IPO - Icon Energy Corp

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Form Type: 424B4

Filing Date: 2025-01-24

Corporate Action: Ipo

Type: New

Accession Number: 000114036125001854

Filing Summary: Icon Energy Corp is offering up to 9,160,305 units consisting of one common share and one Class A warrant to purchase one common share, with an offer price of $1.31 per unit. The common shares and warrants are to be issued as part of the offering with the warrants immediately exercisable at an initial price of $2.62 per common share. The offering, planned to close on or about January 24, 2025, includes pre-funded warrants for buyers exceeding beneficial ownership thresholds. Additional details include mechanisms for cashless exercise of warrants and adjustments in exercise price based on market performance, emphasizing the company's flexible capital structure. Icon Energy recently expanded its fleet, bringing its second vessel into service while maintaining a strong market focus. The placement agent for this offering is Maxim Group LLC, which will not purchase or sell any of the securities. The document conveys that the company classifies as an emerging growth company, thereby opting for reduced reporting requirements. There are identified risks including market volatility and operational challenges, but the company appears geared for growth in the shipping sector.

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Additional details:

Units Offered: 9160305


Public Offering Price: 1.31


Warrant Exercise Price: 2.62


Pre Funded Warrant Exercise Price: 0.001


Expected Closing Date: 2025-01-24


Placement Agent: Maxim Group LLC


Recent Vessel Acquisition: M/V Bravo


Total Offering Amount: $11,999,999.55


Form Type: F-1MEF

Filing Date: 2025-01-23

Corporate Action: Ipo

Type: New

Accession Number: 000114036125001679

Filing Summary: Icon Energy Corp. is filing a registration statement under the Securities Act of 1933, filing Form F-1MEF to register additional securities following a prior registration statement on Form F-1. This filing is for registering additional units that include common shares and warrants linked to the offering detailed in the earlier statement. The registration aims to facilitate a public sale as soon as the statement becomes effective. The registrant qualifies as an emerging growth company and has elected not to use the extended transition period for compliance with new financial accounting standards. Legal opinions and consents have been included with the filing.

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Additional details:

Address: c/o Pavimar Shipping Co. 17th km National Road Athens-Lamia & Foinikos Str. 14564, Nea Kifissia Athens, Greece


Agent For Service Name: Watson Farley & Williams LLP


Agent For Service Address: 120 West 45th Street, 20th Floor New York, New York 10036


Phone Number: +30 211 88 81 300


Number Of Units: additional units


Common Share Warrants Description: one common share of the Company or one pre-funded warrant to purchase one common share and one Class A warrant to purchase one common share


Prior Registration Statement: 333-284370


Form Type: CORRESP

Filing Date: 2025-01-22

Corporate Action: Ipo

Type: New

Accession Number: 000114036125001572

Filing Summary: Icon Energy Corp. has filed a request with the U.S. Securities and Exchange Commission to accelerate the effectiveness of its Registration Statement on Form F-1, originally filed on January 21, 2025. The company requests that the registration be made effective at 9:00 AM Eastern Time on January 23, 2025, under Rule 461 of the Securities Act of 1933. The correspondence indicates the company's commitment to adhere to its obligations under the Act and includes contact information for their legal counsel for any inquiries regarding this request.

Document Link: View Document

Additional details:

Registration Statement File No: 333-284370


Contact Person Name: Filana R. Silberberg


Contact Person Title: Esq.


Contact Person Phone: (212) 922-2225


Requested Effective Time: 2025-01-23T09:00:00Z


Form Type: F-1

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000114036125001471

Filing Summary: Icon Energy Corp is filing a registration statement under the Securities Act of 1933 for an initial public offering (IPO). The company is offering up to 4,739,336 units, each unit consisting of one common share and one Class A warrant to purchase one common share, at an assumed public offering price of $2.11 per unit based on recent market conditions. The units will not be certificated or issued as standalone securities. The company is also providing an alternative structure for purchasers that exceed beneficial ownership thresholds through pre-funded warrants. Each pre-funded warrant will allow the holder to purchase one common share, subject to beneficial ownership limitations. This IPO is positioned to be conducted on a best efforts basis, and the common shares are expected to be listed on the Nasdaq under the symbol 'ICON'. Icon Energy is classified as an emerging growth company and plans to continue its growth through disciplined vessel acquisitions and optimizing its chartering strategy. Significant risks include reliance on the market for dry bulk shipping and control by the majority stakeholder, Mrs. Ismini Panagiotidi, who holds a substantial voting power.

Document Link: View Document

Additional details:

Units Offered: 4,739,336

Public Offering Price: 2.11

Common Share Par Value: 0.001

Warrant Expiration: 3 years

Maximum Acquisition Limit: 4.99% or up to 9.99%

Placement Agent: Maxim Group LLC

Preferred Stock Purchase Rights: included

Risk Factors Section: beginning on page 11

Dividend Per Common Share: {"second_quarter":"0.08","third_quarter":"0.085"}


Form Type: DRSLTR

Filing Date: 2024-12-30

Corporate Action: Ipo

Type: New

Accession Number: 000114036124050621

Filing Summary: Icon Energy Corp has confidentially submitted a draft registration statement on Form F-1 for a proposed public offering of units. Each unit consists of one common share of the Company, and potentially, a pre-funded warrant to purchase one common share, along with a warrant to purchase one common share. This submission follows a previously declared effective registration statement on Form F-1 related to its initial public offering, which was effective on July 11, 2024. The contents of the new Draft Registration Statement are substantially similar to the previous IPO Registration Statement. This draft is submitted for confidential review, with plans to publicly file the registration statement at least 48 hours before any requested effective date, complying with the procedures of the U.S. Securities and Exchange Commission. The Company confirms it qualifies as an 'Emerging Growth Company' under the Jumpstart Our Business Startups Act.

Document Link: View Document

Additional details:

Draft Registration Statement: Draft Registration Statement on Form F-1


Ipo Registration Statement: Form F-1 (File No. 333-279394) effective July 11, 2024


Company Legal Structure: foreign private issuer


Submission Type: confidential


Emerging Growth Company: true


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