanastasea September 2, 2022 N/A Parosea Shipping Co. (1) Marshall Islands Parosea August 10, 2022 November 8, 2022 Bluesea Shipping Co. (1) Marshall Islands Bluesea August 12, 2022 December 1, 2022 Minoansea Maritime Co. (1) Marshall Islands Minoansea August 30, 2022 December 22, 2022 Good Maritime Co. (1)(Note 14) Liberia N/A N/A N/A Traders Maritime Co. (1)(Note 14) Marshall Islands N/A N/A N/A (1) Subsidiaries wholly owned (2) Management company | |
United Maritime Predecessor [Member] | ||
Basis of Presentation and General Information [Abstract] | ||
Basis of Presentation and General Information | 1. Basis of Presentation and General Information: United Maritime Corporation (the “Company” or “United”) was incorporated by Seanergy Maritime Holdings Corp. (or “Seanergy” or “Parent”) on January 20, 2022 under the laws of the Republic of the Marshall Islands, having a share capital of 500 registered shares, of no par value, issued to the Parent. The Company was formed to serve as the holding company of the following vessel-owning company which was a subsidiary of Seanergy (the “Subsidiary”, or “United Maritime Predecessor”): • Sea Glorius Shipping Co. On July 5, 2022, the spin-off transaction was consumed and the Parent contributed the Subsidiary to United and, as the sole shareholder of the Company, distributed the Company’s common shares to its shareholders and series B preferred shares on a pro rata basis. Following the spin-off consummation, United Maritime Corporation and Seanergy are independent publicly traded companies. The accompanying predecessor carve-out financial statements are those of the Subsidiary for all periods presented using the historical carrying costs of the assets and the liabilities of the ship-owning company above from the dates of its incorporation. The Subsidiary is incorporated to provide global shipping transportation services through the ownership of vessels. The vessel is owned through a separate wholly-owned subsidiary. Following Russia’s invasion of Ukraine in February 2022, the U.S., several European Union nations, the UK and other countries have announced sanctions against Russia. The sanctions announced by the U.S. and other countries against Russia include, among others, restrictions on selling or importing goods, services or technology in or from affected regions, travel bans and asset freezes impacting connected individuals and political, military, business and financial organizations in Russia, severing large Russian banks from U.S. and/or other financial systems, and barring some Russian enterprises from raising money in the U.S. market. The U.S., EU nations and other countries could impose wider sanctions and take other actions as a result of the war. With uncertainty remaining at high levels with regards to the global impact of the sanctions already announced to date and the possibility of additional sanctions as well as retaliation measures from Russia’s side that may follow in the period to come, it is difficult to accurately assess the exact impact on the Subsidiary. To date, no apparent consequences have been identified on the Subsidiary’s business, nor any specific implications on any of its existing counterparties, including clients, suppliers and lenders. It should be noted however that since the Subsidiary employs Ukrainian seafarers, it may face problems in relation to their employment, repatriation, salary payments and be subject to claims to this respect. Notwithstanding the foregoing, it is possible that the war might eventually have an adverse effect our business, financial condition, results of operations and cash flows. |
Significant Accounting Polici_2
Significant Accounting Policies (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Significant Accounting Policies [Abstract] | ||
Significant Accounting Policies | 2. Significant Accounting Policies: (a) Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and include the accounts and operating results of United and its wholly-owned subsidiaries where United has control. Control is presumed to exist when United, through direct or indirect ownership, retains the majority of the voting interest. In addition, United evaluates its relationships with other entities to identify whether they are variable interest entities and to assess whether it is the primary beneficiary of such entities. If the determination is made that the Company is the primary beneficiary, then that entity is included in the consolidated financial statements. When the Company does not have a controlling interest in an entity, but exerts a significant influence over the entity, the Company applies the equity method of accounting. All intercompany balances and transactions have been eliminated on consolidation. The Company deconsolidates a subsidiary or derecognizes a group of assets when the Company no longer controls the subsidiary or group of assets specified in Accounting Standards Codification (ASC or Codification) 810-10-40-3A. When control is lost, the Company derecognizes the assets and liabilities of the qualifying subsidiary or group of assets. The Financial Accounting Standards Board (“FASB”) concluded that the loss of control and the related deconsolidation of a subsidiary or derecognition of a group of assets specified in ASC 810-10-40-3A is a significant economic event that changes the nature of the investment held in the subsidiary or group of assets. Based on this consideration, a gain or loss is recognized upon the deconsolidation of a subsidiary or derecognition of a group of assets. (b) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful lives and determination of vessels’ impairment. (c) Foreign Currency Translation United’s functional currency is the United States dollar since the Company’s vessels operate in international shipping markets and therefore primarily transact business in U.S. Dollars. The Company’s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates that are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to United States dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the consolidated statement of operations. (d) Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents and restricted cash, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of the financial condition of its customers, receives charter hires in advance and generally does not require collateral for its accounts receivable. (e) Cash and Cash Equivalents United considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. (f) Term Deposits United classifies time deposits and all highly liquid investments with an original maturity of more than three months as term deposits. (g) Restricted Cash Restricted cash is excluded from cash and cash equivalents. Restricted cash represents minimum cash deposits or cash collateral deposits required to be maintained with certain banks under the Company’s borrowing arrangements or in relation to bank guarantees issued on behalf of the Company, which are legally restricted as to withdrawal or use. In the event that the obligation relating to such deposits is expected to be terminated within the next twelve months, these deposits are classified as current assets; otherwise, they are classified as non-current assets. Restricted cash, non-current as presented in the accompanying balance sheet was used to finance part of the acquisition cost of non-current assets (Note 5), thus it is classified as non-current (h) Accounts Receivable Trade Accounts receivable trade, net at each balance sheet date, includes receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. Receivables related to spot voyages are determined to be unconditional and are included in “Accounts Receivable Trade, Net”. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Company also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact in the Company’s financial statements as of the date of the adoption of ASC 326 from the inception of the company and as of December 31, 2022. No provision for doubtful accounts was established as of December 31, 2022. (i) Inventories Inventories consist of lubricants and bunkers, which are measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. (j) Insurance Claims The Company records insurance claim recoveries for insured losses incurred on damage to fixed assets and for insured crew medical expenses and for legal fees covered by directors’ and officers’ liability insurance. Insurance claim recoveries are recorded, net of any deductible amounts, at the time the Company’s fixed assets suffer insured damages or when crew medical expenses are incurred, recovery is probable under the related insurance policies, the claim is not subject to litigation and the Company can make an estimate of the amount to be reimbursed. The classification of the insurance claims into current and non-current assets is based on management’s expectations as to their collection dates. The Company assesses the counterparties’ credit worthiness according to provisions of ASC 326, Financial Instruments—Credit Losses. No insurance claims existed as of December 31, 2022, thus no provision for credit losses was recorded. (k) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed amounting to $383, are included in “Deferred charges and other investments, non-current” in the consolidated balance sheet. Amounts paid for this equipment are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. (l) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessels (25 years), after considering the estimated salvage value. Salvage value is estimated by the Company by taking the cost of steel times the weight of the ship noted in lightweight ton. Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or for other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affect depreciation expense in the period of the revision and future periods. (m) Impairment of Long-Lived Assets (Vessels) The Company reviews its long-lived assets for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, business plans to dispose a vessel earlier than the end of its useful life and other business plans, indicate that the carrying amount of the assets, plus any unamortized dry-docking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions with decreased charter rates and decreased vessel market values are conditions that the Company considers to be indicators of a potential impairment for its vessels. The Company determines undiscounted projected operating cash flows for each vessel and compares it to the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, the Company impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. For the year ended December 31, 2022, indicators of impairment existed for one of the Company’s vessels. The carrying value of the Company’s vessel plus any unamortized dry-docking costs and cost of any equipment not yet installed for which impairment indicators existed as at December 31, 2022, was $17,634. From the impairment exercise performed, the undiscounted projected operating cash flows expected to be generated by the use of the vessel were higher than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, and thus the Company concluded that no impairment charge should be recorded. (n) Dry-Docking and Special Survey Costs The Company follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. Amounts are included in “Deferred charges and other investments, non-current”. (o) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. (p) Revenue Recognition Revenues are generated from time charters and spot charters. Revenues generated from time charter agreements contain a lease as they meet the criteria of a lease under ASC 842. Agreements with the same charterer are accounted for as separate agreements according to their specific terms and conditions. All agreements contain a minimum non-cancellable period and an extension period at the option of the charterer. Each lease term is assessed at the inception of that lease. Under a time charter agreement the charterer pays a daily hire for the use of the vessel and reimburses the owner for hold cleanings, extra insurance premiums for navigating in restricted areas and damages caused by the charterers. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. Revenues from time charter agreements providing for varying annual rates are accounted for as operating leases and thus recognized on a straight-line basis over the non-cancellable rental periods of such agreements, as service is performed. Deferred revenue includes cash received prior to the balance sheet date for which all criteria to recognize as revenue have not been met. The Company, as lessor, has elected not to separate lease and non-lease components (operation and maintenance of the vessel) as their timing and pattern of transfer to the charterer, as the lessee, are the same and the lease component, if accounted for separately, would be classified as an operating lease. Additionally, the lease component is considered the predominant component as the Company has assessed that more value is ascribed to the vessel rather than to the services provided under the time charter contracts. Vessels are employed on short to medium-term time charter contracts, which provide flexibility in responding to market developments. For dry bulk vessels, rental income on the Company’s time charters is mostly calculated at an index linked rate based on the five T/C routes rate of the Baltic Capesize Index. Under the terms of our dry bulk vessel’s time charter agreement, the Company has the option to convert the floating index linked rate into a fixed charter rate based on the prevailing forward freight agreement curve. In 2022, the option to convert the floating rate earned by the Gloriuship into a fixed daily rate was exercised for the period from April 1, 2022 until November 30, 2022. For the tanker vessels rental income on the Company’s time charters is mostly calculated at a fixed daily rate Spot charter agreements are charter hires, where a contract is made in the spot market for the use of a vessel for a specific voyage at a specified charter rate per ton of cargo. Spot charter revenue is recognized on a pro-rata basis over the duration of the voyage from loading to discharge, when a voyage agreement exists, the price is fixed or determinable, service is provided and the collection of the related revenue is reasonably assured. For voyage charters, the Company satisfies its single performance obligation to transfer cargo under the contract over the voyage period. The Company has taken the practical expedient not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. Demurrage income, which is considered a form of variable consideration, is included in voyage revenues, and represents payments by the charterer to the vessel owner when loading or discharging time exceeds the stipulated time in the voyage charter agreements Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the Company’s pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable: • based on the pool points attributed to each vessel (which are determined by vessel attributes such as cargo carrying capacity, speed, fuel consumption, and construction and other characteristics); or • by making adjustments to account for the cost performance, the bunkering fees and the trading capabilities of each vessel; and • the number of days the vessel participated in the pool in the period (excluding off-hire days). The Company records revenue generated from the pools in accordance with ASC 842, Leases, since it assesses that a vessel pool arrangement is a variable time charter with the variable lease payments recorded as income in profit or loss in the period in which the changes in facts and circumstances on which the variable lease payments are based occur. (q) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties and commissions to related parties (Note 3) are included in “Vessel revenue, net” while brokerage commissions to third parties are included in “Voyage expenses”. For the year ended December 31, 2022, an amount of $424 was included in “Vessel revenue, net” related to commission to third parties. (r) Vessel Voyage Expenses Vessel voyage expenses primarily consist of port, canal, bunker expenses and brokerage commissions that are unique to a particular charter and are paid for by the charterer under time charter agreements and other non-specified voyage expenses. Under a spot charter, the Company incurs and pays for certain voyage expenses, primarily consisting of bunkers consumption, brokerage commissions, port and canal costs. Under ASC 606 and after implementation of ASC 340-40 “Other assets and deferred costs” for contract costs, incremental costs of obtaining a contract with a customer and contract fulfillment costs are capitalized and amortized as the performance obligation is satisfied, if certain criteria are met. The Company has adopted the practical expedient not to capitalize incremental costs when the amortization period (voyage period) is less than one year. Costs to fulfill the contract prior to arriving at the load port primarily consist of bunkers which are deferred and amortized during the voyage period. Voyage costs arising as performance obligation are expensed as incurred. (s) Fair value of above/ below market acquired time charters: The Company values any asset or liability arising from the market value of the time charters assumed when a vessel is acquired or contributed. Where vessels are acquired or contributed with existing time charters, the Company determines the present value of the difference between: (i) the contractual charter rate and (ii) the market rate for a charter of equivalent duration prevailing at the time the vessels are delivered. In discounting the charter rate differences in future periods, the Company uses its cost of capital for each vessel. The cost of the acquisition is allocated to the vessel and the in-place time charter attached on the basis of their relative fair values. Such intangible asset or liability is recognized ratably as an adjustment to revenues over the remaining term of the assumed time charter. (t) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in “Vessel operating expenses”. (u) Financing Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method under modification guidance. The Company presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying balance sheet. For the accounting of the unamortized deferred financing costs following debt extinguishment, see below (Note 2(aa)). (v) Income Taxes Pursuant to the Internal Revenue Code of the United States (the “Code”), U.S. source income from the international operations of ships is generally exempt from U.S. tax if the company operating the ships meets both of the following requirements: (a) the Company is organized in a foreign country that grants an equivalent exception to corporations organized in the United States and (b) either (i) more than 50% of the value of the Company’s stock is owned, directly or indirectly, by individuals who are “residents” of the Company’s country of organization or of another foreign country that grants an “equivalent exemption” to corporations organized in the United States (50% Ownership Test) or (ii) the Company’s stock is “primarily and regularly traded on an established securities market” in its country of organization, in another country that grants an “equivalent exemption” to United States corporations, or in the United States (Publicly-Traded Test). Notwithstanding the foregoing, the regulations provide, in pertinent part, that each class of the Company’s stock will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actually or constructively under specified stock attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of the value of such class of the Company’s outstanding stock (“5 Percent Override Rule”). Based on the Company’s analysis of its shareholdings during 2022, the Publicly-Traded Test for the entire 2022 year has been satisfied in that less than 50% of the Company’s issued and outstanding shares were held by persons who each own directly or indirectly 5% or more of the vote and value of such class of stock for more than half the days during the 2022 taxable year. Effectively, the Company and each of its subsidiaries qualify for this statutory tax exemption for the 2022 taxable year. Certain charterparties of the Company contain clauses that permit the Company to seek reimbursement from charterers of any U.S. tax paid. The Company’s U.S. federal income tax based on its U.S. source shipping income for 2022 was $ NIL (w) Stock-based Compensation Stock-based compensation represents vested and non-vested common stock granted to directors and employees for their services as well as to non-employees. The Company calculates stock-based compensation expense for the award based on its fair value on the grant date and recognizes it on an accelerated basis over the vesting period. The Company assumes that all non-vested shares will vest. The Company does not include estimated forfeitures in determining the total stock-based compensation expense because it elects to accounts the forfeitures of non-vested shares as incurred. The Company re-evaluates the reasonableness of its assumption at each reporting period. (x) Earnings per Share Basic earnings per common share are computed by dividing net income available to United’s shareholders by the weighted average number of common shares outstanding during the period. Unvested shares granted under the Company’s incentive plan, or else, are entitled to receive dividends which are not refundable, even if such shares are forfeited, and therefore are considered participating securities for basic earnings per share calculation purposes, using the two-class method. Diluted earnings per share is computed by (i) dividing net income attributable to common stockholders by the weighted average number of common shares plus (ii) the dilutive effect for warrants and share based payments awards outstanding during the applicable period computed using the treasury stock method which assumes that the “proceeds” upon exercise of these awards or warrants are used to purchase common shares at the average market price for the period and (iii) the dilutive effect of convertible preferred shares, using the if converted method. The two-class method is used for diluted earnings per common share when such is the most dilutive method, considering anti–dilution sequencing as per ASC 260. Potential common shares that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted earnings per share (y) Segment Reporting United reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, United has determined that it operates under one reportable segment. Furthermore, when United charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. (z) Fair Value Measurements The Company follows the provisions of ASC 820, Fair Value Measurement • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. (aa) Debt Modifications and Extinguishments The Company follows the provisions of ASC 470-50, Modifications and Extinguishments , to account for all modifications or extinguishments of debt instruments, except debt that is extinguished through a troubled debt restructuring or a conversion of debt to equity securities of the debtor pursuant to conversion privileges provided in terms of the debt at issuance. This Subtopic also provides guidance on whether an exchange of debt instruments with the same creditor constitutes an extinguishment and whether a modification of a debt instrument should be accounted for in the same manner as an extinguishment. In circumstances where an exchange of debt instruments or a modification of a debt instrument does not result in extinguishment accounting, this Subtopic provides guidance on the appropriate accounting treatment. Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as deferred charges. Costs paid directly to third parties are expensed as incurred. Deferred financing costs are presented as a deduction from the corresponding liability. Such fees are deferred and amortized to interest and finance costs during the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. In particular, ASC 470-50-40-2 indicates that for extinguishments of debt, the difference between the reacquisition price and the net carrying amount of the extinguished debt (which includes any deferred debt issuance costs) should be recognized as a gain or loss when the debt is extinguished and identified as a separate item. (ab) Distinguishing Liabilities from Equity The Company follows the provisions of ASC 480 “Distinguishing liabilities from equity” to determine the classification of certain freestanding financial instruments as either liabilities or equity. The Company, in its assessment for the accounting of the warrants issued in connection with the July 20, 2022 public offering, the Series B Preferred Shares and the Series C Preferred Shares issued to Seanergy in exchange for working capital contribution, has taken into consideration ASC 480 and determined that the warrants, the Series B Preferred Shares and the Series C Preferred Shares should be classified as equity instead of liability. In its assessment for the warrants, the Company identified certain embedded features, examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. Upon exercise of the warrants, the holder is entitled to receive common shares. In its assessment for the Series C Preferred Shares, the Company identified certain features, such as redemption rights, conversion rights, voting rights and dividend rights. In its assessment, the Company examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. The Company concluded that equity classification was appropriate . The Series C Preferred Shares were redeemed within the year and no Series C Preferred Shares were outstanding as of December 31, 2022 (Note 9).The $500 payment over the face value was accounted for as a deemed dividend according to ASC 260-10-S99-2 (ac) Going Concern For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. (ad) Share repurchases The Company records the repurchase of its common shares at cost. The Company’s common shares repurchased for retirement, are immediately cancelled and the Company’s common stock is accordingly reduced. Any excess of the cost of the shares over their par value is allocated in additional paid-in capital, in accordance with ASC 505-30-30, Treasury Stock. (ae) Evaluation of Nonmonetary Transactions When the Company enters into a nonmonetary transaction as defined broadly under ASC 845, Nonmonetary Transactions Recent Accounting Pronouncements Adopted The Company has adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848) | |
United Maritime Predecessor [Member] | ||
Significant Accounting Policies [Abstract] | ||
Significant Accounting Policies | 2. Significant Accounting Policies: (a) Basis of Presentation The accompanying predecessor carve-out financial statements include the accounts of the legal entity comprising the Subsidiary as discussed in Note 1. United Maritime Predecessor has historically operated as part of Parent and not as a standalone company. Financial statements representing the historical operations of Parent’s business have been derived from Parent’s historical accounting records and are presented on a carve-out basis. All revenues, costs, assets and liabilities directly associated with the business activity of United Maritime Predecessor are included in the financial statements. The financial statements are prepared in conformity with the U.S. generally accepted accounting principles and reflect the financial position, results of operations and cash flows associated with the business activity of the United Maritime Predecessor as they were historically managed. The predecessor carve-out statements of operations also reflect intercompany expense allocations made to United Maritime Predecessor by Seanergy of certain general and administrative expenses from Parent (Note 4). However, amounts recognized by United Maritime Predecessor are not necessarily representative of the amounts that would have been reflected in the financial statements had the Subsidiary operated independently of the Parent as the Subsidiary would have had additional administrative expenses, including legal, professional, treasury and regulatory compliance and other costs normally incurred by a listed public entity. Management has estimated these additional administrative expenses to be $0.3 million, $0.6 million and $0.3 million, for the period from January 1, 2022 to July 5, 2022, and for the years ended December 31, 2021 and 2020, respectively. Both the United Maritime Predecessor and Seanergy consider the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Subsidiary during the periods presented. The allocations may not, however, reflect the expense the Subsidiary would have incurred as an independent, publicly traded company for the periods presented. United Maritime Predecessor’s accounting pronouncements are in alignment with the Parent’s accounting pronouncement as adopted. United Maritime Predecessor has no common capital structure for the combined business and, accordingly, has not presented historical earnings per share. (b) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful life and determination of vessel impairment. (c) Foreign Currency Translation The Subsidiary’s functional currency is the United States dollar since the Subsidiary ‘s vessel operates in international shipping markets and therefore primarily transact business in U.S. Dollars. The Subsidiary ‘s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates, which are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to U.S. Dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the carve-out statements of operations. (d) Concentration of Credit Risk Financial instruments, which potentially subject the Subsidiary to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Subsidiary limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition. (e) Cash and Cash Equivalents The Subsidiary considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. (f) Accounts Receivable Trade Accounts receivable trade, net, at each balance sheet date, include receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Subsidiary also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact for the period from January 1, 2022 through July 5, 2022 and as of December 31, 2021 and 2020, respectively. (g) Inventories Inventories consist of lubricants. Inventory is measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. (h) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed, are included in “Deferred charges and other-long term investments, non-current” in the carve-out balance sheet. Amounts paid (if any) for other-long term investments, non-current, refer to equipment for the vessels not yet installed, and are included in “Vessel’s improvements” under “Cash flows from investing activities” in the carve-out statements of cash flows. (i) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessel, after considering the estimated salvage value. Management estimates the useful life of the Subsidiary’s vessel to be 25 years from the date of initial delivery from the shipyard. Salvage value is estimated by the Subsidiary by taking the cost of steel times the weight of the ship noted in lightweight ton (“LWT”). Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affects depreciation expense in the period of the revision and future periods. (j) Impairment of Long-Lived Assets (Vessel) The Subsidiary reviews its long-lived asset (vessel) for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, and business plans to dispose the vessel earlier than the end of its useful life indicate that the carrying amount of the vessel plus unamortized drydocking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions in the dry bulk market with decreased charter rates and decreased vessel market values are conditions that the Subsidiary considers indicators of a potential impairment for its vessel. The Subsidiary determines undiscounted projected operating cash flows for its vessel and compares it to the vessel’s carrying value, plus unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than its carrying value, plus unamortized dry-docking costs and cost of any equipment not yet installed, the Subsidiary impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. The Subsidiary’s assessment concluded that no impairment loss should be recorded for the period from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and December 31, 2020. (k) Dry-Docking and Special Survey Costs The Subsidiary follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the expected date of the next dry-docking which is scheduled to become due in 2 to 3 years. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. (l) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. (m) Revenue Recognition Revenues are generated from time charters. A time charter is a contract for the use of a vessel as well as vessel operations for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. A bareboat charter is a contract in which the vessel is provided to the charterer for a fixed period of time at a specified daily rate, which is generally payable in advance. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. In February 2016, the FASB issued ASU No. 2016-–2 - Leases (ASC 842), and as amended, it requires lessees to recognize most leases on the carve-out balance sheet. The Subsidiary adopted ASC 842, as amended from time to time, retrospectively from January 1, 2018. The Subsidiary also elected to apply the additional and optional transition method to new and existing leases at the adoption date as well as all the practical expedients which allowed the Subsidiary’s existing lease arrangements, in which it was a lessee or lessor, classified as operating leases under ASC 840 to continue to be classified as operating leases under ASC 842. The Subsidiary assessed the time charter contracts and concluded that these contracts contain a lease with the related executory costs (insurance), as well as non-lease components to provide other services related to the operation of the vessel, with the most substantial service being the crew cost to operate the vessel. Charterers individually accounting for more than 10% of revenues during the period from January 1, 2022 through July 5, 2022 and for the years ended December 31, 2021 and 2020 were: Customer From January 1, 2022 through July 5, 2022 2021 2020 A 100% 100% 100% Total 100% 100% 100% Subsidiary’s vessel revenue, net figures derived from time charters for the period from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and 2020 was $2,327,323, $7,395,241 and $4,124,016, respectively. Deferred revenue represents cash received in advance of performance under the contract prior to the balance sheet date and is realized when the associated revenue is recognized under the contract in periods after such date. The Deferred revenue is allocated on a straight-line basis over the minimum duration of each charter party, except for unearned revenue, which represents cash received in advance of services which have not yet been provided. (n) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties are included in Commissions. Address commission to related parties are included in Commissions-related party. Brokerage commissions to third parties are included in Voyage expenses. (o) Voyage Expenses Voyage expenses primarily consist of port, canal, bunker expenses and brokerage commissions that are unique to a particular charter and are paid for by the charterer under time charter agreements. Subsidiary’s voyage expenses figures derived from time charters for the period ended from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and 2020 was $440,132, $144,614 and $132,796, respectively. (p) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in Vessel operating expenses. (q) Finance Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid are expensed in the period the repayment is made. The Subsidiary presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying carve-out balance sheet. (r) Income Taxes Under the laws of the country of the Subsidiary’s incorporation and the vessel’s registration, the Subsidiary is not subject to tax on international shipping income; however, it is subject to registration and tonnage taxes, which are included in vessel operating expenses in the accompanying carve-out statements of operations. The vessel-owning companies with vessels that have called on the United States are obliged to file tax returns with the Internal Revenue Service and pay tax at a rate of 4% on U.S.-source gross transportation income (generally, 50% of revenues from voyages to or from the U.S.) unless an exemption applies. The Subsidiary’s vessel did not call on U.S. ports at any time between 2020 through July 5, 2022. (s) Fair Value Measurements The Subsidiary follows the provisions of ASC 820 “ Fair Value Measurements and Disclosures In accordance with the requirements of accounting guidance relating to Fair Value Measurements, the Subsidiary classifies and discloses its assets and liabilities carried at the fair value in one of the following categories: ○ Level 1: Quoted market prices in active markets for identical assets or liabilities; ○ Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; ○ Level 3: Unobservable inputs that are not corroborated by market data. (t) Debt Modifications and Extinguishments The Subsidiary follows the provisions of ASC 470-50, Modifications and Extinguishments (u) Segment Reporting The Subsidiary reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, the Subsidiary has determined that it operates under one reportable segment. Furthermore, a vessel is chartered, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. (v) Going Concern Under ASC 205-40, Going Concern, management is required to evaluate whether there is substantial doubt about a company’s ability to continue as a going concern and on related required footnote disclosures. For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. Recent Accounting Pronouncements Adopted The Subsidiary has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted There are no recent accounting pronouncements the adoption of which is expected to have a material effect on the Company’s financial statements in the current or any future periods. |
Transactions with Related Par_2
Transactions with Related Parties (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Transactions with Related Parties [Abstract] | ||
Transactions with Related Parties | 3. Transactions with related parties: On January 20, 2022, United was incorporated by Seanergy, under the laws of the Republic of the Marshall Islands to serve as the holding company of the Predecessor upon Consummation of the Spin-Off (Note 1). Following the Spin-Off, United and Seanergy are independent publicly-traded companies. The Spin-Off was pro rata to the shareholders of the Parent, including holders of the Parent’s outstanding common shares and Series B preferred shares, so that such holders maintained the same proportionate interest in the Parent and in United both immediately before and immediately after the Spin-Off. Contribution and Conveyance Agreement: Gloriuship Rights of First Refusa l On July 26, 2022, the Company issued 5,000 additional Series C Preferred Shares to Seanergy in exchange for $5,000 cash in connection with United’s funding the deposits payable for four tanker vessels acquired (Note 5). On November 28, 2022, the outstanding 10,000 Series C preferred shares of United held by Seanergy were redeemed by the Company at a price equal to 105% of the original issue price for a total cash outflow of $10,500. Total dividends paid in respect with the Series C Preferred Shares up to date of redemption amounted to $243. Management Agreements: Master Management Agreement United has entered into a master management agreement with Seanergy for the provision of technical, administrative, commercial, brokerage and certain other services. Certain of these services are being subcontracted to or contracted directly with Seanergy’s wholly owned subsidiaries, Seanergy Shipmanagement Corp. (“Seanergy Shipmanagement”) and Seanergy Management Corp. (“Seanergy Management”). In consideration of Seanergy providing such services (“service providers”), United pays a fixed administration fee of $325 per vessel per day to Seanergy. The initial term of the master management agreement with Seanergy will expire on December 31, 2024. Unless three months’ notice of non-renewal is given by either party prior to the end of the then current term, this agreement will automatically extend for additional 12-month periods. The master management agreement may be terminated immediately only for cause and at any time by either party with three months’ prior notice, and no termination fee will be payable. From January 20, 2022 until December 31, 2022, management fees charged from Seanergy amounted to $203 and is presented under “Management fees- related party” in the accompanying statement of operations. As of December 31, 2022, the balance due to Seanergy amounted to $439 and is included in “Due to related parties” in the accompanying consolidated balance sheet. Technical Management Agreement In relation to the technical management, Seanergy Shipmanagement is responsible for arranging (directly or by subcontracting) for the crewing of the vessels, the day-to-day operations, inspections, maintenance, repairs, drydocking, purchasing, insurance and claims handling for the Gloriuship From January 20, 2022 until December 31, 2022, management fees charged from Seanergy Shipmanagement amounted to $82 and is presented under “Management fees- related party” in the accompanying statement of operations. As of December 31, 2022, United had no outstanding balance to Seanergy Shipmanagement. Commercial Management Agreement In addition, United has entered into a commercial management agreement with Seanergy Management pursuant to which Seanergy Management acts as agent for United’s subsidiaries (directly or through subcontracting) for the commercial management of their vessels, including chartering, monitoring thereof, freight collection, and sale and purchase. United has agreed to pay to Seanergy Management a fee equal to 1.25% of the gross freight, demurrage and charter hire collected from the employment of United’s vessels, except for any vessels that are chartered-out to Seanergy. Seanergy Management also earns a fee equal to 1% of the contract price of any vessel bought or sold by them on United’s behalf, except for any vessels bought or sold from or to Seanergy, or in respect of any vessel sale relating to a sale and leaseback transaction. From January 20, 2022 until December 31, 2022, fees charged under the commercial agreement amounted to $296 and is included in “Vessels revenue, net” in the accompanying statement of operations. From January 20, 2022 until December 31, 2022 fees charges in relation to sale and purchase services amounted to $1,810 and are presented in “ Gain on sale of vessels, net” and “ Vessels, net” (Note 5). On October 14, 2022 and December 28, 2022, the Compensation Committee of the Company granted 200,000 shares and 120,000 shares, respectively, to certain of the Company’s service providers (Note 13). As of December 31, 2022, balance due to Seanergy Management amounted to $390 and is included in “Due to related parties” in the accompanying consolidated balance sheet. On December 27, 2022, the Company entered into definitive agreements to acquire two Capesize vessels from Seanergy for an aggregate purchase price of $36,250 (Notes 5 and 14). | |
United Maritime Predecessor [Member] | ||
Transactions with Related Parties [Abstract] | ||
Transactions with Related Parties | 3. Transactions with Related Parties: The Subsidiary receives management services from Seanergy Management Corp. (“Seanergy Management”), a Marshall Islands corporation, a wholly owned subsidiary controlled by Seanergy. Under the services agreement entered into on May 15, 2017, United Maritime Predecessor pays Seanergy Management a commission of 1.25% on hire and freight revenue earned for chartering and post fixture services provided. The commission expense for the period from January 1, 2022 through July 5, 2022 and for the years ended December 31, 2021 and 2020 amounted to $29,479, $97,695 and $53,515, respectively, and is separately reflected under Commissions - related party in the accompanying carve-out statements of operations. In addition, under the same agreement, the Subsidiary pays Seanergy Management a daily fee of $650 for the provision of management services. Management fees charged from January 1, 2022 through July 2022, and for the years ended 2021 and 2020 amounted to $136,225, $237,250 and $237,900, respectively, and are separately reflected as Management fees - related party in the accompanying carve-out statements of operations. United Maritime Predecessor’s amounts due to Seanergy Management as of December 31, 2021 are assumed by the Parent (Note 4). |
Parent Investment, Net (Predece
Parent Investment, Net (Predecessor) | 6 Months Ended |
Jul. 05, 2022 | |
United Maritime Predecessor [Member] | |
Parent Investment, Net [Abstract] | |
Parent Investment, Net | 4. Parent Investment, Net: As of December 31, 2021 and 2020, Parent investment, net consists of the amounts contributed by the Parent, to finance part of the acquisition cost of the vessel, commercial and management services, intercompany amounts due to or from the Parent for working capital purposes, which are forgiven and treated as contributions or distributions of capital and other general and administrative expenses allocated to the United Maritime Predecessor by Parent. Allocated general and administrative expenses include expenses of Parent such as executive’s cost, legal, treasury, regulatory compliance and other costs. These expenses were allocated on a pro rata basis, based on the number of ownership days of the Subsidiary’s vessel compared to the number of ownership days of the total Seanergy fleet. Such allocations are believed to be reasonable, but may not reflect the actual costs if the United Maritime Predecessor had operated as a standalone company. Capital contributions during 2020 and for the period from January 1,2022 through July 5, 2022, amounted to $1,960,687 and $1,253,526, respectively. Capital distributions for 2021 amounted to $2,441,795. As part of Parent, United Maritime Predecessor is dependent upon Parent for all of its working capital and financing requirements, as Parent uses a centralized approach to cash management and financing of its operations. Financial transactions relating to United Maritime Predecessor are accounted for through the Parent equity account and reflected in the carve-out statements of Parent’s equity as an increase or decrease in Parent investment, net. Accordingly, none of Parent’s cash, cash equivalents or debt at the corporate level have been assigned to the United Maritime Predecessor in the financial statements. Parent equity, net represents Parent’s interest in the recorded net assets of the United Maritime Predecessor. |
