Cover Page
Cover Page | 12 Months Ended |
Dec. 31, 2023 shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Entity Registrant Name | C3IS INC. |
Entity Central Index Key | 0001951067 |
Document Period End Date | Dec. 31, 2023 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Filer Category | Non-accelerated Filer |
Entity Current Reporting Status | Yes |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Title of 12(b) Security | Common Stock, par value $0.01 per share |
Trading Symbol | CISS |
Security Exchange Name | NASDAQ |
Entity Shell Company | false |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | FY |
Document Annual Report | true |
Document Transition Report | false |
Entity Interactive Data Current | Yes |
Document Accounting Standard | U.S. GAAP |
Document Shell Company Report | false |
Entity File Number | 001-41717 |
Entity Incorporation, State or Country Code | 1T |
Document Registration Statement | false |
Entity Address, Address Line One | 331 Kifissias Avenue |
Entity Address, Address Line Two | Erithrea |
Entity Address, City or Town | Athens |
Entity Address, Postal Zip Code | 14561 |
Entity Address, Country | GR |
Contact Personnel Fax Number | 625 0018 |
Auditor Location | Athens, Greece |
Auditor Firm ID | 1163 |
Auditor Name | Deloitte Certified Public Accountants S.A. |
ICFR Auditor Attestation Flag | false |
Document Financial Statement Error Correction [Flag] | false |
Business Contact [Member] | |
Document Information [Line Items] | |
Contact Personnel Name | Dr. Diamantis Andriotis |
Entity Address, Address Line One | 331 Kifissias Avenue |
Entity Address, Address Line Two | Erithrea |
Entity Address, City or Town | Athens |
Entity Address, Postal Zip Code | 14561 |
Entity Address, Country | GR |
Country Region | 30 |
City Area Code | 210 |
Local Phone Number | 625 0001 |
Common Stock [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 87,423 |
Series A Convertible Preferred Stock [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 600,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 695,288 | |
Time deposits | 8,368,417 | |
Trade and other receivables | 10,443,497 | $ 674,827 |
Other current assets | 33,846 | |
Advances and prepayments | 80,267 | 36,340 |
Inventories | 689,269 | 165,645 |
Total current assets | 20,310,584 | 1,023,520 |
Non current assets | ||
Vessels, net | 75,161,431 | 38,836,151 |
Total non current assets | 75,161,431 | 38,836,151 |
Total assets | 95,472,015 | 39,859,671 |
Current liabilities | ||
Trade accounts payable | 547,017 | 792,142 |
Accrued and other liabilities | 634,297 | 173,324 |
Deferred income | 215,836 | |
Total current liabilities | 39,928,166 | 965,466 |
Total liabilities | 39,928,166 | 965,466 |
Commitments and contingencies | ||
Common Stock | 874 | |
Additional paid-in capital | 47,191,056 | |
Retained earnings | 8,345,919 | |
Total stockholders' equity | 55,543,849 | 38,894,205 |
Total liabilities and stockholders' equity | 95,472,015 | 39,859,671 |
Series A Preferred Stock [Member] | ||
Current liabilities | ||
Preferred Stock, 200,000,000 shares authorized (Note 8) Preferred stock, Series A, $0.01 par value, zero and 600,000 shares issued and outstanding as of December 31, 2022 and December 31, 2023, respectively (Note 8) | 6,000 | |
Former Parent Company Investment [Member] | ||
Current liabilities | ||
Common Stock | 38,894,205 | |
Related Party [Member] | ||
Current assets | ||
Due from related party | $ 146,708 | |
Current liabilities | ||
Payable to related parties | $ 38,531,016 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Common stock par or stated value per share | $ 0.01 | $ 0.0001 |
Common stock shares authorized | 2,000,000,000 | 500 |
Common stock shares issued | 87,423 | 500 |
Common stock shares outstanding | 87,423 | 500 |
Preferred stock shares authorized | 200,000,000 | |
Preferred stock par or stated value per share | $ 0.01 | |
Series A Preferred Stock [Member] | ||
Preferred stock shares authorized | 200,000,000 | 200,000,000 |
Preferred stock par or stated value per share | $ 0.01 | $ 0.01 |
Preferred stock shares issued | 600,000 | 0 |
Preferred stock shares outstanding | 600,000 | 0 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Revenues | ||||
Revenues | $ 3,287,101 | $ 12,847,729 | $ 6,272,431 | $ 28,738,982 |
Total revenues | 3,287,101 | 12,847,729 | 6,272,431 | 28,738,982 |
Expenses | ||||
Voyage expenses | 456,839 | (663,064) | (365,339) | 7,291,129 |
Voyage expenses – related parties | 40,833 | 340,266 | ||
Vessel operating expenses | 889,272 | (2,380,986) | (1,531,278) | 4,716,536 |
Vessel operating expenses – related parties | 7,000 | (22,700) | (12,000) | 79,250 |
Dry-docking costs | 584,355 | (799,333) | (138,780) | 183,090 |
Depreciation | 557,974 | (479,171) | (441,749) | 4,104,720 |
Management fees – related parties | 77,440 | (189,640) | (94,160) | 396,000 |
General and administrative expenses | (2,397) | (35,021) | 679,156 | |
General and administrative expenses – related parties | 121,327 | 520,874 | ||
Net gain on sale of vessel – related party | 9,268,610 | |||
Total (expenses)/income | 2,735,040 | 4,731,319 | (2,618,327) | 18,311,021 |
Income from operations | 552,061 | 17,579,048 | 3,654,104 | 10,427,961 |
Other (expenses)/income | ||||
Interest and finance costs | (116) | (194,633) | (45,623) | (4,471) |
Interest and finance costs – related party | (1,363,360) | |||
Interest income | 59,716 | 36,107 | ||
Foreign exchange (loss)/gain | (359) | 15,221 | 219 | 195,675 |
Other expenses, net | (475) | (119,696) | (45,404) | (1,136,049) |
Net income | 551,586 | 17,459,352 | 3,608,700 | 9,291,912 |
Other comprehensive income | 0 | 0 | 0 | |
Total comprehensive income | $ 551,586 | $ 17,459,352 | $ 3,608,700 | $ 9,291,912 |
Earnings per share (Note 9) | ||||
-Basic | $ 17.33 | $ 157.28 | ||
-Diluted | $ 7.39 | $ 63.08 | ||
Weighted average number of shares (Note 9) | ||||
-Basic | 31,826 | 54,217 | ||
-Diluted | 74,683 | 146,116 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Total | Excercise Of Warrants [Member] | European Institute of Regional Investments Inc [Member] | Agricultural Paneuropean Investments Inc [Member] | Capital stock [Member] | Capital stock [Member] Excercise Of Warrants [Member] | Preferred stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] Excercise Of Warrants [Member] | Retained Earnings [Member] | Former Parent Company Investment [Member] |
Beginning balance, shares at Mar. 11, 2021 | 0 | ||||||||||
Beginning balance, value at Mar. 11, 2021 | $ 0 | $ 0 | $ 0 | $ 0 | |||||||
Issuance of common stock (including the exercise of warrants) net of issuance costs, shares | 500 | ||||||||||
Net income | 3,608,700 | 3,608,700 | |||||||||
Shareholders' contributions | 11,492,334 | 11,492,334 | |||||||||
Returns to shareholders | (6,350,000) | (6,350,000) | |||||||||
Ending balance, shares at Dec. 31, 2021 | 500 | ||||||||||
Ending balance, value at Dec. 31, 2021 | 8,751,034 | 0 | 5,142,334 | 3,608,700 | |||||||
Issuance of common stock (including the exercise of warrants) net of issuance costs, value | 500 | ||||||||||
Net income | 17,459,352 | 17,459,352 | |||||||||
Shareholders' contributions | 16,686,500 | 16,686,500 | |||||||||
Ending balance, shares at Oct. 18, 2022 | 500 | ||||||||||
Ending balance, value at Oct. 18, 2022 | 42,896,886 | $ 500 | 21,828,834 | 21,068,052 | |||||||
Beginning balance, shares at Jul. 24, 2022 | 0 | 0 | |||||||||
Beginning balance, value at Jul. 24, 2022 | 0 | $ 0 | $ 0 | 0 | 0 | $ 0 | |||||
Issuance of common stock (including the exercise of warrants) net of issuance costs, shares | 500 | ||||||||||
Net income | 551,586 | 551,586 | |||||||||
Net increase in former Parent Company investment | 38,342,619 | 38,342,619 | |||||||||
Ending balance, shares at Dec. 31, 2022 | 500 | 0 | |||||||||
Ending balance, value at Dec. 31, 2022 | 38,894,205 | $ 0 | $ 0 | 0 | 0 | 38,894,205 | |||||
Issuance of common stock (including the exercise of warrants) net of issuance costs, shares | 47,650 | ||||||||||
Issuance of common stock (including the exercise of warrants) net of issuance costs, value | 13,000,000 | $ 4,419,178 | $ 477 | $ 4,418,701 | |||||||
Net income | 9,291,912 | ||||||||||
Net increase in former Parent Company investment | 3,305,083 | 3,305,083 | |||||||||
Net income for the period from January 1, 2023 to Spin-Off | 390,691 | 390,691 | |||||||||
Cancellation of capital stock, shares | (500) | ||||||||||
Cancellation of capital stock, value | $ 0 | ||||||||||
Capitalization at Spin-Off issuance of capital stock, Shares | 31,826 | ||||||||||
Capitalization at Spin-Off issuance of capital stock, Value | $ 318 | 29,953,661 | (29,953,979) | ||||||||
Capitalization at Spin-Off issuance of preferred stock, Shares | 0 | 600,000 | |||||||||
Capitalization at Spin-Off issuance of preferred stock, Value | $ 0 | $ 6,000 | 12,630,000 | (12,636,000) | |||||||
Net income for the period from the spin-off to December 31, 2023 | 8,901,221 | 8,901,221 | |||||||||
Dividends declared on Series A preferred shares | (404,167) | (20,833) | (383,334) | ||||||||
Down round deemed dividend on Series A preferred shares | 171,968 | 171,968 | (171,968) | ||||||||
Issuance of restricted shares and stock based compensation, shares | 7,947 | ||||||||||
Issuance of restricted shares and stock based compensation, value | 37,638 | $ 79 | 37,559 | ||||||||
Ending balance, shares at Dec. 31, 2023 | 87,423 | 600,000 | |||||||||
Ending balance, value at Dec. 31, 2023 | $ 55,543,849 | $ 874 | $ 6,000 | $ 47,191,056 | $ 8,345,919 | $ 0 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) | 12 Months Ended |
Dec. 31, 2023 $ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Common stock par or stated value per share | $ 0.01 |
Preferred stock dividends per share | 0.67 |
Preferred stock down round deemed dividends per share | $ 0.29 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Cash flows from operating activities: | ||||
Net income for the period/year | $ 551,586 | $ 17,459,352 | $ 3,608,700 | $ 9,291,912 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation | 557,974 | 479,171 | 441,749 | 4,104,720 |
Amortization of deferred finance charges | 49,704 | 1,596 | ||
Net gain on sale of vessel | (9,268,610) | |||
Share based compensation | 37,638 | |||
Unrealized foreign exchange gain on time deposits | (241,967) | |||
Changes in operating assets and liabilities: | ||||
(Increase)/decrease in Trade and other receivables | (674,827) | (1,116,348) | (200,371) | (9,768,670) |
(Increase)/decrease in Other current assets | (33,846) | |||
Increase (Decrease) in Balances with related party | 932,765 | (4,061,422) | ||
(Increase)/decrease in Advances and prepayments | (36,340) | (43,863) | (30,821) | (43,927) |
(Increase)/decrease in Inventories | (165,645) | 39,387 | (60,180) | (523,624) |
Increase/(Decrease) in Trade accounts payable | 792,142 | 503,240 | 146,043 | (245,125) |
(Increase)/decrease in Due from related party | (146,708) | 146,708 | ||
Increase/(Decrease) in Payable to related parties | 2,238,516 | |||
Increase/(Decrease) in Accrued liabilities | 173,324 | (23,026) | 142,628 | 460,973 |
Increase/(Decrease) in Deferred income | 215,836 | |||
Net cash provided by operating activities | 1,051,506 | 9,011,772 | (12,078) | 5,639,144 |
Cash flows from investing activities | ||||
Acquisition and improvement of vessels | (39,394,125) | (15,978,923) | (11,635,335) | (4,300,000) |
Purchase of bank time deposits | (8,126,450) | |||
Proceeds from sale of vessel | 20,332,790 | |||
Net cash used in investing activities | (39,394,125) | 4,353,867 | (11,635,335) | (12,426,450) |
Cash flows from financing activities | ||||
Net transfers from former Parent Company | 38,342,619 | 3,305,083 | ||
Proceeds from follow-on offering | 5,003,250 | |||
Stock issuance costs | (584,072) | |||
Dividends paid on preferred shares | (241,667) | |||
Shareholders' contributions | 16,686,500 | 11,492,334 | ||
Returns to shareholders | (6,350,000) | |||
