Core Viewpoint - Icon Energy Corp. has received a notification from Nasdaq regarding non-compliance with listing rules due to its common shares trading below $1.00 for 30 consecutive days, with a grace period of 180 days to regain compliance [1][2][3] Compliance Status - The company is compliant with all other Nasdaq Capital Market continued listing standards and has until September 3, 2025, to regain compliance with the $1.00 share price requirement [2] - If the company does not regain compliance within the grace period but meets other listing standards, it may be eligible for an additional 180-day grace period [2] Share Price Recovery - The company can cure the deficiency by maintaining a closing bid price of $1.00 or higher for at least 10 consecutive trading days during the grace period [3] - The company's common shares will continue to be listed and trade on the Nasdaq Capital Market during this time [3] Upcoming Shareholder Meeting - The 2025 Annual Meeting of Shareholders is scheduled for March 17, 2025, with a Notice of Meeting and Proxy Statement sent to shareholders [4] - Proposals to be voted on include the election of a director, ratification of independent auditors, and authority for the board to approve reverse stock splits if deemed necessary [5][7] Proposals Overview - Proposal One: Election of Spiros Vellas as a Class I Director until the 2028 Annual Meeting [7] - Proposal Two: Ratification of Ernst & Young (Hellas) as independent auditors for the fiscal year ending December 31, 2025 [7] - Proposal Three: Authority for the board to approve reverse stock splits to maintain Nasdaq listing [5][7]

Public Offering Details - Icon Energy Corp closed its public offering of 9,160,305 units at a price of $1.31 per unit, with each unit consisting of one common share and one warrant to purchase one common share [1] - The gross proceeds from the offering were $12.0 million before deducting placement agent's fees and other offering expenses [2] - The net proceeds will be used for general corporate purposes, including working capital needs, debt repayments, and fleet expansion [2] Offering Structure and Participants - The common shares and warrants were purchased together but issued separately and were immediately separable upon issuance [2] - Maxim Group LLC acted as the sole placement agent for the offering [3] Regulatory and Legal Information - A registration statement on Form F-1 was filed with the SEC and declared effective on January 23, 2025 [4] - The final prospectus related to the offering was filed with the SEC and is available on the SEC's website [4] Company Overview - Icon Energy Corp is an international shipping company providing worldwide seaborne transportation services for dry bulk cargoes via its fleet of oceangoing vessels [6] - The company maintains its principal executive office in Athens, Greece, and its common shares trade on the Nasdaq Capital Market under the symbol "ICON" [6] Forward-Looking Statements - The company's forward-looking statements are based on various assumptions, including historical operating trends and data from third parties, but actual results could differ materially due to risks and uncertainties [6] - Factors that could cause actual results to differ include future operating or financial results, liquidity, changes in shipping industry trends, and broader market impacts from war or pandemics [7]

Company Overview - Icon Energy Corp. is an international shipping company that provides worldwide seaborne transportation services for dry bulk cargoes via its fleet of oceangoing vessels [6] - The company is headquartered in Athens, Greece, and its common shares trade on the Nasdaq Capital Market under the symbol "ICON" [6] Public Offering Details - Icon Energy Corp. announced the closing of its public offering of 9,160,305 units at a public offering price of $1.31 per unit, resulting in gross proceeds of $12.0 million before expenses [1][2] - Each unit consisted of one common share and one warrant to purchase one common share, with the common shares and warrants issued separately and immediately separable upon issuance [2] Use of Proceeds - The net proceeds from the offering are intended for general corporate purposes, which may include funding for working capital needs, debt repayments, and fleet expansion [2] Regulatory Filings - A registration statement on Form F-1 was filed with the U.S. Securities and Exchange Commission (SEC) and was declared effective on January 23, 2025 [4] - A final prospectus relating to the offering was filed with the SEC and is available on the SEC's website [4]