Vessels, Net (Predecessor)
Vessels, Net (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Vessels, Net [Abstract] | ||
Vessels, Net | 5. Vessels, Net: The amounts in the accompanying consolidated balance sheet are analyzed as follows: Cost: Beginning balance at January 20, 2022 - - Vessel contributed by Seanergy 18,500 - Additions 80,648 - Disposals (60,379 ) Ending balance at December 31, 2022 38,769 Accumulated depreciation: Beginning balance at January 20, 2022 - - Depreciation for the period (1,903 ) - Disposals 646 Ending balance at December 31, 2022 (1,257 ) Net book value 37,512 Vessel contribution On July 6, 2022, Seanergy contributed the vessel-owning subsidiary of the Gloriuship Acquisitions On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Aframax oil tanker, the Parosea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Aframax oil tanker, the Bluesea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand LR2 product tanker vessel, the Minoansea On July 11, 2022, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand LR2 product tanker vessel, the Epanastasea The Epanastasea was acquired with a below-market time charter. The value of the below-market time charter of $146 was recognized as an addition to “Vessels, net” in the consolidated balance sheet. During the year ended December 31, 2022, an amount of $1,208 of expenditures related to vessels’ acquisition cost were capitalized and will be depreciated over the remaining useful life of each vessel. Amounts paid for the additions are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. Advances for Vessels Acquisitions and Other Costs On December 19, 2022, pursuant to the terms of the Right of First Refusal Agreement, described above (Note 3), the Company received a transfer notice from Seanergy in relation to the proposed sales of the Goodship and the Tradership. On December 27, 2022, the Company entered into an agreement with an affiliated party for the purchase of a secondhand Capesize vessel, the Goodship On December 27, 2022, the Company entered into an agreement with an affiliated party for the purchase of a secondhand Capesize vessel, the Tradership Gain on sale of vessels, net On September 24, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Parosea vessels On September 24, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Bluesea Gain on sale of vessels On December 12, 2022, the Company entered into an agreement with an unaffiliated third party for the sale of the Minoansea Gain on sale of vessels | |
United Maritime Predecessor [Member] | ||
Vessels, Net [Abstract] | ||
Vessels, Net | 5. Vessel, Net: The amounts in the accompanying carve-out balance sheet are analyzed as follows: December 31, 2021 Cost: Beginning balance 16,925,546 - Additions - Ending balance 16,925,546 Accumulated depreciation: Beginning balance (3,888,510 ) - Additions (756,765 ) Ending balance (4,645,275 ) Net book value 12,280,271 On November 3, 2015, the Subsidiary acquired the Gloriuship The Gloriuship Vessel’s depreciation expense for the period from January 1, 2022 through July 5, 2022, and for the years ended December 31, 2021 and 2020, amounted to $400,285, $756,765 and $758,839, respectively, and is included in “Depreciation” in the accompanying carve- out statements of operations. |
Long-Term Debt (Predecessor)
Long-Term Debt (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Long-Term Debt [Abstract] | ||
Long-Term Debt | 6. Long-Term Debt and Other Financial Liabilities: The amounts in the accompanying consolidated balance sheet are analyzed as follows: December 31, 2022 Long-term debt 43,200 Less: Deferred financing costs (594 ) Total 42,606 Less - current portion (7,473 ) Long-term portion 35,133 Senior long-term debt July 2022 EnTrust Facility On July 1, 2022, the loan facility entered into between Seanergy and Kroll Agency Services Limited and Kroll Trustee Services Limited as facility agent and security agent, respectively, and certain nominees of EnTrust Global as lenders, for the Gloriuship, Gloriuship August 2022 EnTrust Facility On August 8, 2022, the Company entered into a new loan facility with Kroll Agency Services Limited and Kroll Trustee Services Limited, as facility agent and security agent, respectively, and certain nominees of EnTrust Global as lenders in order to partially finance the acquisition of the Parosea , Bluesea , Minoansea and Epanastasea . The loan facility amount was originally $63,600, divided into four tranches with a term of 18 months: Tranche A of $16,200 which was secured by the Bluesea , Tranche B of $16,200 which was secured by the Parosea , Tranche C of $15,200 which was secured by the Minoansea and Tranche D of $16,000 secured by the Epanastasea . The facility bore interest at a fixed rate of 7.90% per annum. On November 8, 2022 and December 1, 2022 upon the completion of the sale of the Parosea , and the Bluesea , respectively, the Company completed the prepayment of the relevant tranches of $16,200 each. On the date of each repayment, $257 and $245 of unamortized debt discounts of Parosea and Bluesea, respectively, were written off according to the debt extinguishment guidance of ASC 470-50 “Debt Modifications and Extinguishments” and were included in “Loss in extinguishment of debt” in the consolidated statement of operations. On December 21, 2022, the Company entered into a supplemental agreement pursuant to which upon the completion of the sale of the Minoansea , the lenders agreed to waive the obligation of the Company to prepay Tranche C and continue to make available the relevant amount for the purpose of partially financing the acquisition cost of two new Capesize vessels, the Goodship and Tradership (Notes 5 and 14). Pursuant to this agreement, the fixed interest rate of Tranche C was amended to 9.00% per annum. The amount underlying Tranche C ($15,200) remained blocked in favor of the security agent until the acquisition of the new vessels. The facility is secured by first priority mortgages, general assignments covering earnings, insurances and requisition compensation, account pledge agreements concerning the earnings accounts, shares’ security agreements concerning the vessel-owning subsidiaries’ shares and relevant technical and commercial managers’ undertakings. The facility agreement includes certain restrictions on dividends from the Borrowers’ accounts and other distributions. The loan facility following the prepayments of Tranche A and Tranche B is repayable in one installment of $2,000 at the ninth month after the initialization date, one installment of $1,000 at the twelfth month after the utilization date, one installment of $3,000 at the fifteenth month after the utilization date and a balloon payment of $25,200 at maturity. As of December 31, 2022, the amount outstanding under this facility was $31,200. Pursuant to an amendment and restatement of the subject facility which was entered into on January 30, 2023, the Tranche C was replaced by two tranches of $7,000 and $8,200, secured by the M/V Goodship and M/V Tradership, respectively, upon their delivery (Note 14). As of December 31, 2022, the Company was in compliance with all covenants relating to its loan facilities as at that date. As of December 31, 2022, two of the Company’s owned vessels, having a net carrying value of $37,512, were subject to first and second priority mortgages as collaterals to their long-term debt facilities. The annual principal payments required to be made after December 31, 2022 for all long-term debt, are as follows: Twelve month periods ending December 31, Amount 2023 8,000 2024 35,200 Total 43,200 | |
United Maritime Predecessor [Member] | ||
Long-Term Debt [Abstract] | ||
Long-Term Debt | 6. Long-Term Debt: The amounts in the accompanying carve-out balance sheet are analyzed as follows: December 31, 2021 Secured loan facilities 5,500,000 Less: Deferred financing costs (119,256 ) Total 5,380,744 Less – current portion (1,177,074 ) Long-term portion 4,203,670 Existing Loan Facilities New Entrust Facility On July 15, 2020, following the repayment of the previous loan agreement, that resulted in “Gain on debt refinancing of $1,490,601, Seanergy’s two vessel owning subsidiaries of the Gloriuship Geniuship Geniuship Gloriuship Geniuship Gloriuship Gloriuship Geniuship Geniuship Geniuship The annual principal payments required to be made after December 31, 2021 , Year ended December 31, Amount 2022 1,250,000 2023 1,400,000 2024 1,400,000 2025 1,450,000 2026 - Total 5,500,000 |
Financial Instruments (Predeces
Financial Instruments (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Financial Instruments [Abstract] | ||
Financial Instruments | 7. Financial Instruments: The guidance for fair value measurements applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The same guidance requires that assets and liabilities carried at fair value should be classified and disclosed in one of the following three categories based on the inputs used to determine its fair value: • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. (a) Significant Risks and Uncertainties, including Business and Credit Concentration The Company places its temporary cash investments, consisting mostly of deposits, 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. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its accounts receivable and does not have any agreements to mitigate credit risk. (b) Fair Value of Financial Instruments The fair values of the financial instruments shown in the consolidated balance sheet as of December 31, 2022, represent management’s best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Those fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. Those judgments are developed by the Company based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: a. Cash and cash equivalents, accounts receivable trade, other current assets, prepaid expenses, trade accounts and other payables and accrued liabilities: the carrying amounts approximate fair value because of the short maturity of these instruments. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current. b. Long-term debt: The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The carrying value of $43,200 is 1.1% higher than the fair market value of $42,742. The fair value of the fixed interest long-term debt has been obtained through Level 2 inputs of the fair value hierarchy. c. The aggregate fair value as of the Spin-off date of $18,500 of the vessel contributed to the Company as part of the Spin-off was determined through Level 2 inputs of the fair value hierarchy by taking into consideration two third party valuations obtained for the vessel. d. The fair value as of the Spin-off date of $308 of the time charter attached to the Gloriuship (Note 2(s)) e. The July 2022 EnTrust Facility fair value of $4,950 assumed by the Company as part of the Spin Off was determined through Level 2 inputs of the fair value hierarchy by taking into consideration prevailing market rates and approximated its respective carrying value as of the Spin-off date. f. The Series B preferred shares issued to Seanergy’s shareholders as part of the Spin Off, which have no economic interest, were recorded at par value. g. The Series C preferred shares issued to Seanergy as of the Spin-off date as part of the Contribution and Conveyance Agreement with Seanergy were recorded at their face value, which was determined to be its fair value through Level 2 inputs of the fair value hierarchy. The Company’s debt and equity financings and the market risk-free rate were all used in determining the fair value of the Series C preferred shares. | |
United Maritime Predecessor [Member] | ||
Financial Instruments [Abstract] | ||
Financial Instruments | 7. Financial Instruments: The guidance for fair value measurements applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The same guidance requires that assets and liabilities carried at fair value should be classified and disclosed in one of the following three categories based on the inputs used to determine its fair value: • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. (a) Significant Risks and Uncertainties, including Business and Credit Concentration The Subsidiary places its temporary cash investments, consisting mostly of deposits, primarily with high credit qualified financial institutions. The Subsidiary performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Subsidiary’s investment strategy. The Subsidiary limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its accounts receivable and does not have any agreements to mitigate credit risk. (b) Fair Value of Financial Instruments The fair values of the financial instruments shown in the carve-out balance sheet as of December 31, 2021, represent management’s best estimate of the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction between market participants at that date. Those fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Subsidiary’s own judgments about the assumptions that mark et participants would use in pricing the asset or liability. Those judgments are developed by the Subsidiary based on the best information available in the circumstances. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: a) Cash and cash equivalents, accounts receivable trade, net and trade accounts and other payables: the carrying amounts approximate fair value because of the short maturity of these instruments. b) Long-term debt: The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The Subsidiary believes the terms of its fixed interest long-term debt are similar to those that could be procured as of December 31, 2021, and the carrying value of $5,500,000 is 3.11% lower than the fair market value of $5,670,844. The fair value of the fixed interest long-term debt has been obtained through Level 2 inputs (interest rate curves) of the fair value hierarchy. |
Commitments and Contingencies (
Commitments and Contingencies (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Commitments and Contingencies [Abstract] | ||
Commitments and Contingencies | 8. Commitments and Contingencies: Contingencies Various claims, lawsuits, and complaints, including those involving government regulations and product 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. As of December 31, 2022, management is not aware of any material claims or contingent liabilities, which have not been disclosed, or for which a provision has not been established in the accompanying consolidated financial statements. The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities that should be disclosed, or for which a provision should be established in the accompanying 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. Commitments The Company operates certain of its vessels under lease agreements. Time charters typically may provide for charterers’ options to extend the lease terms and termination clauses. The Company’s time charters duration was approximately 6 months and extension periods vary from 2 to 4 months. In addition, the time charters contain termination clauses which protect either the Company or the charterers from material adverse events. Variable lease payments in the Company’s time charters vary based on changes on freight market index. The Company has the option to convert some of these variable lease payments to fixed based on the prevailing Capesize forward freight agreement rates. As at December 31, 2022, the Company had an aggregate amount of unrecognized unconditional purchase obligations amounting to $23,562, in connection with the agreements to acquire two vessels from an affiliated party, under which the Company had paid an advance of such purchase prices (Note 5) and the balance was paid on the delivery of the vessels (Note 14). As at December 31, 2022, all of the Company’s vessels were fixed under time charter agreements, considered as operating leases accounted for as per ASC 842 requirements. The minimum contractual gross charter revenues expected to be generated from fixed and non-cancelable time charter contracts existing as at December 31, 2022 and until their expiration falling within 2023 is estimated at $4,121. For index-linked time charter contracts the calculation was made using the charter rates that prevail at the balance sheet date for index-linked time charters and the fixed rates for fixed periods time charters (these amounts do not include any assumed off-hire). | |
United Maritime Predecessor [Member] | ||
Commitments and Contingencies [Abstract] | ||
Commitments and Contingencies | 8. Commitments and Contingencies: Commitments As at July 5, 2022, future minimum contractual charter revenue based on vessel’s committed non-cancelable time charter contracts using the charter rates that prevail at the balance sheet date for index-linked time charters and the fixed rates for fixed period time charters (these amounts do not include any assumed off-hire) is estimated at $4,705,066. Contingencies Various claims, lawsuits, and complaints, including those involving government regulations and product 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 Subsidiary s vessel. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying financial statements. The Subsidiary accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying financial statements. The Subsidiary is covered for liabilities associated with the individual vessel’s actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs. |
Interest and Finance Costs (Pre
Interest and Finance Costs (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Interest and Finance Costs [Abstract] | ||
Interest and Finance Costs | 11. Interest and Finance Costs: Interest and finance costs are analyzed as follows: From January 20, 2022 through December 31, 2022 Interest on long-term debt 2,045 Amortization of deferred finance costs and debt discount 352 Other 55 Total 2,452 | |
United Maritime Predecessor [Member] | ||
Interest and Finance Costs [Abstract] | ||
Interest and Finance Costs | 9. Interest and Finance Costs: Interest and finance costs are analyzed as follows: From January 1, 2022 through Year ended December 31 July 5, 2022 2021 2020 Interest on long-term debt 280,554 621,046 592,801 Amortization of debt issuance costs 44,308 101,289 96,300 Other, net (1,074 ) 21,352 19,344 Total 323,788 743,687 708,445 |
Subsequent Events (Predecessor)
Subsequent Events (Predecessor) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Subsequent Events [Abstract] | ||
Subsequent Events | 14. Subsequent Events On January 10, 2023, the Company paid a special dividend of $7,373 (Note 9). Upon the settlement of the dividend to the common and participating shareholders, the exercise price of Class A warrants was adjusted from $3.25 to $2.25 in accordance with their provisions. On January 30, 2023, the Company amended and restated the August 2022 EnTrust Facility for the purpose of the buyers of the Goodship Tradership On February 7, 2023, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Kamsarmax vessel, the Liberty K Oasea at delivery and subsequently through the March 2023 Neptune Sale and Leaseback (as defined below). On February 7, 2023, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Kamsarmax vessel, the Hampton Bay (to be renamed Cretansea On February 9, 2023, the Company entered into a bareboat charter agreement with an unaffiliated third party for a secondhand Panamax vessel, the Oceanic Power Chrisea On February 10, 2023, the Company took delivery of the Goodship Goodship On February 22, 2023, the Company announced the initiation of a regular quarterly dividend of $0.075 per common share and declared a dividend of $0.075 per common share for the fourth quarter of 2022. The quarterly dividend for the fourth quarter of 2022 is payable around April 6, 2023 to the shareholders of record as of March 22, 2023. On February 28, 2023, the Company took delivery of the Tradership Tradership On March 3, 2023, the Company obtained a commitment letter from Neptune Maritime Leasing Limited for a five-year sale and leaseback transaction (the “March 2023 Neptune Sale and Leaseback”) to finance part of the transaction cost of the Hampton Bay (to be renamed Cretansea ) On March 31, 2023, the Company entered into a sale and leaseback agreement with Neptune Maritime Leasing Limited (the March 2023 Neptune Sale and Leaseback) to finance part of the acquisition cost of the Oasea During 2023 and as of the date of the issuance of these consolidated financial statements, 706,000 of the Class A warrants issued in connection with the August 2022 equity offering (Note 9) have been exercised for gross proceeds of $1,708. 7,035,970 Class A warrants remain outstanding. | |
United Maritime Predecessor [Member] | ||
Subsequent Events [Abstract] | ||
Subsequent Events | 10. Subsequent Events: Contribution by Parent of the Subsidiary to United Maritime Corporation: |
Significant Accounting Polici_3
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Significant Accounting Policies [Abstract] | |
Principles of Consolidation | (a) Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) and include the accounts and operating results of United and its wholly-owned subsidiaries where United has control. Control is presumed to exist when United, through direct or indirect ownership, retains the majority of the voting interest. In addition, United evaluates its relationships with other entities to identify whether they are variable interest entities and to assess whether it is the primary beneficiary of such entities. If the determination is made that the Company is the primary beneficiary, then that entity is included in the consolidated financial statements. When the Company does not have a controlling interest in an entity, but exerts a significant influence over the entity, the Company applies the equity method of accounting. All intercompany balances and transactions have been eliminated on consolidation. The Company deconsolidates a subsidiary or derecognizes a group of assets when the Company no longer controls the subsidiary or group of assets specified in Accounting Standards Codification (ASC or Codification) 810-10-40-3A. When control is lost, the Company derecognizes the assets and liabilities of the qualifying subsidiary or group of assets. The Financial Accounting Standards Board (“FASB”) concluded that the loss of control and the related deconsolidation of a subsidiary or derecognition of a group of assets specified in ASC 810-10-40-3A is a significant economic event that changes the nature of the investment held in the subsidiary or group of assets. Based on this consideration, a gain or loss is recognized upon the deconsolidation of a subsidiary or derecognition of a group of assets. |