Proceeds from long-term debt | 7,330,000 | |||
Repayments of long-term debt | (7,330,000) | |||
Deferred finance charges paid | (51,300) | |||
Net cash provided by financing activities | 38,342,619 | 9,356,500 | 12,421,034 | 7,482,594 |
Net increase in cash and cash equivalents | 22,722,139 | 773,621 | 695,288 | |
Cash and cash equivalents at beginning of period/year | 0 | 773,621 | 0 | |
Cash and cash equivalents at end of period/year | 0 | 23,495,760 | 773,621 | 695,288 |
Cash breakdown | ||||
Cash and cash equivalents | 23,495,760 | 18,992 | 695,288 | |
Restricted cash, current | 254,629 | |||
Restricted cash, non-current | 500,000 | |||
Total cash, cash equivalents and restricted cash shown in the statements of cash flows | $ 0 | 23,495,760 | 773,621 | 695,288 |
Non-cash Investing and Financing Activities | ||||
Vessel acquisition included in payable to related parties | 36,130,000 | |||
Non cash investing activity – Vessel improvements included in liabilities | $ 39,819 | |||
Interest paid | $ 171,085 | |||
Series A Preferred Stock [Member] | ||||
Non-cash Investing and Financing Activities | ||||
Dividends on preferred shares Series A included in payable to related parties | $ 162,500 |
Basis of Presentation and Gener
Basis of Presentation and General Information | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Basis of Presentation and General Information | 1. Basis of Presentation and General Information The accompanying combined financial statements include the accounts of European Institute of Regional Investments Inc. and Agricultural Paneuropean Investments Inc. (collectively, the “Company” or “C3is Inc. Predecessor”) from the date of their incorporation. European Institute of Regional Investments Inc. was formed under the laws of the Marshall Islands on March 12, 2021 (the “Inception Date”) and Agricultural Paneuropean Investments Inc. was formed under the laws of the Marshall Islands on April 21, 2022. The Company owned and operated two handysize drybulk carriers, the vessel Eco Bushfire, acquired on March 26, 2021 and the vessel Eco Angelbay, acquired on May 6, 2022, which provided worldwide marine transportation services under time charters. On July 7, 2022, the Company entered into an agreement to sell its vessels to Imperial Petroleum Inc. (“IMPP”) for $39.0 million (Note 3). The sales were concluded with the delivery of the vessel Eco Bushfire to IMPP on September 21, 2022 and the vessel Eco Angelbay on October 19, 2022. Therefore, October 18, 2022 is the last date of operations of C3is Inc. Predecessor and the last date of the periods covered by the accompanying combined financial statements. The Company is affiliated with the family of the CEO of IMPP and as such the Company and IMPP are related parties. IMPP contributed the companies that currently own the vessels Eco Bushfire and Eco Angelbay to its wholly-owned subsidiary, C3is Inc., in exchange for common shares and preferred shares in C3is Inc. IMPP spun off C3is inc. by distributing the common shares of C3is Inc. to holders of the common stock of IMPP and to holders of the outstanding warrants of IMPP on June 21, 2023. The reporting and functional currency of the Company is the United States Dollar. The combined financial statements have been prepared in conformity with United States generally accepted accounting principles (“U.S. GAAP”) and present the combined results of operations of the Company and its cash flows for the period from the Inception Date to December 31, 2021 and for the period from January 1, 2022 to October 18, 2022. These financial statements are presented as if the businesses of European Institute of Regional Investments Inc. and Agricultural Paneuropean Investments Inc. had been combined throughout the periods presented. All intercompany accounts and transactions between the entities comprising the Company have been eliminated in the accompanying combined financial statements. Effective from June 1, 2021 to September 21, 2022, the vessel Eco Bushfire was managed by Brave Maritime Corporation S.A. (the “Manager”), a related party. For the period from its acquisition on March 26, 2021 to May 31, 2021, the vessel Eco Bushfire was managed by an unrelated party. The vessel Eco Angelbay was managed by the Manager for the period from its acquisition on May 6, 2022 to October 18, 2022. The Manager is a company incorporated in Liberia in 1987 and registered in Greece under the provisions of law 89/1967, 378/1968 and article 25 of law 27/75 as amended by article 4 of law 2234/94. (See Note 3). During the period from March 12 to December 31, 2021 and the period from January 1, 2022 to October 18, 2022, the following charterers accounted for 10% or more of the Company’s revenues: Charterer Period ended Period ended A 16 % — B 84 % — C — 27 % D — 14 % E — 29 % F — 10 % | 1. Basis of Presentation and General Information C3is Inc. (“C3is”) was formed by Imperial Petroleum Inc. (“the former Parent Company”) on July 25, 2022 under the laws of the Republic of the Marshall Islands. Initial share capital of C3is consisted of 500 common shares. Imperial Petroleum Inc. spun off its two Handysize drybulk carriers by contributing to C3is its interest in Drybulk International Trading and Shipping Inc. and in Raw Commodities & Exports Inc. (“Initial Fleet”), each one owning one Handysize drybulk carrier, and $5,000,000 in cash for working capital purposes. The contribution was completed on June 20, 2023 in exchange for 31,826 newly issued common shares and 600,000 5.00% Series A Perpetual Convertible Preferred Shares (the “Series A Preferred Shares”) in C3is. On June 21, 2023, Imperial Petroleum Inc., distributed the 31,826 common shares in C3is to the shareholders and warrant holders of Imperial Petroleum Inc. on a pro rata basis (the “Spin off”) and retained the 600,000 Series A Preferred Shares. On July 7, 2022, European Institute of Regional Investments Inc. and Agricultural Paneuropean Investments Inc. (collectively, “C3is Inc. Predecessor”) entered into an agreement to sell their vessels to Dry Bulk International Trading and Shipping Inc. and Raw Commodities and Exports Inc., respectively, for $39 million (Note 5). C3is Inc. Predecessor is affiliated with the family of the CEO of IMPP and as such the Company and C3is Inc. Predecessor are related parties. On September 21, 2022, Dry Bulk International Trading and Shipping Inc. acquired the vessel Eco Bushfire from European Institute of Regional Investments Inc. and on October 19, 2022 Raw Commodities and Exports Inc. acquired the vessel Eco Angelbay from Agricultural Paneuropean Investments Inc. The accompanying consolidated financial statements include the accounts of C3is and its subsidiaries, (collectively, the “Company”). The Initial Fleet has been accounted using the historical carrying costs of its assets and liabilities from their dates of incorporation. For periods up to June 21, 2023, the accompanying financial statements reflect the financial position and results of the carve-out At December 31, 2023, the Company’s fleet was comprised of 2 Handysize drybulk carriers and 1 Aframax crude oil tanker providing worldwide marine transportation services under long, medium or short-term charters. At December 31, 2023, the Company had a working capital deficit of cash and cash equivalents and time deposits of and three unencumbered vessels. As of December 31, 2023, the Company has remaining obligations for the acquisition of one vessel (Note 3) totaling payable in July 2024. The Company expects to finance its working capital deficit with operational cash flows, debt issuances, or a combination of debt and equity issuances, if required. During January 2024 and March 2024, the Company completed two equity issuances and raised a total of $ million (Note . In the event the debt and equity issuances are not sufficient, the Company may consider selling of its unencumbered vessels. Therefore, there is substantial doubt about the Company’s ability to continue as a going concern, for a reasonable period of time. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets and liabilities, or any other adjustments that might result in the event the Company is unable to continue as a going concern. The Company’s vessels are managed by Brave Maritime Corporation S.A., a company controlled by members of the family of the Company’s Non-Executive Spin-off Company’s Non-Executive Director At December 31, 2023, the subsidiaries included in the Company’s consolidated financial statements were: Company Date of Name of Vessel Dead Weight Acquisition Date Drybulk International Trading and Shipping Inc. 04/07/2022 Eco Bushfire 32,000 21/09/2022 Raw Commodities & Exports Inc. 04/07/2022 Eco Angelbay 32,000 19/10/2022 Crude Oil Services International Inc. 06/07/2023 Afrapearl II 115,804 14/07/2023 During the period from July 25, 2022 to December 31, 2022 and the year ended December 31, 2023, the following charterers accounted for 10% or more of the Company’s revenues: Charterer Period from Year ended A 38 % — B 20 % — C 12 % — D 30 % — E — 24 % F — 22 % |
Significant Accounting Policies
Significant Accounting Policies | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies | 2. Significant Accounting Policies Use of Estimates: revenues Foreign Currency Translation: The functional currency of the Company is the U.S. Dollar because the Company’s vessel operates in international shipping markets, which utilize the U.S. Dollar as the functional currency. The accounting books of the Company are maintained in U.S. Dollars. Transactions involving other currencies are converted into U.S. Dollars using the exchange rates in effect at the time of the transactions. Resulting gains or losses are separately reflected in the accompanying combined statements Impairment or Disposal of Long-lived Assets: 360-10, (“ASC 360-10”), which are future dry-docking costs . impairment loss was recorded for any of the periods presented. Vessels’ Depreciation: Accounting for Special Survey and Dry-docking Costs: and dry-docking costs Accounting for Revenue and Related Expenses: A time charter is a contract for the use of a vessel for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. Operating costs incurred for running the vessel such as crew costs, vessel insurance, repairs and maintenance and lubricants are paid for by the Company under time charter agreements. A time charter generally provides typical warranties and owner protective restrictions. The performance obligations in a time charter are satisfied over the term of the contract beginning when the vessel is delivered to the charterer until it is redelivered back to the owner of the vessel. The Company’s time charter contracts are classified as operating leases pursuant to Accounting Standards Codification (“ASC”) 842 – Leases because (i) the vessel is an identifiable asset (ii) the Company does not have substantive substitution rights and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use. Time charter revenues are recognized when a charter agreement exists, the vessel is made available to the charterer and collection of the related revenue is reasonably assured. Time charter revenues are recognized as earned on a straight-line basis over the term of the charter as service is provided. Under time charter agreements, all voyages expenses, except commissions are assumed by the charterer. The Company, elected to make use of a practical expedient for lessors, not to separate the lease and non-lease components the non-lease component, and non-lease components Vessel operating expenses comprise all expenses relating to the operation of the vessel, including crewing, repairs and maintenance, insurance, stores, lubricants and other operating expenses. Vessel operating expenses are expensed as incurred. Segment Reporting: The Company reports financial information and evaluates its operations by total charter revenues and not by the type of vessel, 