As filed with the U.S. Securities and Exchange Commission on December 31, 2025. Registration No. 333-292077 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rubico Inc. (Exact name of Registrant as specified in its charter) Republic of the Marshall Islands (State or other jurisdiction of incorporation or organization) 4412 (Primary Standard Industrial Classification Code Number) N/A (I.R.S. Employer Id ...

Core Viewpoint - Rubico Inc. has entered into a purchase agreement to acquire a vessel-owning company from Top Ships Inc. for a newbuilding mega yacht, M/Y Sanlorenzo 1150Exp, at a price of $38.0 million, with expected delivery in the second quarter of 2027 [1]. Group 1: Acquisition Details - The acquisition involves a shipbuilding contract for the newbuilding mega yacht, with the purchase expected to be finalized by March 31, 2026 [1]. - An advance payment of $4.0 million was made as part of the letter of intent, which will be credited against the total purchase price [2]. - A special independent committee of the Company's board approved the acquisition after receiving a fairness opinion from an independent financial advisor [2]. Group 2: Company Overview - Rubico Inc. specializes in shipping transportation services and vessel ownership, incorporated in the Republic of the Marshall Islands, with executive offices in Athens, Greece [3]. - The Company's common shares are traded on the Nasdaq Capital Market under the symbol "RUBI" [3].

As filed with the U.S. Securities and Exchange Commission on December 11, 2025. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rubico Inc. (Exact name of Registrant as specified in its charter) (State or other jurisdiction of incorporation or organization) 4412 (Primary Standard Industrial Classification Code Number) N/A (I.R.S. Employer Identification No.) 20 Iouliou Kaisara Str 19002 Paiania Ath ...

Core Viewpoint - Rubico Inc. has entered into a letter of intent for the potential acquisition of a newbuilding mega yacht, the M/Y Sanlorenzo 1150Exp, with expected delivery in Q2 2027 [1][2] Company Overview - Rubico Inc. is a global provider of shipping transportation services, specializing in vessel ownership [3] - The company operates two modern, fuel-efficient, eco-friendly Suezmax tankers with a deadweight tonnage of 157,000 [3] - Rubico is incorporated in the Republic of the Marshall Islands and has its executive offices in Athens, Greece [3] - The company's common shares are traded on the Nasdaq Capital Market under the symbol "RUBI" [3] Acquisition Details - The company will make an advance cash payment of $4.0 million, which will be credited against the acquisition price or refunded if the purchase does not proceed [2] - The exclusivity period under the letter of intent will expire on March 31, 2026, during which the company will conduct due diligence and evaluate market conditions [2] - A special independent committee of the company's board will negotiate and approve any potential acquisition related to the letter of intent [2]

Market Overview - U.S. stocks experienced an upward trend, with the Dow Jones increasing by over 250 points, closing up 0.60% at 47,709.91, while the NASDAQ rose 0.36% to 23,297.13 and the S&P 500 gained 0.38% to 6,838.77 [1] - Energy shares saw a notable increase of 1.6%, while health care stocks declined by 0.6% on the same day [1] Company Earnings - Chagee Holdings Limited (NASDAQ:CHA) reported a 7% increase in shares after releasing its third-quarter earnings, with non-GAAP net income decreasing to RMB502.8 million ($70.6 million) from RMB646.6 million year-over-year, and net revenues falling to RMB3,208.3 million ($450.7 million) from RMB3,541.2 million [2] Commodity Prices - In commodity markets, oil prices rose by 1% to $59.26, gold increased by 0.8% to $4,237.60, silver surged by 4.9% to $56.210, and copper climbed 1.8% to $5.2870 [5] European Markets - European shares showed positive movement, with the eurozone's STOXX 600 rising by 0.26%, Spain's IBEX 35 Index up 0.12%, London's FTSE 100 increasing by 0.31%, Germany's DAX 40 gaining 0.31%, and France's CAC 40 rising by 0.29% [6] Asian Markets - Asian markets closed mixed, with Japan's Nikkei gaining 0.17%, Hong Kong's Hang Seng falling 0.34%, China's Shanghai Composite rising 0.34%, and India's BSE Sensex decreasing by 0.02% [7] Notable Stock Movements - DeFi Technologies Inc. (NASDAQ:DEFT) shares surged 11% to $1.5300 following the approval of QCAD as Canada's first compliant CAD stablecoin [8] - Pasithea Therapeutics Corp. (NASDAQ:KTTA) saw a significant increase of 61% to $1.7017 after announcing a $60 million public offering of common stock [8] - HeartBeam, Inc. (NASDAQ:BEAT) shares rose by 23% to $0.7452 after outlining its regulatory strategy post-FDA's NSE decision [8] - Rubico Inc. (NASDAQ:RUBI) shares dropped 25% to $0.1623 due to a reported reverse stock split [8] - Tilray Brands, Inc. (NASDAQ:TLRY) shares fell 19% to $0.8310 following its announcement of a reverse stock split [8] - Rich Sparkle Holdings Limited (NASDAQ:ANPA) shares decreased by 34% to $17.53 after announcing plans to purchase up to $50 million in EDU tokens [8]