Use of Estimates | (b) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful lives and determination of vessels’ impairment. |
Foreign Currency Translation | (c) Foreign Currency Translation United’s functional currency is the United States dollar since the Company’s vessels operate in international shipping markets and therefore primarily transact business in U.S. Dollars. The Company’s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates that are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to United States dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the consolidated statement of operations. |
Concentration of Credit Risk | (d) Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents and restricted cash, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of the financial condition of its customers, receives charter hires in advance and generally does not require collateral for its accounts receivable. |
Cash and Cash Equivalents | (e) Cash and Cash Equivalents United considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Term Deposits | (f) Term Deposits United classifies time deposits and all highly liquid investments with an original maturity of more than three months as term deposits. |
Restricted Cash | (g) Restricted Cash Restricted cash is excluded from cash and cash equivalents. Restricted cash represents minimum cash deposits or cash collateral deposits required to be maintained with certain banks under the Company’s borrowing arrangements or in relation to bank guarantees issued on behalf of the Company, which are legally restricted as to withdrawal or use. In the event that the obligation relating to such deposits is expected to be terminated within the next twelve months, these deposits are classified as current assets; otherwise, they are classified as non-current assets. Restricted cash, non-current as presented in the accompanying balance sheet was used to finance part of the acquisition cost of non-current assets (Note 5), thus it is classified as non-current |
Accounts Receivable Trade | (h) Accounts Receivable Trade Accounts receivable trade, net at each balance sheet date, includes receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. Receivables related to spot voyages are determined to be unconditional and are included in “Accounts Receivable Trade, Net”. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Company also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact in the Company’s financial statements as of the date of the adoption of ASC 326 from the inception of the company and as of December 31, 2022. No provision for doubtful accounts was established as of December 31, 2022. |
Inventories | (i) Inventories Inventories consist of lubricants and bunkers, which are measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. |
Insurance Claims | (j) Insurance Claims The Company records insurance claim recoveries for insured losses incurred on damage to fixed assets and for insured crew medical expenses and for legal fees covered by directors’ and officers’ liability insurance. Insurance claim recoveries are recorded, net of any deductible amounts, at the time the Company’s fixed assets suffer insured damages or when crew medical expenses are incurred, recovery is probable under the related insurance policies, the claim is not subject to litigation and the Company can make an estimate of the amount to be reimbursed. The classification of the insurance claims into current and non-current assets is based on management’s expectations as to their collection dates. The Company assesses the counterparties’ credit worthiness according to provisions of ASC 326, Financial Instruments—Credit Losses. No insurance claims existed as of December 31, 2022, thus no provision for credit losses was recorded. |
Vessels | (k) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed amounting to $383, are included in “Deferred charges and other investments, non-current” in the consolidated balance sheet. Amounts paid for this equipment are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. |
Vessel Depreciation | (l) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessels (25 years), after considering the estimated salvage value. Salvage value is estimated by the Company by taking the cost of steel times the weight of the ship noted in lightweight ton. Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or for other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affect depreciation expense in the period of the revision and future periods. |
Impairment of Long-Lived Assets (Vessels) | (m) Impairment of Long-Lived Assets (Vessels) The Company reviews its long-lived assets for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, business plans to dispose a vessel earlier than the end of its useful life and other business plans, indicate that the carrying amount of the assets, plus any unamortized dry-docking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions with decreased charter rates and decreased vessel market values are conditions that the Company considers to be indicators of a potential impairment for its vessels. The Company determines undiscounted projected operating cash flows for each vessel and compares it to the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, the Company impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. For the year ended December 31, 2022, indicators of impairment existed for one of the Company’s vessels. The carrying value of the Company’s vessel plus any unamortized dry-docking costs and cost of any equipment not yet installed for which impairment indicators existed as at December 31, 2022, was $17,634. From the impairment exercise performed, the undiscounted projected operating cash flows expected to be generated by the use of the vessel were higher than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, and thus the Company concluded that no impairment charge should be recorded. |
Dry-Docking and Special Survey Costs | (n) Dry-Docking and Special Survey Costs The Company follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. Amounts are included in “Deferred charges and other investments, non-current”. |
Commitments and Contingencies | (o) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. |
Revenue Recognition | (p) Revenue Recognition Revenues are generated from time charters and spot charters. Revenues generated from time charter agreements contain a lease as they meet the criteria of a lease under ASC 842. Agreements with the same charterer are accounted for as separate agreements according to their specific terms and conditions. All agreements contain a minimum non-cancellable period and an extension period at the option of the charterer. Each lease term is assessed at the inception of that lease. Under a time charter agreement the charterer pays a daily hire for the use of the vessel and reimburses the owner for hold cleanings, extra insurance premiums for navigating in restricted areas and damages caused by the charterers. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. Revenues from time charter agreements providing for varying annual rates are accounted for as operating leases and thus recognized on a straight-line basis over the non-cancellable rental periods of such agreements, as service is performed. Deferred revenue includes cash received prior to the balance sheet date for which all criteria to recognize as revenue have not been met. The Company, as lessor, has elected not to separate lease and non-lease components (operation and maintenance of the vessel) as their timing and pattern of transfer to the charterer, as the lessee, are the same and the lease component, if accounted for separately, would be classified as an operating lease. Additionally, the lease component is considered the predominant component as the Company has assessed that more value is ascribed to the vessel rather than to the services provided under the time charter contracts. Vessels are employed on short to medium-term time charter contracts, which provide flexibility in responding to market developments. For dry bulk vessels, rental income on the Company’s time charters is mostly calculated at an index linked rate based on the five T/C routes rate of the Baltic Capesize Index. Under the terms of our dry bulk vessel’s time charter agreement, the Company has the option to convert the floating index linked rate into a fixed charter rate based on the prevailing forward freight agreement curve. In 2022, the option to convert the floating rate earned by the Gloriuship into a fixed daily rate was exercised for the period from April 1, 2022 until November 30, 2022. For the tanker vessels rental income on the Company’s time charters is mostly calculated at a fixed daily rate Spot charter agreements are charter hires, where a contract is made in the spot market for the use of a vessel for a specific voyage at a specified charter rate per ton of cargo. Spot charter revenue is recognized on a pro-rata basis over the duration of the voyage from loading to discharge, when a voyage agreement exists, the price is fixed or determinable, service is provided and the collection of the related revenue is reasonably assured. For voyage charters, the Company satisfies its single performance obligation to transfer cargo under the contract over the voyage period. The Company has taken the practical expedient not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. Demurrage income, which is considered a form of variable consideration, is included in voyage revenues, and represents payments by the charterer to the vessel owner when loading or discharging time exceeds the stipulated time in the voyage charter agreements Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the Company’s pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable: • based on the pool points attributed to each vessel (which are determined by vessel attributes such as cargo carrying capacity, speed, fuel consumption, and construction and other characteristics); or • by making adjustments to account for the cost performance, the bunkering fees and the trading capabilities of each vessel; and • the number of days the vessel participated in the pool in the period (excluding off-hire days). The Company records revenue generated from the pools in accordance with ASC 842, Leases, since it assesses that a vessel pool arrangement is a variable time charter with the variable lease payments recorded as income in profit or loss in the period in which the changes in facts and circumstances on which the variable lease payments are based occur. |
Commissions | (q) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties and commissions to related parties (Note 3) are included in “Vessel revenue, net” while brokerage commissions to third parties are included in “Voyage expenses”. For the year ended December 31, 2022, an amount of $424 was included in “Vessel revenue, net” related to commission to third parties. |
Vessel Voyage Expenses | (r) Vessel Voyage Expenses Vessel voyage expenses primarily consist of port, canal, bunker expenses and brokerage commissions that are unique to a particular charter and are paid for by the charterer under time charter agreements and other non-specified voyage expenses. Under a spot charter, the Company incurs and pays for certain voyage expenses, primarily consisting of bunkers consumption, brokerage commissions, port and canal costs. Under ASC 606 and after implementation of ASC 340-40 “Other assets and deferred costs” for contract costs, incremental costs of obtaining a contract with a customer and contract fulfillment costs are capitalized and amortized as the performance obligation is satisfied, if certain criteria are met. The Company has adopted the practical expedient not to capitalize incremental costs when the amortization period (voyage period) is less than one year. Costs to fulfill the contract prior to arriving at the load port primarily consist of bunkers which are deferred and amortized during the voyage period. Voyage costs arising as performance obligation are expensed as incurred. |
Fair value of above/below market acquired time charters | (s) Fair value of above/ below market acquired time charters: The Company values any asset or liability arising from the market value of the time charters assumed when a vessel is acquired or contributed. Where vessels are acquired or contributed with existing time charters, the Company determines the present value of the difference between: (i) the contractual charter rate and (ii) the market rate for a charter of equivalent duration prevailing at the time the vessels are delivered. In discounting the charter rate differences in future periods, the Company uses its cost of capital for each vessel. The cost of the acquisition is allocated to the vessel and the in-place time charter attached on the basis of their relative fair values. Such intangible asset or liability is recognized ratably as an adjustment to revenues over the remaining term of the assumed time charter. |
Repairs and Maintenance | (t) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in “Vessel operating expenses”. |
Finance Costs | (u) Financing Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method under modification guidance. The Company presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying balance sheet. For the accounting of the unamortized deferred financing costs following debt extinguishment, see below (Note 2(aa)). |
Income Taxes | (v) Income Taxes Pursuant to the Internal Revenue Code of the United States (the “Code”), U.S. source income from the international operations of ships is generally exempt from U.S. tax if the company operating the ships meets both of the following requirements: (a) the Company is organized in a foreign country that grants an equivalent exception to corporations organized in the United States and (b) either (i) more than 50% of the value of the Company’s stock is owned, directly or indirectly, by individuals who are “residents” of the Company’s country of organization or of another foreign country that grants an “equivalent exemption” to corporations organized in the United States (50% Ownership Test) or (ii) the Company’s stock is “primarily and regularly traded on an established securities market” in its country of organization, in another country that grants an “equivalent exemption” to United States corporations, or in the United States (Publicly-Traded Test). Notwithstanding the foregoing, the regulations provide, in pertinent part, that each class of the Company’s stock will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actually or constructively under specified stock attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of the value of such class of the Company’s outstanding stock (“5 Percent Override Rule”). Based on the Company’s analysis of its shareholdings during 2022, the Publicly-Traded Test for the entire 2022 year has been satisfied in that less than 50% of the Company’s issued and outstanding shares were held by persons who each own directly or indirectly 5% or more of the vote and value of such class of stock for more than half the days during the 2022 taxable year. Effectively, the Company and each of its subsidiaries qualify for this statutory tax exemption for the 2022 taxable year. Certain charterparties of the Company contain clauses that permit the Company to seek reimbursement from charterers of any U.S. tax paid. The Company’s U.S. federal income tax based on its U.S. source shipping income for 2022 was $ NIL |
Stock-based Compensation | (w) Stock-based Compensation Stock-based compensation represents vested and non-vested common stock granted to directors and employees for their services as well as to non-employees. The Company calculates stock-based compensation expense for the award based on its fair value on the grant date and recognizes it on an accelerated basis over the vesting period. The Company assumes that all non-vested shares will vest. The Company does not include estimated forfeitures in determining the total stock-based compensation expense because it elects to accounts the forfeitures of non-vested shares as incurred. The Company re-evaluates the reasonableness of its assumption at each reporting period. |
Earnings per Share | (x) Earnings per Share Basic earnings per common share are computed by dividing net income available to United’s shareholders by the weighted average number of common shares outstanding during the period. Unvested shares granted under the Company’s incentive plan, or else, are entitled to receive dividends which are not refundable, even if such shares are forfeited, and therefore are considered participating securities for basic earnings per share calculation purposes, using the two-class method. Diluted earnings per share is computed by (i) dividing net income attributable to common stockholders by the weighted average number of common shares plus (ii) the dilutive effect for warrants and share based payments awards outstanding during the applicable period computed using the treasury stock method which assumes that the “proceeds” upon exercise of these awards or warrants are used to purchase common shares at the average market price for the period and (iii) the dilutive effect of convertible preferred shares, using the if converted method. The two-class method is used for diluted earnings per common share when such is the most dilutive method, considering anti–dilution sequencing as per ASC 260. Potential common shares that have an anti-dilutive effect (i.e. those that increase income per share or decrease loss per share) are excluded from the calculation of diluted earnings per share |
Segment Reporting | (y) Segment Reporting United reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, United has determined that it operates under one reportable segment. Furthermore, when United charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. |
Fair Value Measurements | (z) Fair Value Measurements The Company follows the provisions of ASC 820, Fair Value Measurement • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. |
Debt Modifications and Extinguishments | (aa) Debt Modifications and Extinguishments The Company follows the provisions of ASC 470-50, Modifications and Extinguishments , to account for all modifications or extinguishments of debt instruments, except debt that is extinguished through a troubled debt restructuring or a conversion of debt to equity securities of the debtor pursuant to conversion privileges provided in terms of the debt at issuance. This Subtopic also provides guidance on whether an exchange of debt instruments with the same creditor constitutes an extinguishment and whether a modification of a debt instrument should be accounted for in the same manner as an extinguishment. In circumstances where an exchange of debt instruments or a modification of a debt instrument does not result in extinguishment accounting, this Subtopic provides guidance on the appropriate accounting treatment. Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as deferred charges. Costs paid directly to third parties are expensed as incurred. Deferred financing costs are presented as a deduction from the corresponding liability. Such fees are deferred and amortized to interest and finance costs during the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. In particular, ASC 470-50-40-2 indicates that for extinguishments of debt, the difference between the reacquisition price and the net carrying amount of the extinguished debt (which includes any deferred debt issuance costs) should be recognized as a gain or loss when the debt is extinguished and identified as a separate item. |
Distinguishing Liabilities from Equity | (ab) Distinguishing Liabilities from Equity The Company follows the provisions of ASC 480 “Distinguishing liabilities from equity” to determine the classification of certain freestanding financial instruments as either liabilities or equity. The Company, in its assessment for the accounting of the warrants issued in connection with the July 20, 2022 public offering, the Series B Preferred Shares and the Series C Preferred Shares issued to Seanergy in exchange for working capital contribution, has taken into consideration ASC 480 and determined that the warrants, the Series B Preferred Shares and the Series C Preferred Shares should be classified as equity instead of liability. In its assessment for the warrants, the Company identified certain embedded features, examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. Upon exercise of the warrants, the holder is entitled to receive common shares. In its assessment for the Series C Preferred Shares, the Company identified certain features, such as redemption rights, conversion rights, voting rights and dividend rights. In its assessment, the Company examined whether these fall under the definition of a derivative according to ASC 815 applicable guidance or whether certain of these features affected the classification. Derivative accounting was deemed inappropriate and thus no bifurcation of these features was performed. The Company concluded that equity classification was appropriate . The Series C Preferred Shares were redeemed within the year and no Series C Preferred Shares were outstanding as of December 31, 2022 (Note 9).The $500 payment over the face value was accounted for as a deemed dividend according to ASC 260-10-S99-2 |
Going Concern | (ac) Going Concern For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. |
Share repurchases | (ad) Share repurchases The Company records the repurchase of its common shares at cost. The Company’s common shares repurchased for retirement, are immediately cancelled and the Company’s common stock is accordingly reduced. Any excess of the cost of the shares over their par value is allocated in additional paid-in capital, in accordance with ASC 505-30-30, Treasury Stock. |
Evaluation of Nonmonetary Transactions | (ae) Evaluation of Nonmonetary Transactions When the Company enters into a nonmonetary transaction as defined broadly under ASC 845, Nonmonetary Transactions |
Recent Accounting Pronouncements Adopted and Not Yet Adopted | Recent Accounting Pronouncements Adopted The Company has adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848) |
Significant Accounting Polici_4
Significant Accounting Policies (Predecessor) (Policies) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Significant Accounting Policies [Abstract] | ||
Use of Estimates | (b) Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful lives and determination of vessels’ impairment. | |