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 Company has determined that it operates under one reportable segment as well as one operating segment. Furthermore, when the Company charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, the disclosure of geographical information is impracticable. Recent Accounting Pronouncements: | 2. Significant Accounting Policies Use of Estimates: with Foreign Currency Translation: ’ Cash and Cash Equivalents: Time Deposits: as non-current assets. Trade Receivables: potentially un-collectible accounts Inventories: the first-in, first-out method. stores Vessels, Net: Impairment or Disposal of Long-lived Assets: Subtopic 360-10, (“ASC 360-10”), which future dry-docking costs Vessels’ Depreciation: Accounting for Special Survey and Dry-docking Costs: and dry-docking costs Accounting for Revenue and Related Expenses: A time charter is a contract for the use of a vessel for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. Operating costs incurred for running the vessel such as crew costs, vessel insurance, repairs and maintenance and lubricants are paid for by the Company under time charter agreements. A time charter generally provides typical warranties and owner protective restrictions. The performance obligations in a time charter are satisfied over the term of the contract beginning when the vessel is delivered to the charterer until it is redelivered back to the owner of the vessel. The Company’s time charter contracts are classified as operating leases pursuant to Accounting Standards Codification (“ASC”) 842 – Leases because (i) the vessel is an identifiable asset (ii) the Company does not have substantive substitution rights and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use. Time charter revenues are recognized when a charter agreement exists, the vessel is made available to the charterer and collection of the related revenue is reasonably assured. Time charter revenues are recognized as earned on a straight-line basis over the term of the charter as service is provided. Under time charter agreements, all voyages expenses, except commissions are assumed by the charterer. The Company, elected to make use of a practical expedient for lessors, not to separate the lease and non-lease components the non-lease component, and non-lease components A voyage charter is a contract, in which the vessel owner undertakes to transport a specific amount and type of cargo on a load port-to-discharge allowed lay-time as collection is probable. In voyage charters, vessel operating and voyage expenses are paid for by the Company. The voyage charters are considered service contracts which fall under the provisions of ASC 606 because the Company retains control over the operations of the vessels such as the routes taken or the vessels’ speed. Deferred income represents cash received for undelivered performance obligations. The portion of the deferred revenue that will be earned within the next twelve months is classified as current liability and the remaining as long-term liability. Vessel voyage expenses are direct expenses to voyage revenues and primarily consist of brokerage commissions, port expenses, canal dues and bunkers. Brokerage commissions are paid to shipbrokers for their time and efforts for negotiating and arranging charter party agreements on behalf of the Company and expensed over the related charter period and all the other voyage expenses are expensed as incurred except for expenses during the ballast portion of the voyage. Any expenses incurred during the ballast portion of a voyage (period between the contract date and the date of the vessel’s arrival to the load port) such as bunker expenses, canal tolls and port expenses are deferred and are recognized on a straight-line basis, in voyage expenses, over the voyage duration as the Company satisfies the performance obligations under the contract provided these costs are (1) incurred to fulfill a contract that the Company can specifically identify, (2) able to generate or enhance resources of the company that will be used to satisfy performance of the terms of the contract, and (3) expected to be recovered from the charterer. These costs are considered ‘contract fulfillment costs’ and are included in ‘other current assets’ in the accompanying consolidated balance sheets. Vessel operating expenses comprise all expenses relating to the operation of the vessel, including crewing, repairs and maintenance, insurance, stores, lubricants and other operating expenses. Vessel operating expenses are expensed as incurred. Segment Reporting: Earnings per common share The if-converted method of the-if converted decrease Distinguishing liabilities from equity: Equity Compensation Plan: vested and non-vested and to non-employee directors, are considered non-vested shares Dividends: additional paid-in Recent Accounting Pronouncements: 2023-07, 2023-07 In March 2024, the Securities and Exchange Commission (“SEC”) adopted climate-related reporting rules, The Enhancement and Standardization of Climate-Related Disclosures for Investors (the “SEC Climate Reporting Rules”). The SEC Climate Reporting Rules require for Emerging Growth Companies (“EGCs”) the following financial statement disclosures: • Expenditures and capitalized costs, excluding recoveries, incurred related to severe weather events and natural events are required, if such expenditures exceed defined disclosure thresholds. In addition, a description of material estimates and assumptions used to produce the financial statement disclosures are required. • If the use of carbon offsets or renewable energy credits (RECs) are a material component of the registrant’s plans to achieve climate-related targets or goals, disclosure of carbon offsets and RECs beginning and ending balances, amounts expensed, capitalized costs and losses are presented in the financial statements. The disclosures will be phased in, with the financial statement disclosures required for annual periods beginning in 2027. The Company continues to evaluate the additional disclosures required. |
Transactions with Related Parti
Transactions with Related Parties | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Related Party Transactions [Abstract] | ||
Transactions with Related Parties | 3. Transactions with Related Parties The Manager provides the vessels with a wide range of shipping services such as chartering, technical support and maintenance, insurance, consulting, financial and accounting services, for a fixed daily fee of $440, as per the management agreement between the Manager and the vessel – owning companies. For the period from March 12 to December 31, 2021 and the period from January 1, 2022 to October 18, 2022 the management fees were $94,160 and $189,640, respectively and are included in “Management fees” in the combined statements of comprehensive income. The Manager provides also crew management services to the vessels. These services have been subcontracted by the Manager to an affiliated ship-management company, Hellenic Manning Overseas Inc. (ex. Navis Maritime Services Inc.). The Company pays to the Manager a fixed monthly fee of $1,500 per vessel and the related fees are included in “Operating expenses – related party” in the combined statements of comprehensive income. On July 7, 2022, the Company entered into a memorandum of agreement for the disposal of the vessel “Eco Bushfire” to IMPP for a total of $20,500,000. The vessel was delivered to its new owners on September 21, 2022 and an aggregate gain of $9,268,610 was realized as a result of this sale which is included in the Company’s combined statement of comprehensive income under the caption “Net gain on sale of vessel”. On July 7, 2022, the Company entered into a memorandum of agreement for the disposal of the vessel “Eco Angelbay” to IMPP for a total of $18,500,000. The vessel was delivered to its new owners on October 19, 2022. | 3. Transactions with Related Parties The Based on the management agreement between the Manager and the Company, the Manager also receives a brokerage commission of 1.25% on freight, hire and demurrage per vessel. The Manager also acts as a sales and purchase broker for the Company in exchange for a commission fee equal to 1% of the gross sale or purchase price of vessels or companies. The commission fees relating to vessels purchased are capitalized to the cost of the vessels as incurred, and are included in “Vessels, net” in the consolidated balance sheets. The Manager also provides crew management services to the vessels. These services have been subcontracted by the Manager to an affiliated ship-management company, Hellenic Manning Overseas Inc.. The per vessel for these services and the related expense is included in “Operating expenses – related party” in the consolidated statements of comprehensive income. The services provided by Stealth Maritime Corporation S.A. (Note 1) which is the manager of Imperial Petroleum Inc.’s vessels are identical with the services provided by Brave Maritime Corporation S.A. since June 21, 2023. In addition, an allocation of general and administrative expenses incurred by Imperial Petroleum Inc. up to June , has been included in General and administrative expenses of the Company based on the number of calendar days the Company’s vessels operated under Imperial Petroleum Inc.’s fleet compared to the number of calendar days of the total Imperial Petroleum Inc.’s fleet. These expenses consisted mainly of executive compensation, office rent, investor relations and consultancy fees (the “General and administrative expenses-related party”). The related party receivable balance with European Institute of Regional Investments Inc. mainly relating to collections received on behalf of the Company was $146,708 as of December 31, 2022. The balance as at December 31, 2023 was nil. The current account balance with the Manager at December 31, 2023 was a liability liability mainly relates to commissions on vessels purchased. On July 7, 2023, the Company entered into a memorandum of agreement with Imperial Petroleum Inc. for the acquisition of the vessel “Afrapearl II” for an aggregate consideration of (Note 5). The vessel was delivered to the Company on July 14, 2023. % of the total consideration i.e. $ was paid in cash, while the remaining amount of $ is payable in July 2024 and has no stated interest. The vessel was recorded at its fair value of $ as determined by an independent broker and the liability was recorded at $ (the “Remaining Purchase Price”) to for the period from July 7, 2023 to December 31, 2023 is included in “Interest and finance costs -related party” in the consolidated statement of comprehensive income. The current account balance with Imperial Petroleum Inc. at December 31, 2023 (2022: nil) was a liability of $38,069,321. The liability relates to the outstanding amount for the acquisition of the vessel “Afrapearl II which includes the Remaining Purchase Price, accrued interest of $1,363,360 and payables of $843,461 mainly relating to inventory on board the vessel as well as the accrued dividend payable (Note 8). The amounts charged by the Company’s related parties comprised the following: Location in consolidated statements of Period from July 25, Year ended Management fees charged by Management fees – related parties — 245,520 Management fees charged by Management fees – related parties 77,440 150,480 Brokerage commissions charged Voyage expenses – related parties — 283,141 Brokerage commissions charged Voyage expenses – related parties 40,833 57,125 Superintendent fees Vessels’ operating expenses – related parties 2,000 5,500 Crew management fees charged Vessels’ operating expenses – related parties — 43,750 Crew management fees charged Vessels’ operating expenses – related parties 5,000 30,000 General and administrative General and administrative expenses-related parties 121,327 268,089 Executive compensation General and administrative expenses-related parties — 252,785 Commission – vessel purchased Vessels, net 390,000 430,000 Interest expense Interest and finance costs – related party — 1,363,360 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. Inventories The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: December 31, December 31, 2022 2023 Bunkers — 502,190 Lubricants 165,645 187,079 Total 165,645 689,269 |
