TOP SHIPS INC. (TOPS) Form 6-K — Nov 2, 2026
TOP Ships Inc. executed a Securities Purchase Agreement on October 27, 2026 with an institutional investor for up to $11.1 million in senior convertible notes issued in two tranches, with the initial $5.0 million tranche funded on October 28, 2026 alongside warrants and 992,064 commitment shares. The notes carry an 8% cash / 10% share-pay interest rate, mature in 12 months (extendable to 18 months with a 5% principal bump), and convert at a $0.28 fixed price or an alternate price of 85% of the lowest 10-day VWAP, subject to a $0.50 floor. Class D warrants with a $0.28 exercise price and 5-year term sweeten the package for the buyer.
Key figures
- Interest Rate
- 8.0% cash / 10.0% in shares (18% default rate)
- Maturity Date
- 12 months from issuance, extendable to 18 months (with 5% principal increase)
- Gross Proceeds
- 5000000
- Floor price
- $0.50
- Warrant term
- 5 years
- Placement agent
- Maxim Group LLC
- Placement agent fee
- 6.0%
- Initial closing gross
- $5,000,000
- Fixed conversion price
- $0.28
- Reverse split covenant
- 1-for-5 minimum if close < $0.50 for 5 consecutive trading days
- Warrant exercise price
- $0.28
- Initial notes principal
- $5,555,555.56
- Second tranche principal
- $5,555,555.56
- Commitment shares initial
- 992064
- Second closing conditions
- ["share price >= $1.00","5-day avg daily dollar volume >= $200,000","Initial Notes outstanding < $2,500,000"]
- Alternate conversion price
- greater of $0.50 or 85% of lowest 10-day VWAP
- Mandatory redemption premium
- 110% of principal
AI analysis
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