Foreign Currency Translation | (c) Foreign Currency Translation United’s functional currency is the United States dollar since the Company’s vessels operate in international shipping markets and therefore primarily transact business in U.S. Dollars. The Company’s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates that are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to United States dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the consolidated statement of operations. | |
Concentration of Credit Risk | (d) Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Company places its cash and cash equivalents and restricted cash, consisting mostly of deposits, with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of the financial institutions in which it places its deposits. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of the financial condition of its customers, receives charter hires in advance and generally does not require collateral for its accounts receivable. | |
Cash and Cash Equivalents | (e) Cash and Cash Equivalents United considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. | |
Accounts Receivable Trade | (h) Accounts Receivable Trade Accounts receivable trade, net at each balance sheet date, includes receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. Receivables related to spot voyages are determined to be unconditional and are included in “Accounts Receivable Trade, Net”. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Company also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact in the Company’s financial statements as of the date of the adoption of ASC 326 from the inception of the company and as of December 31, 2022. No provision for doubtful accounts was established as of December 31, 2022. | |
Inventories | (i) Inventories Inventories consist of lubricants and bunkers, which are measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. | |
Vessels | (k) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed amounting to $383, are included in “Deferred charges and other investments, non-current” in the consolidated balance sheet. Amounts paid for this equipment are included in “Vessels acquisitions and improvements” under “Cash flows from investing activities” in the consolidated statement of cash flows. | |
Vessel Depreciation | (l) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessels (25 years), after considering the estimated salvage value. Salvage value is estimated by the Company by taking the cost of steel times the weight of the ship noted in lightweight ton. Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or for other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affect depreciation expense in the period of the revision and future periods. | |
Impairment of Long-Lived Assets (Vessel) | (m) Impairment of Long-Lived Assets (Vessels) The Company reviews its long-lived assets for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, business plans to dispose a vessel earlier than the end of its useful life and other business plans, indicate that the carrying amount of the assets, plus any unamortized dry-docking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions with decreased charter rates and decreased vessel market values are conditions that the Company considers to be indicators of a potential impairment for its vessels. The Company determines undiscounted projected operating cash flows for each vessel and compares it to the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, the Company impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed fleet days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. For the year ended December 31, 2022, indicators of impairment existed for one of the Company’s vessels. The carrying value of the Company’s vessel plus any unamortized dry-docking costs and cost of any equipment not yet installed for which impairment indicators existed as at December 31, 2022, was $17,634. From the impairment exercise performed, the undiscounted projected operating cash flows expected to be generated by the use of the vessel were higher than the vessel’s carrying value, plus any unamortized dry-docking costs and cost of any equipment not yet installed, and thus the Company concluded that no impairment charge should be recorded. | |
Dry-Docking and Special Survey Costs | (n) Dry-Docking and Special Survey Costs The Company follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the date the next survey is scheduled to become due. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. Amounts are included in “Deferred charges and other investments, non-current”. | |
Commitments and Contingencies | (o) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. | |
Revenue Recognition | (p) Revenue Recognition Revenues are generated from time charters and spot charters. Revenues generated from time charter agreements contain a lease as they meet the criteria of a lease under ASC 842. Agreements with the same charterer are accounted for as separate agreements according to their specific terms and conditions. All agreements contain a minimum non-cancellable period and an extension period at the option of the charterer. Each lease term is assessed at the inception of that lease. Under a time charter agreement the charterer pays a daily hire for the use of the vessel and reimburses the owner for hold cleanings, extra insurance premiums for navigating in restricted areas and damages caused by the charterers. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. Revenues from time charter agreements providing for varying annual rates are accounted for as operating leases and thus recognized on a straight-line basis over the non-cancellable rental periods of such agreements, as service is performed. Deferred revenue includes cash received prior to the balance sheet date for which all criteria to recognize as revenue have not been met. The Company, as lessor, has elected not to separate lease and non-lease components (operation and maintenance of the vessel) as their timing and pattern of transfer to the charterer, as the lessee, are the same and the lease component, if accounted for separately, would be classified as an operating lease. Additionally, the lease component is considered the predominant component as the Company has assessed that more value is ascribed to the vessel rather than to the services provided under the time charter contracts. Vessels are employed on short to medium-term time charter contracts, which provide flexibility in responding to market developments. For dry bulk vessels, rental income on the Company’s time charters is mostly calculated at an index linked rate based on the five T/C routes rate of the Baltic Capesize Index. Under the terms of our dry bulk vessel’s time charter agreement, the Company has the option to convert the floating index linked rate into a fixed charter rate based on the prevailing forward freight agreement curve. In 2022, the option to convert the floating rate earned by the Gloriuship into a fixed daily rate was exercised for the period from April 1, 2022 until November 30, 2022. For the tanker vessels rental income on the Company’s time charters is mostly calculated at a fixed daily rate Spot charter agreements are charter hires, where a contract is made in the spot market for the use of a vessel for a specific voyage at a specified charter rate per ton of cargo. Spot charter revenue is recognized on a pro-rata basis over the duration of the voyage from loading to discharge, when a voyage agreement exists, the price is fixed or determinable, service is provided and the collection of the related revenue is reasonably assured. For voyage charters, the Company satisfies its single performance obligation to transfer cargo under the contract over the voyage period. The Company has taken the practical expedient not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. Demurrage income, which is considered a form of variable consideration, is included in voyage revenues, and represents payments by the charterer to the vessel owner when loading or discharging time exceeds the stipulated time in the voyage charter agreements Pool revenue for each vessel is determined in accordance with the profit-sharing mechanism specified within each pool agreement. In particular, the Company’s pool managers aggregate the revenues and expenses of all of the pool participants and distribute the net earnings to participants, as applicable: • based on the pool points attributed to each vessel (which are determined by vessel attributes such as cargo carrying capacity, speed, fuel consumption, and construction and other characteristics); or • by making adjustments to account for the cost performance, the bunkering fees and the trading capabilities of each vessel; and • the number of days the vessel participated in the pool in the period (excluding off-hire days). The Company records revenue generated from the pools in accordance with ASC 842, Leases, since it assesses that a vessel pool arrangement is a variable time charter with the variable lease payments recorded as income in profit or loss in the period in which the changes in facts and circumstances on which the variable lease payments are based occur. | |
Commissions | (q) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties and commissions to related parties (Note 3) are included in “Vessel revenue, net” while brokerage commissions to third parties are included in “Voyage expenses”. For the year ended December 31, 2022, an amount of $424 was included in “Vessel revenue, net” related to commission to third parties. | |
Repairs and Maintenance | (t) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in “Vessel operating expenses”. | |
Finance Costs | (u) Financing Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method under modification guidance. The Company presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying balance sheet. For the accounting of the unamortized deferred financing costs following debt extinguishment, see below (Note 2(aa)). | |
Income Taxes | (v) Income Taxes Pursuant to the Internal Revenue Code of the United States (the “Code”), U.S. source income from the international operations of ships is generally exempt from U.S. tax if the company operating the ships meets both of the following requirements: (a) the Company is organized in a foreign country that grants an equivalent exception to corporations organized in the United States and (b) either (i) more than 50% of the value of the Company’s stock is owned, directly or indirectly, by individuals who are “residents” of the Company’s country of organization or of another foreign country that grants an “equivalent exemption” to corporations organized in the United States (50% Ownership Test) or (ii) the Company’s stock is “primarily and regularly traded on an established securities market” in its country of organization, in another country that grants an “equivalent exemption” to United States corporations, or in the United States (Publicly-Traded Test). Notwithstanding the foregoing, the regulations provide, in pertinent part, that each class of the Company’s stock will not be considered to be “regularly traded” on an established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actually or constructively under specified stock attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of the value of such class of the Company’s outstanding stock (“5 Percent Override Rule”). Based on the Company’s analysis of its shareholdings during 2022, the Publicly-Traded Test for the entire 2022 year has been satisfied in that less than 50% of the Company’s issued and outstanding shares were held by persons who each own directly or indirectly 5% or more of the vote and value of such class of stock for more than half the days during the 2022 taxable year. Effectively, the Company and each of its subsidiaries qualify for this statutory tax exemption for the 2022 taxable year. Certain charterparties of the Company contain clauses that permit the Company to seek reimbursement from charterers of any U.S. tax paid. The Company’s U.S. federal income tax based on its U.S. source shipping income for 2022 was $ NIL | |
Fair Value Measurements | (z) Fair Value Measurements The Company follows the provisions of ASC 820, Fair Value Measurement • Level 1: Quoted market prices in active markets for identical assets or liabilities; • Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; • Level 3: Unobservable inputs that are not corroborated by market data. | |
Debt Modifications and Extinguishments | (aa) Debt Modifications and Extinguishments The Company follows the provisions of ASC 470-50, Modifications and Extinguishments , to account for all modifications or extinguishments of debt instruments, except debt that is extinguished through a troubled debt restructuring or a conversion of debt to equity securities of the debtor pursuant to conversion privileges provided in terms of the debt at issuance. This Subtopic also provides guidance on whether an exchange of debt instruments with the same creditor constitutes an extinguishment and whether a modification of a debt instrument should be accounted for in the same manner as an extinguishment. In circumstances where an exchange of debt instruments or a modification of a debt instrument does not result in extinguishment accounting, this Subtopic provides guidance on the appropriate accounting treatment. Costs associated with new loans or refinancing of existing loans, including fees paid to lenders or required to be paid to third parties on the lender’s behalf for obtaining new loans or refinancing existing loans, are recorded as deferred charges. Costs paid directly to third parties are expensed as incurred. Deferred financing costs are presented as a deduction from the corresponding liability. Such fees are deferred and amortized to interest and finance costs during the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid or refinanced, meeting the criteria of debt extinguishment, are expensed in the period the repayment or refinancing is made. In particular, ASC 470-50-40-2 indicates that for extinguishments of debt, the difference between the reacquisition price and the net carrying amount of the extinguished debt (which includes any deferred debt issuance costs) should be recognized as a gain or loss when the debt is extinguished and identified as a separate item. | |
Segment Reporting | (y) Segment Reporting United reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, United has determined that it operates under one reportable segment. Furthermore, when United charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. | |
Going Concern | (ac) Going Concern For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. | |
Recent Accounting Pronouncements Adopted and Not Yet Adopted | Recent Accounting Pronouncements Adopted The Company has adopted ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) The Company has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting In January 2021, the FASB issued ASU No. 2021-01, Reference Rate Reform (Topic 848) | |
United Maritime Predecessor [Member] | ||
Significant Accounting Policies [Abstract] | ||
Basis of Presentation | (a) Basis of Presentation The accompanying predecessor carve-out financial statements include the accounts of the legal entity comprising the Subsidiary as discussed in Note 1. United Maritime Predecessor has historically operated as part of Parent and not as a standalone company. Financial statements representing the historical operations of Parent’s business have been derived from Parent’s historical accounting records and are presented on a carve-out basis. All revenues, costs, assets and liabilities directly associated with the business activity of United Maritime Predecessor are included in the financial statements. The financial statements are prepared in conformity with the U.S. generally accepted accounting principles and reflect the financial position, results of operations and cash flows associated with the business activity of the United Maritime Predecessor as they were historically managed. The predecessor carve-out statements of operations also reflect intercompany expense allocations made to United Maritime Predecessor by Seanergy of certain general and administrative expenses from Parent (Note 4). However, amounts recognized by United Maritime Predecessor are not necessarily representative of the amounts that would have been reflected in the financial statements had the Subsidiary operated independently of the Parent as the Subsidiary would have had additional administrative expenses, including legal, professional, treasury and regulatory compliance and other costs normally incurred by a listed public entity. Management has estimated these additional administrative expenses to be $0.3 million, $0.6 million and $0.3 million, for the period from January 1, 2022 to July 5, 2022, and for the years ended December 31, 2021 and 2020, respectively. Both the United Maritime Predecessor and Seanergy consider the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by the Subsidiary during the periods presented. The allocations may not, however, reflect the expense the Subsidiary would have incurred as an independent, publicly traded company for the periods presented. United Maritime Predecessor’s accounting pronouncements are in alignment with the Parent’s accounting pronouncement as adopted. United Maritime Predecessor has no common capital structure for the combined business and, accordingly, has not presented historical earnings per share. | |
Use of Estimates | (b) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates include evaluation of relationships with other entities to identify whether they are variable interest entities, determination of vessel useful life and determination of vessel impairment. | |
Foreign Currency Translation | (c) Foreign Currency Translation The Subsidiary’s functional currency is the United States dollar since the Subsidiary ‘s vessel operates in international shipping markets and therefore primarily transact business in U.S. Dollars. The Subsidiary ‘s books of accounts are maintained in U.S. Dollars. Transactions involving other currencies are translated into the United States dollar using exchange rates, which are in effect at the time of the transaction. At the balance sheet dates, monetary assets and liabilities, which are denominated in other currencies, are translated to U.S. Dollars at the foreign exchange rate prevailing at year-end. Gains or losses resulting from foreign currency translation are reflected in the carve-out statements of operations. | |
Concentration of Credit Risk | (d) Concentration of Credit Risk Financial instruments, which potentially subject the Subsidiary to significant concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. The Subsidiary limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers’ financial condition. | |
Cash and Cash Equivalents | (e) Cash and Cash Equivalents The Subsidiary considers time deposits and all highly liquid investments with an original maturity of three months or less to be cash equivalents. | |
Accounts Receivable Trade | (f) Accounts Receivable Trade Accounts receivable trade, net, at each balance sheet date, include receivables from charterers for hire, freight and demurrage billings, net of a provision for doubtful accounts. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts. The Subsidiary also assessed the provisions of ASC 326, Financial Instruments—Credit Losses, by assessing the counterparties’ credit worthiness and concluded that there is no material impact for the period from January 1, 2022 through July 5, 2022 and as of December 31, 2021 and 2020, respectively. | |
Inventories | (g) Inventories Inventories consist of lubricants. Inventory is measured at the lower of cost or net realizable value. Net realizable value is defined as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Cost is determined by the first in, first out method. | |
Vessels | (h) Vessels Vessels acquired as a part of a business combination are recorded at fair market value on the date of acquisition. Vessels acquired as asset acquisitions are stated at historical cost, which consists of the contract price less discounts, plus any material expenses incurred upon acquisition (delivery expenses and other expenditures to prepare for the vessel’s initial voyage). Vessels acquired from entities under common control are recorded at historical cost. Subsequent expenditures for conversions and major improvements are capitalized when they appreciably extend the life, increase the earning capacity or improve the efficiency or safety of the vessels. Expenditures for routine maintenance and repairs are expensed as incurred. In addition, other long-term investments, relating to vessels’ equipment not yet installed, are included in “Deferred charges and other-long term investments, non-current” in the carve-out balance sheet. Amounts paid (if any) for other-long term investments, non-current, refer to equipment for the vessels not yet installed, and are included in “Vessel’s improvements” under “Cash flows from investing activities” in the carve-out statements of cash flows. | |
Vessel Depreciation | (i) Vessel Depreciation Depreciation is computed using the straight-line method over the estimated useful life of the vessel, after considering the estimated salvage value. Management estimates the useful life of the Subsidiary’s vessel to be 25 years from the date of initial delivery from the shipyard. Salvage value is estimated by the Subsidiary by taking the cost of steel times the weight of the ship noted in lightweight ton (“LWT”). Salvage values are periodically reviewed and revised to recognize changes in conditions, new regulations or other reasons. Revisions of salvage values affect the depreciable amount of the vessels and affects depreciation expense in the period of the revision and future periods. | |
Impairment of Long-Lived Assets (Vessel) | (j) Impairment of Long-Lived Assets (Vessel) The Subsidiary reviews its long-lived asset (vessel) for impairment whenever events or changes in circumstances, such as prevailing market conditions, obsolesce or damage to the asset, and business plans to dispose the vessel earlier than the end of its useful life indicate that the carrying amount of the vessel plus unamortized drydocking costs and cost of any equipment not yet installed, may not be recoverable. The volatile market conditions in the dry bulk market with decreased charter rates and decreased vessel market values are conditions that the Subsidiary considers indicators of a potential impairment for its vessel. The Subsidiary determines undiscounted projected operating cash flows for its vessel and compares it to the vessel’s carrying value, plus unamortized dry-docking costs and cost of any equipment not yet installed. When the undiscounted projected operating cash flows expected to be generated by the use of the vessel and/or its eventual disposition are less than its carrying value, plus unamortized dry-docking costs and cost of any equipment not yet installed, the Subsidiary impairs the carrying amount of the vessel. Measurement of the impairment loss is based on the fair value of the asset as determined by independent valuators and use of available market data. The undiscounted projected operating cash inflows are determined by considering the charter revenues from existing time charters for the fixed days and an estimated daily time charter equivalent for the non-fixed days (based on a combination of one year charter rates estimates and the average of the trailing 10-year historical charter rates, excluding outliers) adjusted for commissions, expected off hires due to scheduled maintenance and estimated unexpected breakdown off hires. The undiscounted projected operating cash outflows are determined by applying various assumptions regarding vessel operating expenses and scheduled maintenance. The Subsidiary’s assessment concluded that no impairment loss should be recorded for the period from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and December 31, 2020. | |