Interest Costs
Interest Costs | 10 Months Ended |
Oct. 18, 2022 | |
Other Income and Expenses [Abstract] | |
Interest Costs | 4. Interest Costs On October 14, 2021, European Institute of Regional Investments Inc. together with Transamerica Logisticks Inc., Grain Transshipments Corp. Inc. and Grace International Marine Investments Inc., affiliated ship-owning companies, (collectively, the “Borrowers”) entered into a loan agreement for an amount of $33,300,000 with a bank, for the purpose of re-financing part On August 18, 2022, the Company prepaid the existing term loan dated October 14, 2021. Loan interest expense for the period ended December 31, 2022, amounted to $ (2021: $ ) and is presented under “Interest and finance costs” in the accompanying combined statements of comprehensive income. Weighted average interest rate on the Company’s long-term debt for the period from the loan drawdown on October , to December , was % and for the period from January , to August , was %. |
Vessels, Net
Vessels, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Vessels, Net | 5. Vessels, Net The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: Vessel cost Accumulated Net book Balance, July 25, 2022 — — — Additions 39,394,125 — 39,394,125 Depreciation for the period — (557,974 ) (557,974 ) Balance, December 31, 2022 39,394,125 (557,974 ) 38,836,151 Acquisitions and improvements 40,430,000 — 40,430,000 Depreciation for the y ear — (4,104,720 ) (4,104,720 ) Balance, December 31, 2023 79,824,125 (4,662,694 ) 75,161,431 The additions during the period ended December 31, 2022 mainly relate to the acquisition of the vessels Eco Bushfire and Eco Angelbay from a related party (Note 1). The additions during the year ended December 31, 2023 relate to the acquisition of the vessel “Afrapearl II” (Note 3). At December 31, 2022 and 2023, the Company performed an impairment review of its vessels since their book values were substantially higher than their market values. As a result of the impairment review, undiscounted net operating cash flows exceeded each vessel’s carrying value and no impairment loss was recognized. |
Accrued and Other Liabilities
Accrued and Other Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |
Accrued and Other Liabilities | 6. Accrued and Other Liabilities The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: December 31, 2022 December 31, 2023 Vessel operating expenses 158,956 266,500 Voyage expenses 14,368 230,817 Administrative expenses — 136,980 Total 173,324 634,297 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments and Concentration of Credit Risk | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | ||
Fair Value of Financial Instruments and Concentration of Credit Risk | 5. Fair Value of Financial Instruments and Concentration of Credit Financial instruments, which potentially subject the Company to significant concentrations Fair Value Disclosures: 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. The carrying values of cash and cash equivalents, restricted cash, receivables from related party, trade and other receivables, trade accounts payable and accrued and other liabilities are reasonable estimates of their fair value due to the short term nature of these financial instruments. Cash and cash equivalents and restricted cash are considered Level 1 items as they represent liquid assets with short-term maturities. The fair value of long term bank loan was estimated based on current rates offered to the Company for similar debt of the same remaining maturities. Its carrying value approximated its fair market value due to its variable interest rate, being LIBOR. LIBOR rates are observable at commonly quoted intervals for the full terms of the loans and hence floating rate loans are considered Level 2 items in accordance with the fair value hierarchy. | 7. Fair Value of Financial Instruments and Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents, trade and other receivables, balances with related parties, trade accounts payable and accrued and other liabilities. The Company limits its credit risk with respect to accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its trade accounts receivable. Fair Value Disclosures: 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. The carrying values of cash and cash equivalents, balances with related parties, trade and other receivables, trade accounts payable and accrued and other liabilities are reasonable estimates of their fair value due to the short-term nature of these financial instruments. Cash and cash equivalents are considered Level 1 items as they represent liquid assets with short-term maturities. |
Capital Stock And Additional Pa
Capital Stock And Additional Paid-In Capital | 10 Months Ended |
Oct. 18, 2022 | |
Stockholders' Equity Note [Abstract] | |
Capital stock and Additional paid-in capital | 6. Capital stock and Additional paid-in capital The total authorized and issued share capital of the Company is 500 common shares for European Institute of Regional Investments Inc. with no par value and 500 common shares for Agricultural Paneuropean Investments Inc. with no par value. Additional paid-in capital In March 2021, an amount of $11,492,334 was contributed to the Company by its shareholders to finance the acquisition cost of the vessel Eco Bushfire. During the fourth quarter of 2021, a total amount of $6,350,000 was returned to the Company’s shareholders following the loan agreement entered into to re-finance part In April 2022, an amount of $16,686,500 was contributed to the Company by its shareholders to finance the acquisition cost of the vessel Eco Angelbay. |
Stockholders' equity
Stockholders' equity | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' equity | 8. Stockholders’ equity Under the Company’s amended articles of incorporation, the Company’s authorized capital stock consists of 2,000,000,000 common shares, par value $ 0.01 per share, and of 200,000,000 preferred shares, par value $ 0.01 per share. As part of the Spin-off discussed in Note 1, the Company issued a total of 31,826 common shares and 600,000 of % Series A Perpetual Convertible Preferred Shares. The reported earnings per share calculations (Note 9) give retroactive effect to the issuance of shares in connection with the Spin-off. Common shares: i) Description Each outstanding common share is entitled to one vote, either in person or by proxy, on all matters that may be voted upon by their holders at meetings of the shareholders. Holders of common shares (i) have equal ratable rights to dividends from funds legally available therefore, if declared by the Board of Directors; (ii) are entitled to share ratably in all of our assets available for distribution upon liquidation, dissolution or winding up; and (iii) do not have preemptive, subscription or conversion rights or redemption or sinking fund provisions. All issued common shares when issued will be fully paid for and non- assessable. ii) Nasdaq Notification On August 24, 2023, the Company received a notification from the NASDAQ Capital Market (“Nasdaq”), indicating that because the closing bid price of the Company’s common stock for consecutive business days, from July 13, 2023 through August 23, 2023, was below the minimum $ per share bid price requirement for continued listing on Nasdaq, the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2). Pursuant to the Nasdaq Listing Rule 5810(c)(3)(A), the applicable grace period to regain compliance is days, or until . On February 22, 2024, the Company received a notification from the Listing Qualification Department of Nasdaq notifying the Company that it has been granted an additional -day compliance period, or until , to regain compliance with the minimum $ bid price per share requirement of the Nasdaq’s Listing Rule 5550(a)(2). On March 15, 2024, the Company received a notice from Nasdaq that the Company’s common stock had a closing bid price of $0.10 or less for ten consecutive trading days, through March 14, 2024, and that, consistent with Nasdaq Listing Rule 5810(c)(3)(A)(iii), Nasdaq has determined to delist the Company’s common stock from The Nasdaq Capital Market. The Company appealed Nasdaq’s decision to delist its securities on March 18, 2024, and a hearing has been scheduled for May 14, 2024. The Company believes that the increase in the share price as a result of the reverse stock split will cure these deficiencies (Note 15). iii) Equity Offering On July 5, 2023, the Company completed a registered offering and issued 3,500 common shares, pre-funded warrants to purchase 44,150 common shares, all of which have subsequently been cash exercised for $0.01 per share, and 4,765,000 Class A warrants, for net proceeds, after discounts and commissions and other issuance costs , million. As Class A The Company in its assessment for the accounting of the Class A warrants has taken into consideration ASC 480 “Distinguishing liabilities from equity” and determined that the warrants should be classified as equity instead of liability. Upon exercise of the warrants, the holder is entitled to receive common shares. ASC 480 requires that a warrant which contains an obligation that may require the issuer to redeem the shares in cash, be classified as a liability and accounted for at fair value. No warrants are classified as liabilities. Preferred shares: 5.00% Series A Perpetual Convertible Preferred Shares As part of the Spin-off, on June 21, 2023, the Company issued to Imperial 600,000 5.00% Series A Preferred Shares (Note 1) with par value $0.01 and liquidation preference of $25 per share. Each share of Series A Preferred Stock shall entitle the holder to the number of votes equal to the number of shares of common stock into which the share of Series A Preferred Stock is then convertible multiplied by thirty (30) on all matters submitted to a vote of the stockholders of the Company; provided however, that no holder of Series A Preferred Stock may exercise voting rights pursuant to Series A Preferred Stock that would result in the aggregate voting power of any beneficial owner of such shares and its affiliates to exceed % of the total number of votes eligible to be cast on any matter submitted to a vote of stockholders of the Company. Unless the Company has received the affirmative vote or consent of the holders of at least two-thirds The holder of the Series A Preferred Shares may elect to convert, in whole or in part, the Series A Preferred Shares into shares of common stock for a liquidation preference of $25 per share divided by the conversion price, that is the 150% of the volume weighted average price per share of common stock over the five consecutive trading day period commencing on and including June 21, 2023, which amounted to $350, any time, subsequent to September 18, 2023. The conversion price shall be subject to adjustment from time to time (i) if the Company shall at any time or from time to time, pay a stock dividend or otherwise makes a distribution or distributions on its shares of common stock or any other equity or equity equivalent securities payable in shares of common stock, or effect a subdivision or split of the outstanding common shares, the conversion price in effect immediately before such stock dividend or distribution, subdivision or split shall be proportionately decreased and, conversely, if the Company shall, at any time or from time to time, effect a combination (including by means of a reverse stock split) of the outstanding shares of common stock, the conversion price in effect immediately