Core Points - Icon Energy Corp. announced a public offering of 9,160,305 units at a price of $1.31 per unit, which includes one common share and one warrant to purchase one common share [1][2] - The offering is expected to generate approximately $12.0 million in gross proceeds before expenses, with the funds intended for general corporate purposes, including working capital, debt repayments, and fleet expansion [2] - The offering is set to close on January 24, 2025, subject to customary closing conditions [2] Offering Details - Each warrant is immediately exercisable at an initial price of $2.62 per common share and will expire three years after issuance [2] - The exercise price of the warrants will be adjusted downward based on the closing price of Icon's common shares on the Nasdaq Capital Market [2] - The common shares and warrants will be issued separately but must be purchased together in this offering [2] Company Overview - Icon Energy Corp. is an international shipping company providing worldwide seaborne transportation services for dry bulk cargoes through its fleet of oceangoing vessels [6] - The company is headquartered in Athens, Greece, and its common shares trade on the Nasdaq Capital Market under the symbol "ICON" [6]

Group 1 - Robbins LLP is investigating Icon Energy Corp. to determine if its officers and directors violated securities laws and breached fiduciary duties to shareholders [1] - Icon Energy Corp. is involved in the ocean transportation of dry bulk cargoes globally [1] Group 2 - Shareholders of Icon Energy Corp. who have incurred losses are encouraged to contact Robbins LLP for information regarding their rights [1] - Robbins LLP has a history of helping shareholders recover losses and has obtained over $1 billion for shareholders since its inception in 2002 [3]

Legal Investigation - Robbins LLP is investigating Icon Energy Corp (NASDAQ: ICON) to determine if its officers and directors violated securities laws or breached fiduciary duties to shareholders [1] - Icon Energy Corp is engaged in the global ocean transportation of dry bulk cargoes [1] Shareholder Rights - Shareholders who have lost money in their Icon Energy Corp investment can contact Robbins LLP for more information about their rights [1] - Robbins LLP represents shareholders on a contingency fee basis, meaning shareholders pay no fees or expenses [2] Firm Background - Robbins LLP is a recognized leader in shareholder rights litigation, helping shareholders recover losses and improve corporate governance since 2002 [3] - The firm has obtained over $1 billion for shareholders since its inception [3] Class Action Alerts - Shareholders can sign up for Stock Watch to receive free alerts if a class action against Icon Energy Corp settles or if corporate executives engage in wrongdoing [4]

Financial Performance - Revenue for the nine-month period ended September 30, 2024, was $3.582 million, a 10% increase from $3.248 million in the same period of 2023[5] - Operating profit decreased to $0.567 million from $0.710 million year-over-year, while net income fell to $0.562 million from $0.752 million[12] - EBITDA remained stable at $1.5 million, consistent with the previous year[13] - EBITDA for the nine-month period ended September 30, 2024, was $1,492,000, slightly up from $1,484,000 in 2023[33] - Cash provided by operating activities for the nine-month period ended September 30, 2024, was $588,000, down from $1,533,000 in the same period of 2023[30] - The company reported a net decrease in cash of $879,000 for the nine-month period ended September 30, 2024, compared to a decrease of $1,774,000 in 2023[30] Fleet and Operations - Daily Time Charter Equivalent (TCE) increased by 16% to $13,258, compared to $11,462 in the prior year[10] - The fleet's ownership days increased to 281.8 from 273.0 due to the addition of the M/V Bravo, while vessel utilization remained at 100%[14] - Daily Time Charter Equivalent (TCE) increased to $13,258 for the nine-month period ended September 30, 2024, compared to $11,462 in 2023[33] - Daily Operating Expenses (OPEX) decreased to $5,064 for the nine-month period ended September 30, 2024, from $5,136 in 2023[34] - The minimum contracted revenue expected from current charters is $8.8 million, linked to the Baltic Panamax Index[16] - The M/V Bravo was delivered on September 23, 2024, and is under an index-linked time charter for 11 to 14 months[18] Financial Position - Total assets increased to $30,551,000 as of September 30, 2024, compared to $12,882,000 on December 31, 2023[29] - Total long-term debt as of September 30, 2024, was $16,206,000, with no long-term debt reported as of December 31, 2023[29] - Total shareholders' equity increased to $12,641,000 as of September 30, 2024, from $9,169,000 on December 31, 2023[29] - Cash, cash equivalents, and restricted cash at the end of the period were $1,823,000, compared to $1,777,000 at the end of the same period in 2023[30] Capital and Dividends - The company successfully closed a $91.5 million term loan facility, with $16.5 million drawn and $75 million reserved for future vessel acquisitions[5] - Icon declared a cash dividend of $0.085 per common share for Q3 2024, following a $0.08 dividend for Q2 2024[4] - The company completed its initial public offering on July 15, 2024, raising approximately $5 million[17]