Dry-Docking and Special Survey Costs | (k) Dry-Docking and Special Survey Costs The Subsidiary follows the deferral method of accounting for dry-docking costs and special survey costs whereby actual costs incurred are deferred and are amortized on a straight-line basis over the period through the expected date of the next dry-docking which is scheduled to become due in 2 to 3 years. Dry-docking costs which are not fully amortized by the next dry-docking period are expensed. | |
Commitments and Contingencies | (l) Commitments and Contingencies Liabilities for loss contingencies, arising from claims, assessments, litigation, fines and penalties, environmental and remediation obligations and other sources are recorded when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. | |
Revenue Recognition | (m) Revenue Recognition Revenues are generated from time charters. A time charter is a contract for the use of a vessel as well as vessel operations for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. A bareboat charter is a contract in which the vessel is provided to the charterer for a fixed period of time at a specified daily rate, which is generally payable in advance. Time charter revenue is recorded over the term of the charter agreement as the service is provided and collection of the related revenue is reasonably assured. Under a time charter, revenue is adjusted for a vessel’s off hire days due to major repairs, dry dockings or special or intermediate surveys. In February 2016, the FASB issued ASU No. 2016-–2 - Leases (ASC 842), and as amended, it requires lessees to recognize most leases on the carve-out balance sheet. The Subsidiary adopted ASC 842, as amended from time to time, retrospectively from January 1, 2018. The Subsidiary also elected to apply the additional and optional transition method to new and existing leases at the adoption date as well as all the practical expedients which allowed the Subsidiary’s existing lease arrangements, in which it was a lessee or lessor, classified as operating leases under ASC 840 to continue to be classified as operating leases under ASC 842. The Subsidiary assessed the time charter contracts and concluded that these contracts contain a lease with the related executory costs (insurance), as well as non-lease components to provide other services related to the operation of the vessel, with the most substantial service being the crew cost to operate the vessel. Charterers individually accounting for more than 10% of revenues during the period from January 1, 2022 through July 5, 2022 and for the years ended December 31, 2021 and 2020 were: Customer From January 1, 2022 through July 5, 2022 2021 2020 A 100% 100% 100% Total 100% 100% 100% Subsidiary’s vessel revenue, net figures derived from time charters for the period from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and 2020 was $2,327,323, $7,395,241 and $4,124,016, respectively. Deferred revenue represents cash received in advance of performance under the contract prior to the balance sheet date and is realized when the associated revenue is recognized under the contract in periods after such date. The Deferred revenue is allocated on a straight-line basis over the minimum duration of each charter party, except for unearned revenue, which represents cash received in advance of services which have not yet been provided. | |
Commissions | (n) Commissions Commissions, which include address and brokerage commissions, are recognized in the same period as the respective charter revenues. Address commissions to third parties are included in Commissions. Address commission to related parties are included in Commissions-related party. Brokerage commissions to third parties are included in Voyage expenses. | |
Voyage Expenses | (o) Voyage Expenses Voyage expenses primarily consist of port, canal, bunker expenses and brokerage commissions that are unique to a particular charter and are paid for by the charterer under time charter agreements. Subsidiary’s voyage expenses figures derived from time charters for the period ended from January 1, 2022 to July 5, 2022 and for the years ended December 31, 2021 and 2020 was $440,132, $144,614 and $132,796, respectively. | |
Repairs and Maintenance | (p) Repairs and Maintenance All repair and maintenance expenses, including major overhauling and underwater inspection expenses are expensed in the year incurred. Such costs are included in Vessel operating expenses. | |
Finance Costs | (q) Finance Costs Underwriting, legal and other direct costs incurred with the issuance of long-term debt or to refinance existing debt are deferred and amortized to interest expense over the life of the related debt using the effective interest method. Unamortized fees relating to loans repaid are expensed in the period the repayment is made. The Subsidiary presents unamortized deferred financing costs as a reduction of long-term debt in the accompanying carve-out balance sheet. | |
Income Taxes | (r) Income Taxes Under the laws of the country of the Subsidiary’s incorporation and the vessel’s registration, the Subsidiary is not subject to tax on international shipping income; however, it is subject to registration and tonnage taxes, which are included in vessel operating expenses in the accompanying carve-out statements of operations. The vessel-owning companies with vessels that have called on the United States are obliged to file tax returns with the Internal Revenue Service and pay tax at a rate of 4% on U.S.-source gross transportation income (generally, 50% of revenues from voyages to or from the U.S.) unless an exemption applies. The Subsidiary’s vessel did not call on U.S. ports at any time between 2020 through July 5, 2022. | |
Fair Value Measurements | (s) Fair Value Measurements The Subsidiary follows the provisions of ASC 820 “ Fair Value Measurements and Disclosures In accordance with the requirements of accounting guidance relating to Fair Value Measurements, the Subsidiary classifies and discloses its assets and liabilities carried at the fair value in one of the following categories: ○ Level 1: Quoted market prices in active markets for identical assets or liabilities; ○ Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data; ○ Level 3: Unobservable inputs that are not corroborated by market data. | |
Debt Modifications and Extinguishments | (t) Debt Modifications and Extinguishments The Subsidiary follows the provisions of ASC 470-50, Modifications and Extinguishments | |
Segment Reporting | (u) Segment Reporting The Subsidiary reports financial information and evaluates its operations by total charter revenues and not by the length of vessel employment, customer, or type of charter. As a result, management, including the chief operating decision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus, the Subsidiary has determined that it operates under one reportable segment. Furthermore, a vessel is chartered, the charterer is free to trade the vessel worldwide and, as a result, disclosure of geographic information is impracticable. | |
Going Concern | (v) Going Concern Under ASC 205-40, Going Concern, management is required to evaluate whether there is substantial doubt about a company’s ability to continue as a going concern and on related required footnote disclosures. For each reporting period, management is required to evaluate whether there are conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year from the date the financial statements are issued. | |
Recent Accounting Pronouncements Adopted and Not Yet Adopted | Recent Accounting Pronouncements Adopted The Subsidiary has adopted ASU No. 2021-05 Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments Recent Accounting Pronouncements – Not Yet Adopted There are no recent accounting pronouncements the adoption of which is expected to have a material effect on the Company’s financial statements in the current or any future periods. |
Basis of Presentation and Gen_3
Basis of Presentation and General Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Basis of Presentation and General Information [Abstract] | |
Subsidiaries in Consolidation | United’s subsidiaries included in these consolidated financial statements as of December 31, 2022: Company Country of Incorporation Vessel name Date of Delivery Date of Sale/Disposal United Management Corp. (1)(2) Marshall Islands N/A N/A N/A Sea Glorius Shipping Co. (1) Marshall Islands Gloriuship July 6, 2022 N/A Epanastasea Maritime Co. (1) Marshall Islands Epanastasea September 2, 2022 N/A Parosea Shipping Co. (1) Marshall Islands Parosea August 10, 2022 November 8, 2022 Bluesea Shipping Co. (1) Marshall Islands Bluesea August 12, 2022 December 1, 2022 Minoansea Maritime Co. (1) Marshall Islands Minoansea August 30, 2022 December 22, 2022 Good Maritime Co. (1)(Note 14) Liberia N/A N/A N/A Traders Maritime Co. (1)(Note 14) Marshall Islands N/A N/A N/A (1) Subsidiaries wholly owned (2) Management company |
Cash and Cash Equivalents and_2
Cash and Cash Equivalents and Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Cash and Cash Equivalents and Restricted Cash [Abstract] | |
Cash and Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheet that sum to the total of the same such amounts shown in the consolidated statement of cash flows: December 31, 2022 Cash and cash equivalents 54,732 Restricted cash, non-current 15,200 Cash and cash equivalents and restricted cash 69,932 |
Vessels, Net (Tables)
Vessels, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Vessels, Net [Abstract] | |
Vessels, Net | The amounts in the accompanying consolidated balance sheet are analyzed as follows: Cost: Beginning balance at January 20, 2022 - - Vessel contributed by Seanergy 18,500 - Additions 80,648 - Disposals (60,379 ) Ending balance at December 31, 2022 38,769 Accumulated depreciation: Beginning balance at January 20, 2022 - - Depreciation for the period (1,903 ) - Disposals 646 Ending balance at December 31, 2022 (1,257 ) Net book value 37,512 |
Long-Term Debt and Other Fina_2
Long-Term Debt and Other Financial Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Long-Term Debt and Other Financial Liabilities [Abstract] | |
Long-Term Debt | The amounts in the accompanying consolidated balance sheet are analyzed as follows: December 31, 2022 Long-term debt 43,200 Less: Deferred financing costs (594 ) Total 42,606 Less - current portion (7,473 ) Long-term portion 35,133 |
Annual Principal Payments | The annual principal payments required to be made after December 31, 2022 for all long-term debt, are as follows: Twelve month periods ending December 31, Amount 2023 8,000 2024 35,200 Total 43,200 |
Vessel Revenue, net and Voyag_2
Vessel Revenue, net and Voyage Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Vessel Revenue, net and Voyage Expenses [Abstract] | |
Income Derived from Spot, Time Charters and Pool Agreements | The Company disaggregates its revenue from contracts with customers by the type of charter (time, pool agreements and spot charters). The following table presents the Company’s income statement figures derived from spot charters, time charters and pool agreements for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Vessel revenues from spot charters, net of commissions 9,236 Vessel revenues from time charters and pool agreements, net of commissions 13,548 Total 22,784 |
Net Trade Accounts Receivable Disaggregated by Revenue Source | The following table presents the Company’s net trade accounts receivable disaggregated by revenue source for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Accounts receivable trade, net from spot charters 2 Accounts receivable trade, net from time charters 777 Total 779 |
Revenue from Charterers | Charterers individually accounting for more than 10% of revenues for the period from inception (January 20, 2022) through December 31, 2022 were: Customer From January 20, 2022 through December 31, 2022 A 25 % B 20 % C 19 % D 15 % E 15 % Total 94 % |
Voyage Expenses from Spot and Time Charters | The following table presents the Company’s statement of operations’ figures derived from spot charters, time charters and for unfixed periods for the period from inception (January 20, 2022) through December 31, 2022: From January 20, 2022 through December 31, 2022 Voyage expenses from spot charters 4,802 Voyage expenses from time charters 178 Other 265 Total 5,245 |
Interest and Finance Costs (Tab
Interest and Finance Costs (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Interest and Finance Costs [Abstract] | |
Interest and Finance Costs | Interest and finance costs are analyzed as follows: From January 20, 2022 through December 31, 2022 Interest on long-term debt 2,045 Amortization of deferred finance costs and debt discount 352 Other 55 Total 2,452 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings per Share [Abstract] | |
Net Income Per Common Share | The calculation of net income per common share is summarized below: From January 20, 2022 through December 31, 2022 Net income - basic 37,490 Less: Dividends on Series C preferred shares (743 ) Less: Dividends to non-vested participating securities (667 ) Less: Undistributed earnings to non-vested participating securities (994 ) Net income attributable to common shareholders, basic 35,086 Undistributed earnings to non-vested participating securities 994 Undistributed earnings reallocated to non-vested participating securities (621 ) Effect of Series C preferred shares 476 Net income attributable to common shareholders, diluted 35,935 Weighted average common shares outstanding – basic 4,503,397 Effect of dilutive securities: Dilutive effect of Series C preferred shares 2,796,164 Weighted average common shares outstanding – diluted 7,299,561 Earnings per share – basic $ 7.79 Earnings per share – diluted $ 4.92 |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity Incentive Plan [Abstract] | |
Restricted Shares | Restricted shares during the period from inception (January 20, 2022) through December 31, 2022 are analyzed as follows: Number of Shares Weighted Average Grant Date Price Outstanding at January 20, 2022 - $ - Granted 1,700,000 3.12 Vested (566,684 ) 3.12 Outstanding at December 31, 2022 1,133,316 $ 3.12 |
Significant Accounting Polici_5
Significant Accounting Policies (Predecessor) (Tables) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Significant Accounting Policies [Abstract] | ||
Revenue from Charterers | Charterers individually accounting for more than 10% of revenues for the period from inception (January 20, 2022) through December 31, 2022 were: Customer From January 20, 2022 through December 31, 2022 A 25 % B 20 % C 19 % D 15 % E 15 % Total 94 % | |
United Maritime Predecessor [Member] | ||
Significant Accounting Policies [Abstract] | ||
Revenue from Charterers | Charterers individually accounting for more than 10% of revenues during the period from January 1, 2022 through July 5, 2022 and for the years ended December 31, 2021 and 2020 were: Customer From January 1, 2022 through July 5, 2022 2021 2020 A 100% 100% 100% Total 100% 100% 100% |
Vessels, Net (Predecessor) (Tab
Vessels, Net (Predecessor) (Tables) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Vessels, Net [Abstract] | ||
Vessels, Net | The amounts in the accompanying consolidated balance sheet are analyzed as follows: Cost: Beginning balance at January 20, 2022 - - Vessel contributed by Seanergy 18,500 - Additions 80,648 - Disposals (60,379 ) Ending balance at December 31, 2022 38,769 Accumulated depreciation: Beginning balance at January 20, 2022 - - Depreciation for the period (1,903 ) - Disposals 646 Ending balance at December 31, 2022 (1,257 ) Net book value 37,512 | |
United Maritime Predecessor [Member] | ||
Vessels, Net [Abstract] | ||
Vessels, Net | The amounts in the accompanying carve-out balance sheet are analyzed as follows: December 31, 2021 Cost: Beginning balance 16,925,546 - Additions - Ending balance 16,925,546 Accumulated depreciation: Beginning balance (3,888,510 ) - Additions (756,765 ) Ending balance (4,645,275 ) Net book value 12,280,271 |
Long-Term Debt (Predecessor) (T
Long-Term Debt (Predecessor) (Tables) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Long-Term Debt [Abstract] | ||
Long-Term Debt | The amounts in the accompanying consolidated balance sheet are analyzed as follows: December 31, 2022 Long-term debt 43,200 Less: Deferred financing costs (594 ) Total 42,606 Less - current portion (7,473 ) Long-term portion 35,133 | |
Annual Principal Payments | The annual principal payments required to be made after December 31, 2022 for all long-term debt, are as follows: Twelve month periods ending December 31, Amount 2023 8,000 2024 35,200 Total 43,200 | |
United Maritime Predecessor [Member] | ||
Long-Term Debt [Abstract] | ||
Long-Term Debt | The amounts in the accompanying carve-out balance sheet are analyzed as follows: December 31, 2021 Secured loan facilities 5,500,000 Less: Deferred financing costs (119,256 ) Total 5,380,744 Less – current portion (1,177,074 ) Long-term portion 4,203,670 | |
Annual Principal Payments | The annual principal payments required to be made after December 31, 2021 , Year ended December 31, Amount 2022 1,250,000 2023 1,400,000 2024 1,400,000 2025 1,450,000 2026 - Total 5,500,000 |
Interest and Finance Costs (P_2
Interest and Finance Costs (Predecessor) (Tables) | 6 Months Ended | 12 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Interest and Finance Costs [Abstract] | ||
Interest and Finance Costs | Interest and finance costs are analyzed as follows: From January 20, 2022 through December 31, 2022 Interest on long-term debt 2,045 Amortization of deferred finance costs and debt discount 352 Other 55 Total 2,452 | |
United Maritime Predecessor [Member] | ||
Interest and Finance Costs [Abstract] | ||
Interest and Finance Costs | Interest and finance costs are analyzed as follows: From January 1, 2022 through Year ended December 31 July 5, 2022 2021 2020 Interest on long-term debt 280,554 621,046 592,801 Amortization of debt issuance costs 44,308 101,289 96,300 Other, net (1,074 ) 21,352 19,344 Total 323,788 743,687 708,445 |
Basis of Presentation and Gen_4
Basis of Presentation and General Information, Summary (Details) $ / shares in Units, $ in Thousands | 11 Months Ended | ||||
Feb. 16, 2023 | Jul. 26, 2022 USD ($) shares | Jan. 20, 2022 shares | Dec. 31, 2022 USD ($) $ / shares shares | Jan. 19, 2022 shares | |
Basis of Presentation [Abstract] | |||||
Year of inception | 2022 | ||||
Share capital (in shares) | 500 | ||||
Working capital | $ | $ 5,000 | ||||
Issuance of shares in spin-off transaction (in shares) | 1,512,004 | ||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||
Shares issued for every 11.8 common shares of Seanergy in Spin-Off (in shares) | 1 | ||||
Shares of Seanergy converted to one common share in Spin-Off (in shares) | 11.8 | ||||
Issuance of preferred stock | $ | $ 5,000 | ||||
Subsequent Event [Member] | |||||
Basis of Presentation [Abstract] | |||||
Reverse stock split | 0.1 | ||||
Series B Preferred Stock [Member] | |||||
Basis of Presentation [Abstract] | |||||
Issuance of shares in spin-off transaction (in shares) | 40,000 | ||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||
Series C Preferred Stock [Member] | |||||
Basis of Presentation [Abstract] | |||||
Issuance of shares in spin-off transaction (in shares) | 5,000 | ||||
Dividend rate | 6.50% | 6.50% | |||
Issuance of preferred stock | $ | $ 5,000 | ||||
Issuance of preferred stock (in shares) | 5,000 |
Basis of Presentation and Gen_5
Basis of Presentation and General Information, Subsidiaries in Consolidation (Details) | 11 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2022 | ||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | 1T | ||
United Management Corp [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [1],[2] | 1T | |
Sea Glorius Shipping Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
Vessel Name | [2] | Gloriuship | |
Date of delivery | [2] | Jul. 06, 2022 | |
Epanastasea Maritime Co [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
Vessel Name | [2] | Epanastasea | |
Date of delivery | [2] | Sep. 02, 2022 | |
Parosea Shipping Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
Vessel Name | [2] | Parosea | |
Date of delivery | [2] | Aug. 10, 2022 | |
Date of sale/disposal | [2] | Nov. 08, 2022 | |
Bluesea Shipping Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
Vessel Name | [2] | Bluesea | |
Date of delivery | [2] | Aug. 12, 2022 | |
Date of sale/disposal | [2] | Dec. 01, 2022 | |
Minoansea Maritime Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
Vessel Name | [2] | Minoansea | |
Date of delivery | [2] | Aug. 30, 2022 | |
Date of sale/disposal | [2] | Dec. 22, 2022 | |
Good Maritime Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | N0 | |
Traders Maritime Co. [Member] | |||
Subsidiaries in Consolidation [Abstract] | |||
Country of incorporation | [2] | 1T | |
[1] Management company Subsidiaries wholly owned |
Significant Accounting Polici_6
Significant Accounting Policies, Accounts Receivable Trade, Net (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Accounts Receivable Trade, Net [Abstract] | |
Provision for doubtful accounts | $ 0 |
Significant Accounting Polici_7
Significant Accounting Policies, Insurance claims (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Insurance Claims [Abstract] | |
Insurance claims | $ 0 |
Provision for credit losses | $ 0 |
Significant Accounting Polici_8
Significant Accounting Policies, Vessels (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Vessels [Abstract] | |
Vessels equipment not yet installed | $ 383 |
Significant Accounting Polici_9
Significant Accounting Policies, Vessel Depreciation (Details) | 11 Months Ended |
Dec. 31, 2022 | |
Vessel Depreciation [Abstract] | |
Estimated useful life | 25 years |
Significant Accounting Polic_10
Significant Accounting Policies, Impairment of Long-Lived Assets (Vessels) (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Impairment of Long-Lived Assets (Vessels) [Abstract] | |