before such combination shall be proportionately increased and (ii) in the event that the Company shall, at any time or from time to time, in a registered offering sell its common stock or convertible securities for aggregate consideration per share of common stock that is less than the conversion price then in effect, the conversion price shall be reduced (but not increased) to an amount equal to the aggregate consideration per share of common stock paid in such registered offering. As of December 31, 2023, the initial conversion price was adjusted to being the lowest consideration per share of common stock paid in a registered offering of the Company which was completed in July 2023. Pursuant to ASC 260, Earnings per Share, the Company recorded a deemed div i The holder of the Series A Preferred Shares shall be entitled to receive dividends from time to time out of any assets of the Company legally available for the payment of dividends at a rate equal to % per annum when, as, and if declared by the Board of Directors. Dividends, to the extent declared to be paid by the Company, shall be paid quarterly on each January 15, April 15, July 15 and October 15 of each year commencing on October 15, 2023. Dividends on the Series A Preferred Shares shall be payable based on a 360-day year consisting of twelve 30-day months. The dividend rate of % per annum is not subject to adjustment. During the year ended December 31, 2023, the Company recognized dividends on its 600,000 Series A Preferred Shares of $404,167 of which $241,667 was paid during 2023 and the remaining amount of $162,500 was paid to Imperial Petroleum Inc. on January 15, 2024 (Note 3). The Company in its assessment for the accounting of the Series A Preferred Shares determined that the Series A Preferred Shares should be classified as permanent equity instead of liability or temporary equity since they are not redee ma Series three tibl $ . |
Earnings per share
Earnings per share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per share | 9. Earnings per share The Company calculates basic and diluted earnings per share as follows: For the period from For the year ended Numerator Net income 551,586 9,291,912 Less: Cumulative dividends on Series A Perpetual Convertible Preferred Shares — (404,167 ) Less: Down round deemed dividend on Series A Perpetual Convertible Preferred Shares (Note 8) — (171,968 ) Less: Undistributed earnings allocated to non-vested — (188,357 ) Net income attributable to common shareholders, basic and diluted 551,586 8,527,420 Denominator Weighted average number of shares outstanding, basic 31,826 54,217 Weighted average number of shares outstanding, diluted 74,683 146,116 Earnings per share, basic 17.33 157.28 Earnings per share, diluted 7.39 63.08 As of December 31, 2023 and 2022 non-vested common shares (Note 8) and the (Note 14). |
Revenues
Revenues | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Revenues | 7. Revenues The amounts in the accompanying statements of comprehensive income are analyzed as follows: For the period from For the period from Time charter revenues 6,248,862 12,687,590 Other income 23,569 160,139 Total 6,272,431 12,847,729 The Company generates its revenues from time charters. The time charters entered into by the Company had a period that ranged between one and four months. | 10. Revenues The amounts in the accompanying consolidated statements of comprehensive income are analyzed as follows: For the period from Year ended December 31, 2023 Time charter revenues 3,266,631 9,690,949 Voyage charter revenues — 17,567,737 Other income 20,470 1,480,296 Total 3,287,101 28,738,982 The Company generates its revenues from time charters and voyage charters. A significant portion of the voyage hire is typically paid upon the completion of the voyage, while the time charter hire is generally paid in advance. The amount of revenue earned as demurrage relating to the Company’s voyage charters for the year ended December 31, an As of December 31, 2023, receivables from the Company’s voyage charters amounted to $9,419,628 (2022: nil). As of December 31, 2023, the Company recognized $33,846 of contract fulfillment costs (2022: nil) which mainly represent bunker expenses incurred prior to commencement of loading relating to the Company’s voyage charters. These costs are recorded in “Other current assets” in the consolidated balance sheets. As of December 31, 2023, revenues relating to undelivered performance obligations of the Company’s voyage charters amounted to $1,866,321 (2022: nil). The Company will recognize the undelivered performance obligation as of December 31, 2023 as revenues in the first quarter of 2024. The Company’s time charters have a period of up to 2 months. As of December 31, 2023, the time charters under which the Company’s vessels were employed had a remaining term of up to 3 months. |
Vessel Operating Expenses
Vessel Operating Expenses | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | ||
Vessel Operating Expenses | 8. Vessel Operating Expenses The amount in the accompanying statements of comprehensive income is analyzed as follows: Vessel’s Operating Expenses For the period from For the period from Crew wages and related costs 735,045 1,146,110 Insurance 78,812 142,520 Repairs and maintenance 235,264 429,575 Spares and consumable stores 322,389 461,925 Miscellaneous expenses 171,768 223,556 Total 1,543,278 2,403,686 | 11. Vessel Operating Expenses The amounts in the accompanying consolidated statements of comprehensive income are analyzed as follows: Vessels’ Operating Expenses For the period from July 25, 2022 Year ended December 31, 2023 Crew wages and related costs 504,762 2,793,031 Insurance 63,164 234,649 Repairs and maintenance 95,585 417,680 Spares and consumable stores 209,417 957,360 Miscellaneous expenses 23,344 393,066 Total 896,272 4,795,786 |
Income Taxes
Income Taxes | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 9. Income Taxes The Company is incorporated in the Marshall Islands where the laws do not impose tax on international shipping income. However, the Company is subject to registration and tonnage taxes in the country in which the vessel is registered and managed from, which have been included in vessel operating expenses in the accompanying combined carve-out statement comprehensive | 12. Income Taxes The Company is incorporated in the Marshall Islands where the laws do not impose tax on international shipping income. However, the Company is subject to registration and tonnage taxes in the country in which the vessel is registered and managed from, which have been included in vessel operating expenses in the accompanying consolidated statements |
Commitments and Contingencies
Commitments and Contingencies | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 10 Commitments and Contingencies From time to time the Company expects to be subject to legal proceedings and claims in the ordinary course of its business, principally personal injury and property casualty claims. Such claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. The Company 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 consolidated financial statements. | 13. Commitments and Contingencies From time to time the Company expects to be subject to legal proceedings and claims in the ordinary course of its business, principally personal injury and property casualty claims. Such claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. The Company 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 consolidated financial statements. Future minimum contractual charter revenues, gross of commissions, based on vessels committed to non-cancellable, |
Equity Compensation Plan
Equity Compensation Plan | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Equity Compensation Plan | 14. Equity Compensation Plan In 2023 the Company adopted an Equity Compensation Plan (“the Plan”) administered by its Board of Directors which can make awards totaling in aggregate up to 10% of the number of common shares outstanding at the time any award is granted. Officers, directors and employees (including any prospective officer or employee) of the Company and its subsidiaries and affiliates and consultants and service providers to (including persons who are employed by or provide services to any entity that is itself a consultant or service provider to) the Company and its subsidiaries and affiliates will be eligible to receive awards under the Plan. Awards may be made under the expected equity compensation plan in the form of incentive stock options, non-qualified stock Restricted shares: On November 6, 2023, the Company granted 7,947 of non-vested non-executive All unvested restricted shares are conditional upon the option holder’s continued service as an employee of the Company, or as a director until the applicable vesting date. Until the forfeiture of any restricted shares, the grantee has the right to vote such restricted shares, to receive and retain all regular cash dividends paid on such restricted shares and to exercise all other rights provided that the Company will retain custody of all distributions other than regular cash dividends made or declared with respect to the restricted shares. The Company pays dividends on all restricted shares regardless of whether they have vested and there is no obligation of the employee to return the dividend when employment ceases. The Company did not pay any dividends during the period from July 25, 2022 to December 31, 2022 and during the year ended December 31, 2023. The stock-based compensation expense for the non-vested shares of the Company’s non-vested restricted below: Number of Weighted average grant non-vested share Non-vested, January 1, 2023 — — Granted 7,947 43 Non-vested, December 31, 2023 7,947 43 No shares vested during any of the periods presented. The remaining unrecognized compensation cost relating to the shares granted amounting to $300,138 as of December 31, 2023, is expected to be recognized over the remaining period of 1.9 years, according to the contractual terms of those non-vested share awards. |
Subsequent Events
Subsequent Events | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Subsequent Events [Abstract] | ||
Subsequent Events | 1 1 Subsequent Events Subsequent events have been evaluated through April 12, 2023. | 15. Subsequent Events In January 2024, the Company completed a registered public common stock and warrants offering and raised aggregate gross proceeds of $7.0 million. Following warrant exercises in April 2024, the Company raised an additional amount of $0.4 million. In March 2024, the Company completed a registered public common stock and warrants offering and raised aggregate gross proceeds of $6.0 million. On April 10, 2024, the Company entered into a memorandum of agreement with an affiliated company, controlled by members of the family of the Company’s Non-Executive 33,664-dwt 16.19 10 1.62 14.57 Effective as of the opening of trading on April 12, 2024, the Company effected a 1-for-100 reverse |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Accounting Policies [Abstract] | ||
Use of Estimates | Use of Estimates: revenues | Use of Estimates: with |
Foreign Currency Translation | Foreign Currency Translation: The functional currency of the Company is the U.S. Dollar because the Company’s vessel operates in international shipping markets, which utilize the U.S. Dollar as the functional currency. The accounting books of the Company are maintained in U.S. Dollars. Transactions involving other currencies are converted into U.S. Dollars using the exchange rates in effect at the time of the transactions. Resulting gains or losses are separately reflected in the accompanying combined statements | Foreign Currency Translation: ’ |
Cash and Cash Equivalents | Cash and Cash Equivalents: | |
Time Deposit | Time Deposits: as non-current assets. | |
Trade Receivables | Trade Receivables: potentially un-collectible accounts | |
Inventories | Inventories: the first-in, first-out method. stores | |
Vessels, Net | Vessels, Net: | |
Impairment or Disposal of Long-lived Assets | Impairment or Disposal of Long-lived Assets: 360-10, (“ASC 360-10”), which are future dry-docking costs . impairment loss was recorded for any of the periods presented. | Impairment or Disposal of Long-lived Assets: Subtopic 360-10, (“ASC 360-10”), which future dry-docking costs |
Vessels' Depreciation | Vessels’ Depreciation: | Vessels’ Depreciation: |
Accounting for Special Survey and Dry-docking Costs | Accounting for Special Survey and Dry-docking Costs: and dry-docking costs | Accounting for Special Survey and Dry-docking Costs: and dry-docking costs |
Accounting for Revenue and Related Expenses | Accounting for Revenue and Related Expenses: A time charter is a contract for the use of a vessel for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. Operating costs incurred for running the vessel such as crew costs, vessel insurance, repairs and maintenance and lubricants are paid for by the Company under time charter agreements. A time charter generally provides typical warranties and owner protective restrictions. The performance obligations in a time charter are satisfied over the term of the contract beginning when the vessel is delivered to the charterer until it is redelivered back to the owner of the vessel. The Company’s time charter contracts are classified as operating leases pursuant to Accounting Standards Codification (“ASC”) 842 – Leases because (i) the vessel is an identifiable asset (ii) the Company does not have substantive substitution rights and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use. Time charter revenues are recognized when a charter agreement exists, the vessel is made available to the charterer and collection of the related revenue is reasonably assured. Time charter revenues are recognized as earned on a straight-line basis over the term of the charter as service is provided. Under time charter agreements, all voyages expenses, except commissions are assumed by the charterer. The Company, elected to make use of a practical expedient for lessors, not to separate the lease and non-lease components the non-lease component, and non-lease components Vessel operating expenses comprise all expenses relating to the operation of the vessel, including crewing, repairs and maintenance, insurance, stores, lubricants and other operating expenses. Vessel operating expenses are expensed as incurred. | Accounting for Revenue and Related Expenses: A time charter is a contract for the use of a vessel for a specific period of time and a specified daily charter hire rate, which is generally payable in advance. Operating costs incurred for running the vessel such as crew costs, vessel insurance, repairs and maintenance and lubricants are paid for by the Company under time charter agreements. A time charter generally provides typical warranties and owner protective restrictions. The performance obligations in a time charter are satisfied over the term of the contract beginning when the vessel is delivered to the charterer until it is redelivered back to the owner of the vessel. The Company’s time charter contracts are classified as operating leases pursuant to Accounting Standards Codification (“ASC”) 842 – Leases because (i) the vessel is an identifiable asset (ii) the Company does not have substantive substitution rights and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use. Time charter revenues are recognized when a charter agreement exists, the vessel is made available to the charterer and collection of the related revenue is reasonably assured. Time charter revenues are recognized as earned on a straight-line basis over the term of the charter as service is provided. Under time charter agreements, all voyages expenses, except commissions are assumed by the charterer. The Company, elected to make use of a practical expedient for lessors, not to separate the lease and non-lease components the non-lease component, and non-lease components A voyage charter is a contract, in which the vessel owner undertakes to transport a specific amount and type of cargo on a load port-to-discharge allowed lay-time as collection is probable. In voyage charters, vessel operating and voyage expenses are paid for by the Company. The voyage charters are considered service contracts which fall under the provisions of ASC 606 because the Company retains control over the operations of the vessels such as the routes taken or the vessels’ speed. Deferred income represents cash received for undelivered performance obligations. The portion of the deferred revenue that will be earned within the next twelve months is classified as current liability and the remaining as long-term liability. Vessel voyage expenses are direct expenses to voyage revenues and primarily consist of brokerage commissions, port expenses, canal dues and bunkers. Brokerage commissions are paid to shipbrokers for their time and efforts for negotiating and arranging charter party agreements on behalf of the Company and expensed over the related charter period and all the other voyage expenses are expensed as incurred except for expenses during the ballast portion of the voyage. Any expenses incurred during the ballast portion of a voyage (period between the contract date and the date of the vessel’s arrival to the load port) such as bunker expenses, canal tolls and port expenses are deferred and are recognized on a straight-line basis, in voyage expenses, over the voyage duration as the Company satisfies the performance obligations under the contract provided these costs are (1) incurred to fulfill a contract that the Company can specifically identify, (2) able to generate or enhance resources of the company that will be used to satisfy performance of the terms of the contract, and (3) expected to be recovered from the charterer. These costs are considered ‘contract fulfillment costs’ and are included in ‘other current assets’ in the accompanying consolidated balance sheets. Vessel operating expenses comprise all expenses relating to the operation of the vessel, including crewing, repairs and maintenance, insurance, stores, lubricants and other operating expenses. Vessel operating expenses are expensed as incurred. |
Segment Reporting | Segment Reporting: The Company reports financial information and evaluates its operations by total charter revenues and not by the type of vessel, 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 Company has determined that it operates under one reportable segment as well as one operating segment. Furthermore, when the Company charters a vessel to a charterer, the charterer is free to trade the vessel worldwide and, as a result, the disclosure of geographical information is impracticable. | Segment Reporting: |
Earnings per common share | Earnings per common share The if-converted method of the-if converted decrease | |
Distinguishing liabilities from equity | Distinguishing liabilities from equity: | |
Equity Compensation Plan | Equity Compensation Plan: vested and non-vested and to non-employee directors, are considered non-vested shares | |
Dividends | Dividends: additional paid-in | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements: | Recent Accounting Pronouncements: 2023-07, 2023-07 In March 2024, the Securities and Exchange Commission (“SEC”) adopted climate-related reporting rules, The Enhancement and Standardization of Climate-Related Disclosures for Investors (the “SEC Climate Reporting Rules”). The SEC Climate Reporting Rules require for Emerging Growth Companies (“EGCs”) the following financial statement disclosures: • Expenditures and capitalized costs, excluding recoveries, incurred related to severe weather events and natural events are required, if such expenditures exceed defined disclosure thresholds. In addition, a description of material estimates and assumptions used to produce the financial statement disclosures are required. • If the use of carbon offsets or renewable energy credits (RECs) are a material component of the registrant’s plans to achieve climate-related targets or goals, disclosure of carbon offsets and RECs beginning and ending balances, amounts expensed, capitalized costs and losses are presented in the financial statements. The disclosures will be phased in, with the financial statement disclosures required for annual periods beginning in 2027. The Company continues to evaluate the additional disclosures required. |
Basis of Presentation and Gen_2
Basis of Presentation and General Information (Tables) | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Summary of Companies Subsidiaries Included In The Consolidated Financial Statements | At December 31, 2023, the subsidiaries included in the Company’s consolidated financial statements were: Company Date of Name of Vessel Dead Weight Acquisition Date Drybulk International Trading and Shipping Inc. 04/07/2022 Eco Bushfire 32,000 21/09/2022 Raw Commodities & Exports Inc. 04/07/2022 Eco Angelbay 32,000 19/10/2022 Crude Oil Services International Inc. 06/07/2023 Afrapearl II 115,804 14/07/2023 | |
Summary of Concentration of Risk | During the period from March 12 to December 31, 2021 and the period from January 1, 2022 to October 18, 2022, the following charterers accounted for 10% or more of the Company’s revenues: Charterer Period ended Period ended A 16 % — B 84 % — C — 27 % D — 14 % E — 29 % F — 10 % | During the period from July 25, 2022 to December 31, 2022 and the year ended December 31, 2023, the following charterers accounted for 10% or more of the Company’s revenues: Charterer Period from Year ended A 38 % — B 20 % — C 12 % — D 30 % — E — 24 % F — 22 % |
Transactions with Related Par_2
Transactions with Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions | The amounts charged by the Company’s related parties comprised the following: Location in consolidated statements of Period from July 25, Year ended Management fees charged by Management fees – related parties — 245,520 Management fees charged by Management fees – related parties 77,440 150,480 Brokerage commissions charged Voyage expenses – related parties — 283,141 Brokerage commissions charged Voyage expenses – related parties 40,833 57,125 Superintendent fees Vessels’ operating expenses – related parties 2,000 5,500 Crew management fees charged Vessels’ operating expenses – related parties — 43,750 Crew management fees charged Vessels’ operating expenses – related parties 5,000 30,000 General and administrative General and administrative expenses-related parties 121,327 268,089 Executive compensation General and administrative expenses-related parties — 252,785 Commission – vessel purchased Vessels, net 390,000 430,000 Interest expense Interest and finance costs – related party — 1,363,360 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Summary of Accompanying Consolidated Balance Sheets of Inventories | The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: December 31, December 31, 2022 2023 Bunkers — 502,190 Lubricants 165,645 187,079 Total 165,645 689,269 |
Vessels, Net (Tables)
Vessels, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Accompanying Consolidated Balance Sheets of Vessels, Net | The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: Vessel cost Accumulated Net book Balance, July 25, 2022 — — — Additions 39,394,125 — 39,394,125 Depreciation for the period — (557,974 ) (557,974 ) Balance, December 31, 2022 39,394,125 (557,974 ) 38,836,151 Acquisitions and improvements 40,430,000 — 40,430,000 Depreciation for the y ear — (4,104,720 ) (4,104,720 ) Balance, December 31, 2023 79,824,125 (4,662,694 ) 75,161,431 |
Accrued and Other Liabilities (
Accrued and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Payable and Accrued Liabilities, Current [Abstract] | |