Term of estimated charter rates used to determine undiscounted projected operating cash flows | 1 year |
Term of historical charter rates used to determine undiscounted projected operating cash flows | 10 years |
Carrying value of vessels evaluated for impairment | $ 17,634 |
Impairment loss | $ 0 |
Significant Accounting Polic_11
Significant Accounting Policies, Commissions (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Commissions [Abstract] | |
Address commissions | $ 424 |
Significant Accounting Polic_12
Significant Accounting Policies, Income Taxes (Details) | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Income Taxes [Abstract] | |
Minimum stock ownership percentage under 50% Ownership Test | 50% |
Minimum stock ownership percentage under 5% Override Rule | 50% |
Minimum percentage of days stock owned during taxable year under 5% Override Rule | 50% |
Minimum stock ownership percentage for individual under 5% Override Rule | 5% |
Income taxes |
Significant Accounting Polic_13
Significant Accounting Policies, Segment Reporting (Details) | 11 Months Ended |
Dec. 31, 2022 Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Significant Accounting Polic_14
Significant Accounting Policies, Distinguishing Liabilities from Equity (Details) - USD ($) $ in Thousands | 11 Months Ended | |
Dec. 31, 2022 | Nov. 28, 2022 | |
Distinguishing Liabilities from Equity [Abstract] | ||
Preferred stock, shares outstanding (in shares) | 40,000 | |
Series C Preferred Shares [Member] | ||
Distinguishing Liabilities from Equity [Abstract] | ||
Preferred stock, shares outstanding (in shares) | 0 | 10,000 |
Deemed dividend | $ 500 |
Transactions with Related Par_3
Transactions with Related Parties (Details) $ in Thousands | 11 Months Ended | |||||||||
Dec. 28, 2022 shares | Nov. 28, 2022 USD ($) shares | Oct. 14, 2022 shares | Jul. 26, 2022 USD ($) Vessel shares | Jul. 05, 2022 USD ($) shares | Jan. 20, 2022 USD ($) shares | Dec. 31, 2022 USD ($) Vessel shares | Dec. 27, 2022 USD ($) Vessel | Dec. 21, 2022 Vessel | Nov. 29, 2022 Vessel | |
Transactions with Related Party [Abstract] | ||||||||||
Issuance of shares in spin-off transaction (in shares) | shares | 1,512,004 | |||||||||
Spin-off transaction | $ 18,728 | $ 18,728 | ||||||||
Cash received from issuance of preferred stock | $ 10,000 | |||||||||
Number of vessels acquired | Vessel | 4 | 2 | ||||||||
Preferred stock, shares outstanding (in shares) | shares | 40,000 | |||||||||
Redemption of preferred stock | $ 10,500 | |||||||||
Dividends paid | 243 | |||||||||
Due to related parties | $ 829 | |||||||||
Notice period for non-renewal of agreement | 3 months | |||||||||
Automatic extension period of agreement | 12 months | |||||||||
Management fees - related party | $ 285 | |||||||||
Number of vessels to be acquired | Vessel | 2 | 2 | ||||||||
Aggregate purchase price | $ 36,250 | |||||||||
Certain Service Providers [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Shares granted (in shares) | shares | 120,000 | 200,000 | ||||||||
Maximum [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Term of short-term charters | 13 months | |||||||||
Seanergy Maritime Holdings Corp. [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Working capital contribution | $ 5,000 | $ 5,000 | ||||||||
Due to related parties | $ 439 | |||||||||
Daily fixed administration fee per vessel | 325 | |||||||||
Management fees - related party | $ 203 | |||||||||
Series B Preferred Stock [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Issuance of shares in spin-off transaction (in shares) | shares | 40,000 | |||||||||
Preferred stock, shares outstanding (in shares) | shares | 40,000 | |||||||||
Series B Preferred Stock [Member] | Seanergy Maritime Holdings Corp. [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Issuance of shares in spin-off transaction (in shares) | shares | 40,000 | |||||||||
Series C Preferred Stock [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Issuance of shares in spin-off transaction (in shares) | shares | 5,000 | |||||||||
Issuance of preferred stock (in shares) | shares | 5,000 | |||||||||
Preferred stock, shares outstanding (in shares) | shares | 10,000 | 0 | ||||||||
Redemption price as a percentage of stated value | 105% | 105% | ||||||||
Redemption of preferred stock | $ 10,500 | |||||||||
Dividends paid | $ 243 | |||||||||
Series C Preferred Stock [Member] | Seanergy Maritime Holdings Corp. [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Issuance of shares in spin-off transaction (in shares) | shares | 5,000 | 5,000 | ||||||||
Issuance of preferred stock (in shares) | shares | 5,000 | |||||||||
Cash received from issuance of preferred stock | $ 5,000 | $ 5,000 | ||||||||
Seanergy Management Corp [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Due to related parties | $ 390 | |||||||||
Commercial management fee | 1.25% | |||||||||
Percentage of contract price paid on purchase or sale of vessel | 1% | |||||||||
Commercial management fees | $ 296 | |||||||||
Fees charged in relation to sale and purchase services | 1,810 | |||||||||
Number of vessels to be acquired | Vessel | 2 | |||||||||
Seanergy Shipmanagement [Member] | ||||||||||
Transactions with Related Party [Abstract] | ||||||||||
Due to related parties | 0 | |||||||||
Management fees - related party | 82 | |||||||||
Monthly fixed management fee | $ 14 |
Cash and Cash Equivalents and_3
Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jan. 19, 2022 |
Cash and Cash Equivalents and Restricted Cash [Abstract] | ||
Cash and cash equivalents | $ 54,732 | |
Restricted cash, non-current | 15,200 | |
Cash and cash equivalents and restricted cash | 69,932 | $ 0 |
Restricted cash served as cash collateral | $ 15,200 |
Vessels, Net, Net Book Value (D
Vessels, Net, Net Book Value (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Accumulated Depreciation [Abstract] | |
Depreciation | $ (1,903) |
Net book value | 50,200 |
Vessels [Member] | |
Cost [Abstract] | |
Beginning balance | 0 |
Vessel contributed by Seanergy | 18,500 |
Additions | 80,648 |
Disposals | (60,379) |
Ending balance | 38,769 |
Accumulated Depreciation [Abstract] | |
Beginning balance | 0 |
Depreciation | (1,903) |
Disposals | 646 |
Ending balance | (1,257) |
Net book value | $ 37,512 |
Vessels, Net, Acquisitions and
Vessels, Net, Acquisitions and Advances for Vessels Acquisitions (Details) - USD ($) $ in Thousands | 11 Months Ended | |||||||
Dec. 12, 2022 | Sep. 24, 2022 | Sep. 01, 2022 | Aug. 30, 2022 | Jul. 11, 2022 | Dec. 31, 2022 | Dec. 28, 2022 | Dec. 27, 2022 | |
Vessels, Net [Abstract] | ||||||||
Purchase price | $ 36,250 | |||||||
Advances for vessels acquisitions from related parties | $ 12,688 | |||||||
Gain on sale of vessel, net | 36,095 | |||||||
Parosea [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Gross purchase price | $ 20,250 | |||||||
Sales price | $ 31,250 | |||||||
Gain on sale of vessel, net | 9,215 | |||||||
Bluesea [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Gross purchase price | 20,250 | |||||||
Sales price | 31,250 | |||||||
Gain on sale of vessel, net | $ 9,175 | |||||||
Minoansea [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Gross purchase price | 19,000 | |||||||
Deduction to purchase price | $ (25) | |||||||
Sales price | $ 39,000 | |||||||
Gain on sale of vessel, net | $ 17,705 | |||||||
Epanastasea [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Gross purchase price | 20,000 | |||||||
Deduction to purchase price | $ (181) | |||||||
Below-market time charter | $ 146 | |||||||
Goodship [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Purchase price | 17,500 | |||||||
Advances for vessels acquisitions from related parties | $ 6,125 | |||||||
Tradership [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Purchase price | $ 18,750 | |||||||
Advances for vessels acquisitions from related parties | $ 6,563 | |||||||
Capitalized Expenditures [Member] | ||||||||
Vessels, Net [Abstract] | ||||||||
Gross purchase price | $ 1,208 |
Long-Term Debt and Other Fina_3
Long-Term Debt and Other Financial Liabilities, Summary of Long-Term Debt (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Long-Term Debt and Other Financial Liabilities [Abstract] | |
Long-term debt | $ 43,200 |
Less: Deferred financing costs | (594) |
Total | 42,606 |
Less - current portion | (7,473) |
Long-term portion | $ 35,133 |
Long-Term Debt and Other Fina_4
Long-Term Debt and Other Financial Liabilities, July 2022 Entrust Facility (Details) $ in Thousands | 11 Months Ended | |||
Dec. 01, 2022 USD ($) | Nov. 08, 2022 USD ($) | Dec. 31, 2022 USD ($) Installment | Jul. 28, 2022 USD ($) | |
Senior Long-Term Debt [Abstract] | ||||
Prepayment | $ 34,750 | |||
Balance outstanding | $ 42,606 | |||
July 2022 Entrust Facility [Member] | ||||
Senior Long-Term Debt [Abstract] | ||||
Upsize Advance | $ 9,400 | |||
Face amount | $ 14,000 | |||
Term of loan facility | 18 months | |||
Interest rate | 7.90% | |||
Number of consecutive payment installments | Installment | 3 | |||
Frequency of periodic payment | quarterly | |||
Installment payment | $ 1,000 | |||
Period after utilization date of the Upsize Advance for payment to commence | 9 months | |||
Balloon payment | $ 11,000 | |||
Prepayment | $ 1,000 | $ 1,000 | ||
Adjusted installment payment | $ 500 | |||
Unamortized debt discounts written off | $ 25 | $ 25 | ||
Balance outstanding | $ 12,000 |
Long-Term Debt and Other Fina_5
Long-Term Debt and Other Financial Liabilities, August 2022 Entrust Facility (Details) $ in Thousands | 11 Months Ended | |||||||
Dec. 01, 2022 USD ($) | Nov. 08, 2022 USD ($) | Dec. 31, 2022 USD ($) Installment Vessel | Feb. 28, 2023 USD ($) | Feb. 10, 2023 USD ($) | Jan. 30, 2023 USD ($) Tranche | Dec. 21, 2022 USD ($) Vessel | Aug. 08, 2022 USD ($) Tranche | |
Senior Long-Term Debt [Abstract] | ||||||||
Proceeds from drawdown | $ 73,000 | |||||||
Prepayment | $ 34,750 | |||||||
Number of vessels to be acquired | Vessel | 2 | 2 | ||||||
Balance outstanding | $ 42,606 | |||||||
August 2022 Entrust Facility [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Borrowing capacity | $ 63,600 | |||||||
Number of tranches | Tranche | 4 | |||||||
Term of loan facility | 18 months | |||||||
Interest rate | 7.90% | |||||||
Prepayment | $ 16,200 | $ 16,200 | ||||||
Unamortized debt discounts written off | $ 245 | $ 257 | ||||||
Balloon payment | $ 25,200 | |||||||
Balance outstanding | $ 31,200 | |||||||
August 2022 Entrust Facility [Member] | Ninth Month after Initialization Date [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Number of payment installments | Installment | 1 | |||||||
Installment payment | $ 2,000 | |||||||
August 2022 Entrust Facility [Member] | Twelfth Month after Utilization Date [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Number of payment installments | Installment | 1 | |||||||
Installment payment | $ 1,000 | |||||||
August 2022 Entrust Facility [Member] | Fifteenth Month after Utilization Date [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Number of payment installments | Installment | 1 | |||||||
Installment payment | $ 3,000 | |||||||
Tranche A [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Proceeds from drawdown | 16,200 | |||||||
Tranche B [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Proceeds from drawdown | 16,200 | |||||||
Tranche C [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Proceeds from drawdown | 15,200 | |||||||
Interest rate | 9% | |||||||
Tranche C [Member] | Subsequent Event [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Number of tranches | Tranche | 2 | |||||||
Tranche C [Member] | Subsequent Event [Member] | Goodship [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Financing amount | $ 7,000 | $ 7,000 | ||||||
Tranche C [Member] | Subsequent Event [Member] | Tradership [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Financing amount | $ 8,200 | $ 8,200 | ||||||
Tranche D [Member] | ||||||||
Senior Long-Term Debt [Abstract] | ||||||||
Proceeds from drawdown | $ 16,000 |
Long-Term Debt and Other Fina_6
Long-Term Debt and Other Financial Liabilities, Collateral (Details) $ in Thousands | Dec. 31, 2022 USD ($) Vessel |
Senior Long-Term Debt [Abstract] | |
Number of vessels serving as collateral | Vessel | 2 |
Net book value | $ 50,200 |
Vessels Subject to Mortgages [Member] | |
Senior Long-Term Debt [Abstract] | |
Net book value | $ 37,512 |
Long-Term Debt and Other Fina_7
Long-Term Debt and Other Financial Liabilities, Annual Principal Payments (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Annual Principal Payments [Abstract] | |
2023 | $ 8,000 |
2024 | 35,200 |
Total | $ 43,200 |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Jul. 05, 2022 |
Financial Instruments [Abstract] | ||
Percentage carrying value is higher than fair market value of fixed interest long-term debt | 1.10% | |
Level 2 [Member] | ||
Financial Instruments [Abstract] | ||
Fair value of vessel contributed as part of Spin Off | $ 18,500 | |
Fair value of time charter contributed as part of Spin Off | 308 | |
Fair value of debt assumed as part of Spin Off | $ 4,950 | |
Carrying Value [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 43,200 | |
Fair Market Value [Member] | Level 2 [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 42,742 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Dec. 31, 2022 USD ($) Vessel | Dec. 21, 2022 Vessel |
Commitments and Contingencies [Abstract] | ||
Term of time charter agreements | 6 months | |
Purchase obligation | $ 23,562 | |
Number of vessels to be acquired | Vessel | 2 | 2 |
Future minimum contractual charter revenue | $ 4,121 | |
Minimum [Member] | ||
Commitments and Contingencies [Abstract] | ||
Renewal term of time charter agreements | 2 months | |
Maximum [Member] | ||
Commitments and Contingencies [Abstract] | ||
Renewal term of time charter agreements | 4 months |
Capital Structure, Preferred St
Capital Structure, Preferred Stock (Details) $ / shares in Units, $ in Thousands | 11 Months Ended | ||||||
Nov. 28, 2022 USD ($) $ / shares shares | Jul. 26, 2022 USD ($) Vessel shares | Jul. 05, 2022 USD ($) $ / shares shares | Jan. 20, 2022 USD ($) shares | Dec. 31, 2022 USD ($) Vote $ / shares shares | Nov. 29, 2022 Vessel | Jul. 20, 2022 $ / shares | |
Preferred Stock [Abstract] | |||||||
Preferred stock, shares authorized (in shares) | 100,000,000 | ||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Exercise price of Rights (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Number of Rights exercised (in shares) | 0 | ||||||
Preferred stock, shares issued (in shares) | 40,000 | ||||||
Preferred stock shares outstanding (in shares) | 40,000 | ||||||
Preferred stock value | $ | $ 0 | ||||||
Issuance of shares in spin-off transaction (in shares) | 1,512,004 | ||||||
Proceeds from issuance of preferred stock | $ | 10,000 | ||||||
Number of vessels acquired | Vessel | 4 | 2 | |||||
Redemption of preferred stock | $ | 10,500 | ||||||
Dividends paid | $ | $ 243 | ||||||
Seanergy Maritime Holdings Corp. [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Working capital contribution | $ | $ 5,000 | $ 5,000 | |||||
Series A Preferred Shares [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Number of shares that can be purchased for each Right held (in shares) | 0.001 | ||||||
Exercise price of Rights (in dollars per share) | $ / shares | $ 40 | ||||||
Threshold beneficial ownership percentage by individual | 10% | ||||||
Threshold beneficial ownership percentage by passive institutional investor | 15% | ||||||
Series B Preferred Shares [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||
Preferred stock, shares issued (in shares) | 40,000 | ||||||
Preferred stock shares outstanding (in shares) | 40,000 | ||||||
Preferred stock value | $ | |||||||
Number of votes per share | Vote | 25,000 | ||||||
Minimum percentage of votes eligible | 49.99% | ||||||
Issuance of shares in spin-off transaction (in shares) | 40,000 | ||||||
Series B Preferred Shares [Member] | Seanergy Maritime Holdings Corp. [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Issuance of shares in spin-off transaction (in shares) | 40,000 | ||||||
Series C Preferred Shares [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Preferred stock shares outstanding (in shares) | 10,000 | 0 | |||||
Issuance of shares in spin-off transaction (in shares) | 5,000 | ||||||
Issuance of preferred stock (in shares) | 5,000 | ||||||
Dividend rate | 6.50% | 6.50% | |||||
Redemption price as a percentage of stated value | 105% | 105% | |||||
Threshold trading days | 10 days | ||||||
Threshold beneficial ownership percentage of common stock for non-conversion of preferred stock | 29.90% | ||||||
Redemption of preferred shares (in shares) | 10,000 | ||||||
Redemption of preferred stock | $ | $ 10,500 | ||||||
Dividends paid | $ | $ 243 | ||||||
Dividends paid (in dollars per share) | $ / shares | $ 24.38 | ||||||
Series C Preferred Shares [Member] | Maximum [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Conversion price (in dollars per share) | $ / shares | $ 9 | ||||||
Series C Preferred Shares [Member] | Seanergy Maritime Holdings Corp. [Member] | |||||||
Preferred Stock [Abstract] | |||||||
Issuance of shares in spin-off transaction (in shares) | 5,000 | 5,000 | |||||
Issuance of preferred stock (in shares) | 5,000 | ||||||
Proceeds from issuance of preferred stock | $ | $ 5,000 | $ 5,000 |
Capital Structure, Common Stock
Capital Structure, Common Stock (Details) - $ / shares | Dec. 31, 2022 | Jul. 05, 2022 | Jan. 19, 2022 |
Common Stock [Abstract] | |||
Share capital (in shares) | 500 | ||
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Common stock, shares issued (in shares) | 8,180,243 | 1,512,004 | |
Common stock, shares outstanding (in shares) | 8,180,243 | 1,512,004 | |
Seanergy Maritime Holdings Corp. [Member] | |||
Common Stock [Abstract] | |||
Share capital (in shares) | 500 |
Capital Structure, Equity Offer
Capital Structure, Equity Offerings (Details) - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | |
Jul. 20, 2022 | Dec. 31, 2022 | |
Equity Offerings [Abstract] | ||
Number of units issued (in shares) | 8,000,000 | |
Warrant exercise price (in dollars per share) | $ 0.0001 | |
Sales price (in dollars per share) | $ 3.25 | |
Gross proceeds | $ 26,000 | |
Net proceeds | $ 23,851 | |
Pre-Funded Warrant [Member] | ||
Equity Offerings [Abstract] | ||
Number of units issued (in shares) | 1,200,000 | |
Class A Warrants [Member] | ||
Equity Offerings [Abstract] | ||
Number of units issued (in shares) | 8,000,000 | 258,030 |
Warrant exercise price (in dollars per share) | $ 3.25 | $ 2.25 |
Number of securities included in each unit (in shares) | 1 | |
Gross proceeds | $ 839 | |
Net proceeds | $ 829 | |
Common Stock [Member] | ||
Equity Offerings [Abstract] | ||
Number of units issued (in shares) | 6,800,000 | |
Number of securities included in each unit (in shares) | 1 | |
Number of securities called by each warrant (in shares) | 1 |
Capital Structure, Dividends (D
Capital Structure, Dividends (Details) $ / shares in Units, $ in Thousands | 11 Months Ended | ||
Dec. 31, 2022 USD ($) | Nov. 29, 2022 Vessel $ / shares | Jul. 26, 2022 Vessel | |
Dividends [Abstract] | |||
Dividend payable, date declared | Nov. 29, 2022 | ||
Number of vessels acquired | Vessel | 2 | 4 | |
Dividend payable, date of payment | Jan. 10, 2023 | ||
Dividend payable, date of record | Dec. 12, 2022 | ||
Dividends payable | $ 7,373 | ||
Other Current Liabilities [Member] | |||
Dividends [Abstract] | |||
Dividends payable | $ 7,373 | ||
Special Dividend [Member] | |||
Dividends [Abstract] | |||
Dividend payable (in dollars per share) | $ / shares | $ 1 |
Capital Structure, Common Sto_2
Capital Structure, Common Stock Buybacks (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 4 Months Ended | 8 Months Ended | 11 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2022 | Oct. 31, 2022 | Aug. 31, 2022 | |
Common stock buybacks [Abstract] | ||||||
Authorized amount under share repurchase plan | $ 3,000 | |||||
Additional authorized amount to repurchase of stock. | $ 3,000 | $ 3,000 | ||||
Repurchase of common stock (in shares) | 0 | 1,427,753 | 1,862,038 | |||
Average price of repurchased shares (in dollars per share) | $ 2.09 | $ 1.62 | ||||
Payments for repurchase of common stock | $ 2,987 | $ 3,016 | $ 6,003 |
Capital Structure, Warrants (De
Capital Structure, Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | ||
Jul. 20, 2022 | Dec. 31, 2022 | Nov. 29, 2022 | |
Warrants [Abstract] | |||
Warrant exercise price (in dollars per share) | $ 0.0001 | ||
Gross proceeds | $ 26,000 | ||
Net proceeds | $ 23,851 | ||
Special Dividend [Member] | |||
Warrants [Abstract] | |||
Dividend payable (in dollars per share) | $ 1 | ||
Class A Warrant [Member] | |||
Warrants [Abstract] | |||
Warrants issued (in shares) | 8,000,000 | ||
Warrant exercise price (in dollars per share) | $ 3.25 | $ 2.25 | |
Warrants expiration period | Jul. 31, 2027 | ||
Shares issued upon exercise of warrants (in shares) | 258,030 | ||
Gross proceeds | $ 839 | ||
Net proceeds | $ 829 | ||
Shares to be issued upon exercise of remaining warrants (in shares) | 7,741,970 | ||
Warrants outstanding (in shares) | 7,741,970 | ||
Common Stock [Member] | |||
Warrants [Abstract] | |||
Number of securities called by warrants (in shares) | 8,000,000 |
Vessel Revenue, net and Voyag_3
Vessel Revenue, net and Voyage Expenses, Income Derived from Charters (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Disaggregation of Revenue [Abstract] | |
Vessel revenues, net of commissions | $ 22,784 |
Demurrage income | 229 |
Amortization of fair value of above market time charter | 308 |
Amortization of fair value of below market time charter | (146) |
Spot Charter [Member] | |
Disaggregation of Revenue [Abstract] | |
Vessel revenues, net of commissions | 9,236 |
Time Charters and Pool Agreements [Member] | |
Disaggregation of Revenue [Abstract] | |
Vessel revenues, net of commissions | $ 13,548 |
Vessel Revenue, net and Voyag_4
Vessel Revenue, net and Voyage Expenses, Net Trade Accounts Receivable Disaggregated by Revenue Source (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Disaggregation of Revenue [Abstract] | |
Accounts receivable trade, net | $ 779 |
Deferred revenue | 1,027 |
Spot Charter [Member] | |
Disaggregation of Revenue [Abstract] | |
Accounts receivable trade, net | 2 |
Accrued income | 1,123 |
Time Charter [Member] | |
Disaggregation of Revenue [Abstract] | |
Accounts receivable trade, net | 777 |
Pool Member [Member] | |
Disaggregation of Revenue [Abstract] | |
Accrued income | 1,802 |
Escalating Revenue [Member] | |
Disaggregation of Revenue [Abstract] | |
Accrued income | $ 243 |
Vessel Revenue, net and Voyag_5
Vessel Revenue, net and Voyage Expenses, Revenue from Charterers (Details) - Revenues [Member] - Customer Concentration Risk [Member] | 11 Months Ended |
Dec. 31, 2022 | |
Customers Accounting for More than 10 Percent of Revenues [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 94% |
Customer A [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 25% |
Customer B [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 20% |
Customer C [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 19% |