Summary of Accompanying Consolidated Balance Sheets of Accrued and Other Liabilities | The amounts shown in the accompanying consolidated balance sheets are analyzed as follows: December 31, 2022 December 31, 2023 Vessel operating expenses 158,956 266,500 Voyage expenses 14,368 230,817 Administrative expenses — 136,980 Total 173,324 634,297 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted earnings per share | The Company calculates basic and diluted earnings per share as follows: For the period from For the year ended Numerator Net income 551,586 9,291,912 Less: Cumulative dividends on Series A Perpetual Convertible Preferred Shares — (404,167 ) Less: Down round deemed dividend on Series A Perpetual Convertible Preferred Shares (Note 8) — (171,968 ) Less: Undistributed earnings allocated to non-vested — (188,357 ) Net income attributable to common shareholders, basic and diluted 551,586 8,527,420 Denominator Weighted average number of shares outstanding, basic 31,826 54,217 Weighted average number of shares outstanding, diluted 74,683 146,116 Earnings per share, basic 17.33 157.28 Earnings per share, diluted 7.39 63.08 |
Revenues (Tables)
Revenues (Tables) | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | ||
Summary of revenues statements of comprehensive income | The amounts in the accompanying statements of comprehensive income are analyzed as follows: For the period from For the period from Time charter revenues 6,248,862 12,687,590 Other income 23,569 160,139 Total 6,272,431 12,847,729 | The amounts in the accompanying consolidated statements of comprehensive income are analyzed as follows: For the period from Year ended December 31, 2023 Time charter revenues 3,266,631 9,690,949 Voyage charter revenues — 17,567,737 Other income 20,470 1,480,296 Total 3,287,101 28,738,982 |
Vessel Operating Expenses (Tabl
Vessel Operating Expenses (Tables) | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | ||
Summary of Vessel Operating Expenses Amounts in Accompanying Consolidated Statements of Comprehensive Income | The amount in the accompanying statements of comprehensive income is analyzed as follows: Vessel’s Operating Expenses For the period from For the period from Crew wages and related costs 735,045 1,146,110 Insurance 78,812 142,520 Repairs and maintenance 235,264 429,575 Spares and consumable stores 322,389 461,925 Miscellaneous expenses 171,768 223,556 Total 1,543,278 2,403,686 | The amounts in the accompanying consolidated statements of comprehensive income are analyzed as follows: Vessels’ Operating Expenses For the period from July 25, 2022 Year ended December 31, 2023 Crew wages and related costs 504,762 2,793,031 Insurance 63,164 234,649 Repairs and maintenance 95,585 417,680 Spares and consumable stores 209,417 957,360 Miscellaneous expenses 23,344 393,066 Total 896,272 4,795,786 |
Equity Compensation Plan (Table
Equity Compensation Plan (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Company's Non-Vested Restricted Shares | A summary of the status of the Company’s non-vested restricted below: Number of Weighted average grant non-vested share Non-vested, January 1, 2023 — — Granted 7,947 43 Non-vested, December 31, 2023 7,947 43 |
Basis of Presentation and Gen_3
Basis of Presentation and General Information - Additional Information (Detail) - USD ($) | 12 Months Ended | ||||
Jun. 21, 2023 | Jun. 20, 2023 | Jul. 25, 2022 | Jul. 07, 2022 | Dec. 31, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Name of the parent company | Imperial Petroleum Inc. | ||||
Date of the formation of entity | Jul. 25, 2022 | ||||
Working capital deficit | $ 19,617,582 | ||||
Cash and cash equivalents | 9,063,705 | ||||
Obligations payable for the acquisition | 37,906,821 | ||||
Stock issued during period value new issues | $ 13,000,000 | ||||
Agreement to sell vessels | $ 39,000,000 | ||||
Disposal of property plant and equipment consideration receivable | $ 39,000,000 | ||||
Parent Company [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Cash distributed by parent company | $ 5,000,000 | ||||
Series A Preferred Stock [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Number of common shares issued by parent company | 600,000 | 600,000 | |||
Dividend rate of the preferred shares | 5% | ||||
Common Stock [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Number of common shares issued by parent company | 31,826 | 31,826 | |||
Common Stock [Member] | Parent Company [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Number of common shares issued by parent company | 500 |
Basis of Presentation and Gen_4
Basis of Presentation and General Information - Summary of Companies Subsidiaries Included in the Consolidated Financial Statements (Detail) | 12 Months Ended |
Dec. 31, 2023 t | |
Drybulk International Trading and Shipping Inc [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Date of Incorporation | Apr. 07, 2022 |
Name of Vessel Owned by Subsidiary | Eco Bushfire |
Dead Weight Tonnage ("dwt") | 32,000 |
Acquisition Date | Sep. 21, 2022 |
Raw Commodities Exports Inc [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Date of Incorporation | Apr. 07, 2022 |
Name of Vessel Owned by Subsidiary | Eco Angelbay |
Dead Weight Tonnage ("dwt") | 32,000 |
Acquisition Date | Oct. 19, 2022 |
Crude Oil Services International Inc [Member] | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Date of Incorporation | Jun. 07, 2023 |
Name of Vessel Owned by Subsidiary | Afrapearl II |
Dead Weight Tonnage ("dwt") | 115,804 |
Acquisition Date | Jul. 14, 2023 |
Basis of Presentation and Gen_5
Basis of Presentation and General Information - Summary of Concentration of Risk (Detail) - Revenue Benchmark [Member] - Revenue from Rights Concentration Risk [Member] | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Charterer A [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 38% | 16% | ||
Charterer B [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 20% | 84% | ||
Charterer C [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 12% | 27% | ||
Charterer D [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 30% | 14% | ||
Charterer E [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 29% | 24% | ||
Charterer F [Member] | ||||
Concentration Risk [Line Items] | ||||
Concentration risk percentage | 10% | 22% |
Basis of Presentation and Gen_6
Basis of Presentation and General Information - Summary of Concentration of Risk (Parenthetical) (Detail) | 10 Months Ended | 12 Months Ended |
Oct. 18, 2022 | Dec. 31, 2023 | |
Revenue Benchmark [Member] | Minimum [Member] | Revenue from Rights Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10% | 10% |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Detail) | 10 Months Ended |
Oct. 18, 2022 USD ($) | |
Accounting Policies [Abstract] | |
Impairment loss | $ 0 |
Transactions with Related Par_3
Transactions with Related Parties - Additional Information (Detail) - USD ($) | 6 Months Ended | 10 Months Ended | 12 Months Ended | ||||||
Jul. 14, 2023 | Jul. 07, 2023 | Jul. 07, 2022 | Dec. 31, 2023 | Oct. 18, 2022 | Dec. 31, 2021 | Jul. 14, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||||||
Financial component accounting on asset acquisition | $ 3,000,000 | ||||||||
Management fee expense | $ 189,640 | $ 94,160 | |||||||
Gain (loss) on disposition of property plant equipment | (9,268,610) | ||||||||
Afrapearl II [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party liability | $ 38,069,321 | 38,069,321 | $ 0 | ||||||
Consideration paid | $ 4,300,000 | ||||||||
Consideration payable | $ 38,700,000 | 38,700,000 | |||||||
Accrued dividend | 162,500 | 162,500 | |||||||
Payments to acquire productive assets | $ 43,000,000 | ||||||||
Initial percentage of consideration paid | 10% | ||||||||
Interest receivable | 1,363,360 | 1,363,360 | |||||||
Interest payable | 843,461 | $ 843,461 | |||||||
Discription of remining consideration payable | the difference between the Remaining Purchase Price and the amount of $38,700,000 | ||||||||
European Institute Of Regional Investments Inc [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party receivable | $ 146,708 | ||||||||
Imperial Petroleum Inc [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Fair value of asset acquired | 40,000,000 | ||||||||
Remaining purchase price | $ 35,700,000 | ||||||||
Hellenic Manning Overseas Inc [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Commission as a percentage of sale price of vessels | 1% | ||||||||
Management Fee [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party fee | 440 | $ 440 | |||||||
Eco Angelbay [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from sale of property plant and equipment | $ 18,500,000 | ||||||||
Eco Bushfire [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from sale of property plant and equipment | 20,500,000 | ||||||||
Gain (loss) on disposition of property plant equipment | $ 9,268,610 | ||||||||
Related Party [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Brokerage commission | 1.25% | ||||||||
Related party liability | 38,531,016 | $ 38,531,016 | |||||||
Related Party [Member] | Interest Expense [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party fee | 1,363,360 | $ 0 | |||||||
Related Party [Member] | Manager [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party liability | $ 461,695 | 461,695 | |||||||
Crew Management Fees [Member] | Hellenic Manning Overseas Inc [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party fee | $ 1,500 | $ 2,500 |
Transactions with Related Par_4
Transactions with Related Parties - Summary of Related Party Transactions (Detail) - Related Parties [Member] - USD ($) | 5 Months Ended | 12 Months Ended |
Dec. 31, 2022 | Dec. 31, 2023 | |
Vessels operating expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | $ 2,000 | $ 5,500 |
General and administrative expense [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 252,785 | |
Commission – vessel purchased [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 390,000 | 430,000 |
Interest and finance costs [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 1,363,360 | |
Brave Maritime Corp [Member] | Management fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 245,520 | |
Brave Maritime Corp [Member] | Voyage expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 283,141 | |
Brave Maritime Corp [Member] | Vessels operating expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 43,750 | |
Stealth Maritime Corp [Member] | Management fees [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 77,440 | 150,480 |
Stealth Maritime Corp [Member] | Voyage expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 40,833 | 57,125 |
Stealth Maritime Corp [Member] | Vessels operating expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | 5,000 | 30,000 |
Former Parent [Member] | General and administrative expense [Member] | ||
Related Party Transaction [Line Items] | ||
Related parties transaction, amounts of transaction | $ 121,327 | $ 268,089 |
Inventories - Summary of Accomp
Inventories - Summary of Accompanying Consolidated Balance Sheets of Inventories (Detail) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory [Line Items] | ||
Inventories | $ 689,269 | $ 165,645 |
Bunkers [Member] | ||
Inventory [Line Items] | ||
Inventories | 502,190 | |
Lubricants [Member] | ||
Inventory [Line Items] | ||
Inventories | $ 187,079 | $ 165,645 |
Interest Costs - Additional Inf
Interest Costs - Additional Information (Detail) - USD ($) | 3 Months Ended | 5 Months Ended | 8 Months Ended | 10 Months Ended | ||
Oct. 15, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Aug. 18, 2022 | Dec. 31, 2021 | Oct. 14, 2021 | |
Other Income and Expenses [Abstract] | ||||||
Debt instrument face amount | $ 33,300,000 | |||||
Debt instrument basis spread on variable rate | 2.15% | |||||
Proceeds from long-term debt | $ 7,330,000 | $ 7,330,000 | ||||
Debt instrument frequency of periodic payment | eleven semi-annual instalments | |||||
Debt instrument date of first required payment | Oct. 15, 2021 | |||||
Debt instrument periodic payment | $ 500,000 | |||||
Debt instrument periodic payment terms balloon payment to be paid | $ 1,830,000 | |||||
Interest expense borrowings | $ 135,437 | $ 35,648 | ||||
Weighted average interest of long term debt | 2.40% | 4% |
Vessels, Net - Summary of Accom
Vessels, Net - Summary of Accompanying Consolidated Balance Sheets of Vessels, Net (Detail) - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Property, Plant and Equipment [Line Items] | ||||
Beginning Balance, Vessel cost | $ 0 | $ 39,394,125 | ||
Acquisitions and improvements | 39,394,125 | 40,430,000 | ||
Ending Balance, Vessel cost | 39,394,125 | 79,824,125 | ||
Beginning Balance, Accumulated Depreciation | 0 | (557,974) | ||
Depreciation for the period | (557,974) | $ (479,171) | $ (441,749) | (4,104,720) |
Ending Balance, Accumulated Depreciation | (557,974) | (4,662,694) | ||
Beginning Balance, Net Book Value | 0 | 38,836,151 | ||
Acquisitions and improvements | 40,430,000 | |||
Depreciation for the period | (557,974) | (4,104,720) | ||
Additions,Net Book Value | 39,394,125 | |||
Ending Balance, Net Book Value | $ 38,836,151 | $ 75,161,431 |
Accrued and Other Liabilities -
Accrued and Other Liabilities - Summary of Accompanying Consolidated Balance Sheets of Accrued and Other Liabilities (Detail) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Vessel operating expenses | $ 266,500 | $ 158,956 |
Voyage expenses | 230,817 | 14,368 |
Administrative expenses | 136,980 | |
Total | $ 634,297 | $ 173,324 |
Capital Stock And Additional _2
Capital Stock And Additional Paid-In Capital - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||
Apr. 30, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Oct. 18, 2022 | Mar. 21, 2021 | |
Class of Stock [Line Items] | |||||||
Common stock shares authorized | 2,000,000,000 | 500 | |||||
Proceeds from capital contributon | $ 16,686,500 | $ 11,492,334 | |||||
Repayment of capital contribution | $ 6,350,000 | ||||||
European Institute Of Regional Investments Inc [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock shares authorized | 500 | 500 | 500 | ||||
Common stock shares no par value | $ 0 | $ 0 | $ 0 | ||||
Agricultural Paneuropean Investments Inc [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock shares authorized | 500 | 500 | |||||
Common stock shares no par value | $ 0 | $ 0 |
Stockholders' equity - Addition
Stockholders' equity - Additional Information (Detail) | 5 Months Ended | 12 Months Ended | ||||||
Mar. 15, 2024 Day $ / shares | Feb. 22, 2024 $ / shares | Aug. 24, 2023 $ / shares | Jul. 05, 2023 USD ($) $ / shares shares | Jun. 21, 2023 $ / shares shares | Dec. 31, 2022 $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Jan. 15, 2024 USD ($) | |
Class of Stock [Line Items] | ||||||||
Common stock authorized | 500 | 2,000,000,000 | ||||||
Common stock per share value | $ / shares | $ 0.0001 | $ 0.01 | ||||||
Preferred stock authorized | 200,000,000 | |||||||
Preferred stock per share value | $ / shares | $ 0.01 | |||||||
Common stock shares issued | 500 | 87,423 | ||||||
Number of days from the closing bid price of common stock | 30 days | |||||||
Number of grace period days applicable to regain compliance | 180 days | |||||||
Due date declared to regain compliance | Aug. 19, 2024 | Feb. 20, 2024 | ||||||
Warrants | No | |||||||
Preferred stock, convertible, conversion price | $ / shares | $ 105 | |||||||
Adjusted down round deemed dividends preferred stock | $ | $ 171,968 | |||||||
Dividends preferred stock | $ | 404,167 | |||||||
Payments of ordinary dividends preferred stock and preference stock | $ | 241,667 | |||||||
Ordinary Shares [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Share price | $ / shares | $ 0.1 | |||||||
Number of trading days from the closing bid price of common stock | Day | 10 | |||||||
Subsequent Event [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Number of grace period days applicable to regain compliance | 180 days | |||||||
Series A Perpetual Convertible Preferred Shares [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Fair value portion of investments | $ | $ 12,636,000 | |||||||
Class A warrant [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Class of warrant or right exercise price of warrants or rights | $ / shares | $ 0.01 | |||||||
Class of warrant or right issued | 4,765,000 | |||||||
Warrants and rights outstanding | $ | $ 4,400,000 | |||||||
CommonStockSharesIssued | 47,650 | |||||||
Class A warrants exercised | $ | $ 0 | |||||||
Pre Funded Warrants [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Pre funded warrants to purchase | 44,150 | |||||||
Nasdaq Capital Market [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Share price | $ / shares | $ 1 | $ 1 | ||||||
Capital stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock shares issued | 31,826 | |||||||
CommonStockSharesIssued | 500 | |||||||
Capital stock [Member] | Pre Funded Warrants [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
CommonStockSharesIssued | 3,500 | |||||||
Preferred stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock shares issued | 600,000 | |||||||
5.00% Series A Perpetual Convertible Preferred Shares [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock per share value | $ / shares | $ 0.01 | |||||||
Preferred stock shares issued | 600,000 | |||||||
Preferred stock, dividend rate, percentage | 5% | |||||||
Preferred stock, liquidation preference per share | $ / shares | $ 25 | |||||||
Percentage preferred stock conversion basis | 150% | |||||||
Preferred stock conversion price | 350% | |||||||
Series A Preferred Shares [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Percentage of voting rights | 49.99% | |||||||
Temporary equity dividend rate | 5% | |||||||
Dividends payable | $ | $ 162,500 | |||||||
Temporary equity, shares outstanding | 600,000 |
Earnings per share - Schedule o
Earnings per share - Schedule of Calculation of Basic and Diluted Earnings Per Share (Detail) - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net income | $ 551,586 | $ 17,459,352 | $ 3,608,700 | $ 9,291,912 |
Less: Down round deemed dividend on Series A Perpetual Convertible Preferred Shares (Note 8) | 0 | (171,968) | ||
Less: Undistributed earnings allocated to non-vested shares | 0 | (188,357) | ||
Net income attributable to common shareholders, basic | 551,586 | 8,527,420 | ||
Net income attributable to common shareholders, diluted | $ 551,586 | $ 8,527,420 | ||
Weighted average number of shares outstanding, basic | 31,826 | 54,217 | ||
Weighted average number of shares outstanding, diluted | 74,683 | 146,116 | ||
Earnings per share, basic | $ 17.33 | $ 157.28 | ||
Earnings per share, diluted | $ 7.39 | $ 63.08 | ||
Series A Perpetual Convertible Preferred Shares [Member] | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Less: Cumulative dividends on Series A Perpetual Convertible Preferred Shares | $ 0 | $ (404,167) |
Earnings per share - Additional
Earnings per share - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2023 shares | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
Weighted average number of shares restricted stock | 7,947 |
Representative Purchase Warrants [Member] | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |
Class of warrant or right, outstanding | 47,650 |
Revenues - Summary of Revenues
Revenues - Summary of Revenues Statements of Comprehensive Income (Detail) - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 3,287,101 | $ 12,847,729 | $ 6,272,431 | $ 28,738,982 |
Time charter revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 3,266,631 | 12,687,590 | 6,248,862 | 9,690,949 |
Voyage charter revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 17,567,737 | ||
Other Operating Income [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 20,470 | $ 160,139 | $ 23,569 | $ 1,480,296 |
Revenues - Additional Informati
Revenues - Additional Information (Detail) - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 3,287,101 | $ 12,847,729 | $ 6,272,431 | $ 28,738,982 |
Other Current Assets [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Capitalized contract cost, net | 0 | 33,846 | ||
Voyage charter revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,209,749 | |||
Receivables, net, current | 0 | 9,419,628 | ||
Revenue remaining performance obligation amount | $ 0 | $ 1,866,321 |
Vessel Operating Expenses - Sum
Vessel Operating Expenses - Summary of Vessel Operating Expenses Amounts in Accompanying Consolidated Statements of Comprehensive Income (Detail) - USD ($) | 5 Months Ended | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2022 | Oct. 18, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | |
Other Income and Expenses [Abstract] | ||||
Crew wages and related costs | $ 504,762 | $ 1,146,110 | $ 735,045 | $ 2,793,031 |
Insurance | 63,164 | 142,520 | 78,812 | 234,649 |
Repairs and maintenance | 95,585 | 429,575 | 235,264 | 417,680 |
Spares and consumable stores | 209,417 | 461,925 | 322,389 | 957,360 |
Miscellaneous expenses | 23,344 | 223,556 | 171,768 | 393,066 |
Total (expenses)/income | $ 896,272 | $ 2,403,686 | $ 1,543,278 | $ 4,795,786 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum charter revenues next twelve months | $ 900,000 |
Equity Compensation Plan - Summ
Equity Compensation Plan - Summary of Company's Non-Vested Restricted Shares (Detail) | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Beginning Balance Number of restricted shares | shares | 0 |
Granted Number of restricted shares | shares | 7,947 |
Ending balance Number of restricted shares | shares | 7,947 |
Beginning Balance Weighted average grant date fair value per non-vested share | $ / shares | $ 0 |
Granted Weighted average grant date fair value per non-vested share | $ / shares | 43 |
Ending balance Weighted average grant date fair value per non-vested share | $ / shares | $ 43 |
Equity Compensation Plan - Add
Equity Compensation Plan - Additional Information (Detail) - USD ($) | 5 Months Ended | 12 Months Ended | |
Nov. 06, 2023 | Dec. 31, 2022 | Dec. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 43 | ||
Share based compensation arrangement by share based payment award equity instruments other than options Non vested weighted average grant date fair value | $ 7,947 | $ 0 | $ 43 |
Restricted Stock [Member] | |||
Percentage of outstanding stock | 10% | ||
Restricted shares granted | 0 | 7,947 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share based compensation, non vested shares, unrecognized compensation cost | $ 300,138 | ||
Share based compensation, non vested shares, unrecognized compensation cost period for recognition | 1 year 10 months 24 days | ||
Dividends | $ 0 | $ 0 | |
Restricted Stock [Member] | General and Administrative Expense [Member] | |||
Share based compensation expense | $ 0 | $ 37,638 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | 1 Months Ended | ||||||
Apr. 10, 2024 | Apr. 30, 2024 | Mar. 31, 2024 | Jan. 31, 2024 | Apr. 12, 2024 | Dec. 31, 2023 | Jul. 05, 2023 | |
Subsequent Event [Line Items] | |||||||
Business Combination, Contingent Consideration, Liability | $ 37,906,821 | ||||||
Preferred stock conversion price per share | $ 105 | ||||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Proceeds from issuance or sale of equity | $ 6,000,000 | $ 7,000,000 | |||||
Payments for repurchase of warrants | $ 400,000 | ||||||
Subsequent Event [Member] | Preferred Class A [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Preferred stock conversion price per share | $ 1.2573 | ||||||
Subsequent Event [Member] | Dwt 33664 Bulk Carrier Vessel [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Payments to acquire productive assets | $ 16,190,000 | ||||||
Initial percentage of consideration paid | 10% | ||||||
Consideration paid | $ 1,620,000 | ||||||
Business Combination, Contingent Consideration, Liability | $ 14,570,000 |