Customer D [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 15% |
Customer E [Member] | |
Revenues [Abstract] | |
Concentration risk percentage | 15% |
Vessel Revenue, net and Voyag_6
Vessel Revenue, net and Voyage Expenses, Voyage Expenses from Charters (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Voyage Expenses [Abstract] | |
Voyage Expenses | $ 5,245 |
Spot Charter [Member] | |
Voyage Expenses [Abstract] | |
Voyage Expenses | 4,802 |
Time Charter [Member] | |
Voyage Expenses [Abstract] | |
Voyage Expenses | 178 |
Other Charter [Member] | |
Voyage Expenses [Abstract] | |
Voyage Expenses | $ 265 |
Interest and Finance Costs (Det
Interest and Finance Costs (Details) $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) | |
Interest and Finance Costs [Abstract] | |
Interest on long-term debt | $ 2,045 |
Amortization of deferred finance costs and debt discount | 352 |
Other | 55 |
Total | $ 2,452 |
Earnings per Share (Details)
Earnings per Share (Details) $ / shares in Units, $ in Thousands | 11 Months Ended |
Dec. 31, 2022 USD ($) $ / shares shares | |
Earnings per Share [Abstract] | |
Net income - basic | $ 37,490 |
Dividends on Series C preferred shares | (743) |
Dividends to non-vested participating securities | (667) |
Undistributed earnings to non-vested participating securities | (994) |
Net income attributable to common stockholders | 35,086 |
Undistributed earnings to non-vested participating securities | 994 |
Undistributed earnings reallocated to non-vested participating securities | (621) |
Effect of Series C preferred shares | 476 |
Net income attributable to common shareholders, diluted | $ 35,935 |
Weighted average common shares outstanding - basic (in shares) | shares | 4,503,397 |
Effect of dilutive securities [Abstract] | |
Dilutive effect of Series C preferred shares (in shares) | shares | 2,796,164 |
Weighted average common shares outstanding - diluted (in shares) | shares | 7,299,561 |
Earnings per share - basic (in dollars per share) | $ / shares | $ 7.79 |
Earnings per share - diluted (in dollars per share) | $ / shares | $ 4.92 |
Equity Incentive Plan (Details)
Equity Incentive Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 11 Months Ended | ||||||
Oct. 05, 2023 | Jun. 05, 2023 | Jan. 05, 2023 | Dec. 28, 2022 | Oct. 14, 2022 | Dec. 31, 2022 | Jul. 05, 2022 | |
General and Administrative Expenses [Member] | |||||||
Equity Incentive Plan [Abstract] | |||||||
Share-based compensation expense | $ 2,789 | ||||||
Certain Service Providers [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 120,000 | 200,000 | |||||
Restricted Stock [Member] | |||||||
Unrecognized Cost for Non-vested Shares [Abstract] | |||||||
Unrecognized cost for non-vested shares | $ 2,522 | ||||||
Recognition period for unrecognized cost for non-vested shares | 9 months 3 days | ||||||
Equity Incentive Plan [Member] | |||||||
Equity Incentive Plan [Abstract] | |||||||
Shares reserved for issuance (in shares) | 2,000,000 | 1,500,000 | 150,000 | ||||
Equity Incentive Plan [Member] | Restricted Stock [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Outstanding at beginning of year (in shares) | 0 | ||||||
Granted (in shares) | 1,700,000 | ||||||
Vested (in shares) | (566,684) | ||||||
Outstanding at end of year (in shares) | 1,133,316 | ||||||
Weighted Average Grant Date Price [Roll Forward] | |||||||
Outstanding at beginning of year (in dollars per share) | $ 0 | ||||||
Granted (in dollars per share) | 3.12 | ||||||
Vested (in dollars per share) | 3.12 | ||||||
Outstanding at end of year (in dollars per share) | $ 3.12 | ||||||
Equity Incentive Plan [Member] | Awarded October 14, 2022 [Member] | Restricted Stock [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 1,000,000 | ||||||
Vested (in shares) | (333,344) | ||||||
Weighted Average Grant Date Price [Roll Forward] | |||||||
Granted (in dollars per share) | $ 2.28 | ||||||
Equity Incentive Plan [Member] | Awarded October 14, 2022 [Member] | Restricted Stock [Member] | Plan [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Vested (in shares) | (333,328) | (333,328) | |||||
Equity Incentive Plan [Member] | Awarded October 14, 2022 [Member] | Restricted Stock [Member] | Board of Directors [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 800,000 | ||||||
Equity Incentive Plan [Member] | Awarded October 14, 2022 [Member] | Restricted Stock [Member] | Certain Service Providers [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 200,000 | ||||||
Equity Incentive Plan [Member] | Awarded December 28, 2022 [Member] | Restricted Stock [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 700,000 | ||||||
Vested (in shares) | (233,340) | ||||||
Weighted Average Grant Date Price [Roll Forward] | |||||||
Granted (in dollars per share) | $ 4.33 | ||||||
Equity Incentive Plan [Member] | Awarded December 28, 2022 [Member] | Restricted Stock [Member] | Plan [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Vested (in shares) | (233,330) | (233,330) | |||||
Equity Incentive Plan [Member] | Awarded December 28, 2022 [Member] | Restricted Stock [Member] | Board of Directors [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 580,000 | ||||||
Equity Incentive Plan [Member] | Awarded December 28, 2022 [Member] | Restricted Stock [Member] | Certain Service Providers [Member] | |||||||
Number of Shares [Roll Forward] | |||||||
Granted (in shares) | 120,000 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 11 Months Ended | ||||||||||||||
Mar. 31, 2023 USD ($) Installment | Mar. 03, 2023 USD ($) Installment | Feb. 22, 2023 $ / shares | Feb. 21, 2023 USD ($) | Feb. 14, 2023 | Feb. 09, 2023 USD ($) | Feb. 07, 2023 USD ($) | Jan. 10, 2023 USD ($) $ / shares | Apr. 04, 2023 USD ($) shares | Dec. 31, 2022 $ / shares shares | Feb. 28, 2023 USD ($) | Feb. 10, 2023 USD ($) | Jan. 30, 2023 USD ($) | Dec. 21, 2022 | Nov. 29, 2022 $ / shares | Jul. 20, 2022 $ / shares | |
Subsequent Events [Abstract] | ||||||||||||||||
Warrants adjusted exercise price (in dollars per share) | $ / shares | $ 0.0001 | |||||||||||||||
Dividend payable, date declared | Nov. 29, 2022 | |||||||||||||||
Dividend payable date | Jan. 10, 2023 | |||||||||||||||
Dividend record date | Dec. 12, 2022 | |||||||||||||||
Special Dividend [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Dividend payable (in dollars per share) | $ / shares | $ 1 | |||||||||||||||
Tranche C [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Fixed interest rate | 9% | |||||||||||||||
Class A Warrants [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Warrants adjusted exercise price (in dollars per share) | $ / shares | $ 2.25 | $ 3.25 | ||||||||||||||
Warrants outstanding (in shares) | shares | 7,741,970 | |||||||||||||||
Subsequent Event [Member] | Special Dividend [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Dividends paid | $ 7,373 | |||||||||||||||
Dividend payable, date declared | Feb. 22, 2023 | |||||||||||||||
Subsequent Event [Member] | Quarterly Dividend [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Dividend payable (in dollars per share) | $ / shares | $ 0.075 | |||||||||||||||
Subsequent Event [Member] | Quarterly Dividend for Q4 2022 [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Dividend payable (in dollars per share) | $ / shares | $ 0.075 | |||||||||||||||
Dividend payable date | Apr. 06, 2023 | |||||||||||||||
Dividend record date | Mar. 22, 2023 | |||||||||||||||
Subsequent Event [Member] | March 2023 Neptune Sale and Leaseback [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Repurchase price of vessel | $ 6,400 | $ 6,400 | ||||||||||||||
Financing amount | $ 12,250 | |||||||||||||||
Sale and leaseback transaction term | 5 years | |||||||||||||||
Number of consecutive payment installments | Installment | 60 | 60 | ||||||||||||||
Frequency of periodic payment | monthly | monthly | ||||||||||||||
Installment payment | $ 98 | $ 98 | ||||||||||||||
Subsequent Event [Member] | March 2023 Neptune Sale and Leaseback [Member] | Maximum [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Financing amount | $ 12,250 | |||||||||||||||
Subsequent Event [Member] | March 2023 Neptune Sale and Leaseback [Member] | SOFR [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Margin on variable rate | 4.25% | 4.25% | ||||||||||||||
Term of variable rate | 3 months | 3 months | ||||||||||||||
Subsequent Event [Member] | Oasea [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Gross purchase price | $ 19,500 | |||||||||||||||
Percentage of deposit paid by cash on hand | 10% | |||||||||||||||
Subsequent Event [Member] | Cretansea [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Gross purchase price | $ 19,675 | |||||||||||||||
Percentage of deposit paid by cash on hand | 10% | |||||||||||||||
Subsequent Event [Member] | Chrisea [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Term of charter contract | 18 months | |||||||||||||||
Daily rate of vessel | $ 7 | |||||||||||||||
Down payment of vessel | $ 3,500 | |||||||||||||||
Required payment upon commencement of bareboat charter | 3,500 | |||||||||||||||
Advance payment for bareboat hire | 219 | |||||||||||||||
Repurchase price of vessel | $ 12,360 | |||||||||||||||
Subsequent Event [Member] | Goodship [Member] | Tranche C [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Financing amount | $ 7,000 | $ 7,000 | ||||||||||||||
Subsequent Event [Member] | Goodship [Member] | Tranche E [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Fixed interest rate | 9% | |||||||||||||||
Subsequent Event [Member] | Tradership [Member] | Tranche C [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Financing amount | $ 8,200 | $ 8,200 | ||||||||||||||
Subsequent Event [Member] | Tradership [Member] | Tranche F [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Fixed interest rate | 9% | |||||||||||||||
Subsequent Event [Member] | Class A Warrants [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Warrants issued (in shares) | shares | 706,000 | |||||||||||||||
Proceeds from warrants exercised | $ 1,708 | |||||||||||||||
Warrants outstanding (in shares) | shares | 7,035,970 | |||||||||||||||
Subsequent Event [Member] | Class A Warrants [Member] | Minimum [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Warrants adjusted exercise price (in dollars per share) | $ / shares | $ 3.25 | |||||||||||||||
Subsequent Event [Member] | Class A Warrants [Member] | Maximum [Member] | ||||||||||||||||
Subsequent Events [Abstract] | ||||||||||||||||
Warrants adjusted exercise price (in dollars per share) | $ / shares | $ 2.25 |
Basis of Presentation and Gen_6
Basis of Presentation and General Information (Predecessor) (Details) | Jan. 19, 2022 shares |
Basis of Presentation [Abstract] | |
Share capital (in shares) | 500 |
United Maritime Predecessor [Member] | |
Basis of Presentation [Abstract] | |
Share capital (in shares) | 500 |
Significant Accounting Polic_15
Significant Accounting Policies, Basis of Presentation (Predecessor) (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
United Maritime Predecessor [Member] | |||
Basis of Presentation [Abstract] | |||
Additional administrative expenses | $ 0.3 | $ 0.6 | $ 0.3 |
Significant Accounting Polic_16
Significant Accounting Policies, Vessel Depreciation (Predecessor) (Details) | 6 Months Ended | 11 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Vessel Depreciation [Abstract] | ||
Estimated useful life | 25 years | |
United Maritime Predecessor [Member] | ||
Vessel Depreciation [Abstract] | ||
Estimated useful life | 25 years |
Significant Accounting Polic_17
Significant Accounting Policies, Impairment of Long-Lived Assets (Vessel) (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Impairment of Long-Lived Assets (Vessel) [Abstract] | ||||
Term of estimated charter rates used to determine undiscounted projected operating cash flows | 1 year | |||
Term of historical charter rates used to determine undiscounted projected operating cash flows | 10 years | |||
Impairment loss | $ 0 | |||
United Maritime Predecessor [Member] | ||||
Impairment of Long-Lived Assets (Vessel) [Abstract] | ||||
Term of estimated charter rates used to determine undiscounted projected operating cash flows | 1 year | |||
Term of historical charter rates used to determine undiscounted projected operating cash flows | 10 years | |||
Impairment loss | $ 0 | $ 0 | $ 0 |
Significant Accounting Polic_18
Significant Accounting Policies, Dry-Docking and Special Survey Costs (Predecessor) (Details) - United Maritime Predecessor [Member] | 6 Months Ended |
Jul. 05, 2022 | |
Minimum [Member] | |
Dry-Docking and Special Survey Costs [Abstract] | |
Due date for next dry-docking | 2 years |
Maximum [Member] | |
Dry-Docking and Special Survey Costs [Abstract] | |
Due date for next dry-docking | 3 years |
Significant Accounting Polic_19
Significant Accounting Policies, Revenue Recognition (Predecessor) (Details) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 USD ($) Route | Dec. 31, 2022 | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Revenue [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||||
Revenue Recognition [Abstract] | ||||
Concentration risk percentage | 25% | |||
United Maritime Predecessor [Member] | ||||
Revenue Recognition [Abstract] | ||||
Number of T/C routes used in the Baltic Capesize Index | Route | 5 | |||
United Maritime Predecessor [Member] | Time Charter [Member] | ||||
Revenue Recognition [Abstract] | ||||
Vessel revenue, net | $ | $ 2,327,323 | $ 7,395,241 | $ 4,124,016 | |
United Maritime Predecessor [Member] | Minimum [Member] | ||||
Revenue Recognition [Abstract] | ||||
Time period to convert index-linked rate to fixed rate | 2 months | |||
United Maritime Predecessor [Member] | Maximum [Member] | ||||
Revenue Recognition [Abstract] | ||||
Time period to convert index-linked rate to fixed rate | 12 months | |||
United Maritime Predecessor [Member] | Revenue [Member] | Customer Concentration Risk [Member] | Customers Accounting for More than 10 Percent [Member] | ||||
Revenue Recognition [Abstract] | ||||
Concentration risk percentage | 100% | 100% | 100% | |
United Maritime Predecessor [Member] | Revenue [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||||
Revenue Recognition [Abstract] | ||||
Concentration risk percentage | 100% | 100% | 100% |
Significant Accounting Polic_20
Significant Accounting Policies, Voyage Expenses (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Voyage Expenses from Charters [Abstract] | ||||
Voyage expenses | $ 5,245,000 | |||
Time Charter [Member] | ||||
Voyage Expenses from Charters [Abstract] | ||||
Voyage expenses | $ 178,000 | |||
United Maritime Predecessor [Member] | ||||
Voyage Expenses from Charters [Abstract] | ||||
Voyage expenses | $ 440,132 | $ 144,614 | $ 132,796 | |
United Maritime Predecessor [Member] | Time Charter [Member] | ||||
Voyage Expenses from Charters [Abstract] | ||||
Voyage expenses | $ 440,132 | $ 144,614 | $ 132,796 |
Significant Accounting Polic_21
Significant Accounting Policies, Income Taxes (Predecessor) (Details) | 6 Months Ended |
Jul. 05, 2022 | |
United Maritime Predecessor [Member] | |
Income Taxes [Abstract] | |
Tax rate on U.S.-source gross transportation income | 4% |
Significant Accounting Polic_22
Significant Accounting Policies, Segment Reporting (Predecessor) (Details) - Segment | 6 Months Ended | 11 Months Ended |
Jul. 05, 2022 | Dec. 31, 2022 | |
Segment Reporting [Abstract] | ||
Number of reportable segments | 1 | |
United Maritime Predecessor [Member] | ||
Segment Reporting [Abstract] | ||
Number of reportable segments | 1 |
Transactions with Related Par_4
Transactions with Related Parties (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Expenses [Abstract] | ||||
Management fees - related party | $ 285,000 | |||
United Maritime Predecessor [Member] | ||||
Related Party Expenses [Abstract] | ||||
Commission expense | $ 29,479 | $ 97,695 | $ 53,515 | |
Management fees - related party | $ 136,225 | 237,250 | 237,900 | |
United Maritime Predecessor [Member] | Seanergy Management Corp [Member] | ||||
Related Party Expenses [Abstract] | ||||
Commercial fee | 1.25% | |||
Commission expense | $ 29,479 | 97,695 | 53,515 | |
Daily fee for provision of management services | 650 | |||
Monthly fixed management fee | 14,000 | |||
Management fees - related party | $ 136,225 | $ 237,250 | $ 237,900 |
Parent Investment, Net (Prede_2
Parent Investment, Net (Predecessor) (Details) - United Maritime Predecessor [Member] - USD ($) | 6 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Capital Contribution [Abstract] | |||
Capital contributions by Parent | $ 1,253,526 | $ 1,960,687 | |
Capital distributions to Parent | $ 2,441,795 |
Vessels, Net, Net Book Value (P
Vessels, Net, Net Book Value (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Depreciation [Abstract] | ||||
Additions | $ (1,903,000) | |||
Net book value | 50,200,000 | |||
Vessels [Member] | ||||
Cost [Abstract] | ||||
Beginning balance | 0 | |||
Additions | 80,648,000 | |||
Disposals | (60,379,000) | |||
Ending balance | 38,769,000 | |||
Accumulated Depreciation [Abstract] | ||||
Beginning balance | 0 | |||
Additions | (1,903,000) | |||
Ending balance | (1,257,000) | |||
Net book value | $ 37,512,000 | |||
United Maritime Predecessor [Member] | ||||
Accumulated Depreciation [Abstract] | ||||
Additions | $ (400,285) | $ (756,765) | $ (758,839) | |
Net book value | 12,280,271 | |||
United Maritime Predecessor [Member] | Vessels [Member] | ||||
Cost [Abstract] | ||||
Beginning balance | 16,925,546 | 16,925,546 | ||
Additions | 0 | |||
Ending balance | 16,925,546 | 16,925,546 | ||
Accumulated Depreciation [Abstract] | ||||
Beginning balance | (4,645,275) | (3,888,510) | ||
Additions | $ (400,285) | (756,765) | (758,839) | |
Ending balance | (4,645,275) | $ (3,888,510) | ||
Net book value | $ 12,280,271 |
Vessels, Net, Acquisitions (Pre
Vessels, Net, Acquisitions (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | ||
Nov. 03, 2015 | Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Vessels, Net [Abstract] | |||||
Depreciation expense | $ 1,903,000 | ||||
Vessels [Member] | |||||
Vessels, Net [Abstract] | |||||
Additions | 80,648,000 | ||||
Depreciation expense | $ 1,903,000 | ||||
United Maritime Predecessor [Member] | |||||
Vessels, Net [Abstract] | |||||
Depreciation expense | $ 400,285 | $ 756,765 | $ 758,839 | ||
United Maritime Predecessor [Member] | Gloriuship [Member] | |||||
Vessels, Net [Abstract] | |||||
Additions | $ 16,833,520 | ||||
United Maritime Predecessor [Member] | Vessels [Member] | |||||
Vessels, Net [Abstract] | |||||
Additions | 0 | ||||
Depreciation expense | $ 400,285 | $ 756,765 | $ 758,839 |
Long-Term Debt, Summary of Long
Long-Term Debt, Summary of Long-Term Debt (Predecessor) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Long-Term Debt [Abstract] | ||
Long-term debt | $ 43,200,000 | |
Less: Deferred financing costs | (594,000) | |
Total | 42,606,000 | |
Less - current portion | (7,473,000) | |
Long-term portion | $ 35,133,000 | |
United Maritime Predecessor [Member] | ||
Long-Term Debt [Abstract] | ||
Long-term debt | $ 5,500,000 | |
Less: Deferred financing costs | (119,256) | |
Total | 5,380,744 | |
Less - current portion | (1,177,074) | |
Long-term portion | $ 4,203,670 |
Long-Term Debt, New Entrust Fac
Long-Term Debt, New Entrust Facility (Predecessor) (Details) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |||
Jul. 16, 2020 USD ($) Tranche | Jul. 15, 2020 USD ($) Vessel | Jul. 05, 2022 USD ($) | Dec. 31, 2022 USD ($) Vessel | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Secured Debt [Abstract] | ||||||
Number of vessel owning subsidiaries entering into loan | Vessel | 2 | |||||
Proceeds from drawdown | $ 73,000,000 | |||||
Repayment of long term debt | 34,750,000 | |||||
Balance outstanding | $ 43,200,000 | |||||
United Maritime Predecessor [Member] | ||||||
Secured Debt [Abstract] | ||||||
Gain on debt refinancing | $ 0 | $ 0 | $ 1,490,601 | |||
Proceeds from drawdown | 0 | 0 | 6,500,000 | |||
Repayment of long term debt | $ 550,000 | 800,000 | $ 9,015,940 | |||
Balance outstanding | 5,500,000 | |||||
United Maritime Predecessor [Member] | New Entrust Facility [Member] | ||||||
Secured Debt [Abstract] | ||||||
Gain on debt refinancing | $ 1,490,601 | |||||
Number of vessel owning subsidiaries entering into loan | Vessel | 2 | |||||
Borrowing capacity | $ 22,500,000 | |||||
Proceeds from drawdown | $ 22,500,000 | |||||
Number of tranches | Tranche | 2 | |||||
Repayment of long term debt | 14,617,500 | |||||
Balance outstanding | $ 5,500,000 | |||||
United Maritime Predecessor [Member] | Geniuship Tranche [Member] | ||||||
Secured Debt [Abstract] | ||||||
Proceeds from drawdown | $ 16,000,000 | |||||
United Maritime Predecessor [Member] | Gloriuship Tranche [Member] | ||||||
Secured Debt [Abstract] | ||||||
Proceeds from drawdown | $ 6,500,000 |
Long-Term Debt, Annual Principa
Long-Term Debt, Annual Principal Payments (Predecessor) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Annual Principal Payments [Abstract] | ||
2022 | $ 8,000,000 | |
2023 | 35,200,000 | |
Total | $ 43,200,000 | |
United Maritime Predecessor [Member] | ||
Annual Principal Payments [Abstract] | ||
2022 | $ 1,250,000 | |
2023 | 1,400,000 | |
2024 | 1,400,000 | |
2025 | 1,450,000 | |
2026 | 0 | |
Total | $ 5,500,000 |
Financial Instruments (Predec_2
Financial Instruments (Predecessor) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Financial Instruments [Abstract] | ||
Percentage carrying value is less than fair market value of fixed interest long-term debt | 1.10% | |
Carrying Value [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 43,200,000 | |
Fair Market Value [Member] | Level 2 [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 42,742,000 | |
United Maritime Predecessor [Member] | ||
Financial Instruments [Abstract] | ||
Percentage carrying value is less than fair market value of fixed interest long-term debt | 3.11% | |
United Maritime Predecessor [Member] | Carrying Value [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 5,500,000 | |
United Maritime Predecessor [Member] | Fair Market Value [Member] | Level 2 [Member] | ||
Financial Instruments [Abstract] | ||
Fixed interest long-term debt | $ 5,670,844 |
Commitments and Contingencies_3
Commitments and Contingencies (Predecessor) (Details) - USD ($) | Dec. 31, 2022 | Jul. 05, 2022 |
Commitments [Abstract] | ||
Future minimum contractual charter revenue | $ 4,121,000 | |
United Maritime Predecessor [Member] | ||
Commitments [Abstract] | ||
Future minimum contractual charter revenue | $ 4,705,066 |
Interest and Finance Costs (P_3
Interest and Finance Costs (Predecessor) (Details) - USD ($) | 6 Months Ended | 11 Months Ended | 12 Months Ended | |
Jul. 05, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Interest Expense [Abstract] | ||||
Total | $ 2,452,000 | |||
United Maritime Predecessor [Member] | ||||
Interest Expense [Abstract] | ||||
Interest on long-term debt | $ 280,554 | $ 621,046 | $ 592,801 | |
Amortization of debt issuance costs | 44,308 | 101,289 | 96,300 | |
Other, net | (1,074) | 21,352 | 19,344 | |
Total | $ 323,788 | $ 743,687 | $ 708,445 |