Core Viewpoint - Rubico Inc. has announced a 1-for-30 reverse stock split to increase the market price of its common stock and maintain compliance with Nasdaq's listing requirements [7]. Group 1: Reverse Stock Split Details - The reverse stock split will be effective on December 2, 2025, with common shares trading on a split-adjusted basis under the symbol "RUBI" [2]. - Every 30 issued and outstanding common shares will convert into 1 common share, without changing the par value or the total number of shares authorized [3]. - As of November 20, 2025, the company had 61,444,087 outstanding common shares, which will be reduced to approximately 2,048,136 shares after the split [4]. Group 2: Shareholder Impact - The reverse stock split will not affect shareholders' ownership percentages, except for fractional shares, and will not impact the company's market capitalization or voting rights [4]. - No fractional shares will be issued; instead, shareholders entitled to fractional shares will receive a cash payment based on the closing price of the common shares on December 1, 2025 [5]. - Shareholders with shares held in book-entry form or through a bank or broker will see the impact reflected in their accounts without needing to take action [6]. Group 3: Company Overview - Rubico Inc. is a global provider of shipping transportation services, specializing in vessel ownership, and operates two modern, fuel-efficient Suezmax tankers [8].

Core Viewpoint - Rubico Inc. has successfully extended the time charter agreements for its two ECO tanker vessels, ensuring stable revenue generation through 2027 and beyond [1][2]. Group 1: Charter Agreement Details - The time charter employment for both vessels will continue at a gross daily hire rate of $32,850 until January 11, 2027, followed by a reduced rate of $29,990 for the next four years [1]. - The charterer retains the option to extend each time charter for two additional years at rates of $34,750 for the first optional year and $36,750 for the second optional year [2]. Group 2: Financial Implications - The total contracted revenue backlog has reached $120.8 million since the latest reported period, indicating a strong financial position for the company [2]. Group 3: Company Overview - Rubico Inc. specializes in the ownership and operation of modern, fuel-efficient ECO Suezmax tankers, with a focus on providing shipping transportation services [3]. - The company is incorporated in the Republic of the Marshall Islands and operates from Athens, Greece, with its shares traded on the Nasdaq Capital Market under the symbol "RUBI" [3].

Core Points - Rubico Inc. has successfully closed sale and leaseback financing agreements with a major Chinese financier for refinancing two Suezmax tankers, Eco West Coast and Eco Malibu [1][5] - The gross proceeds from the financing agreements amounted to approximately $10.4 million after repayment of previous debt and related expenses [2] - The refinancing of each tanker is set at $42.0 million, with specific terms for bareboat charter and purchase obligations outlined for both vessels [3][4] Financing Details - The SLB for M/T Eco West Coast includes a bareboat charter for ten years at monthly installments of $0.18 million, with a purchase obligation of $20.0 million at the end of the charter [3] - The SLB for M/T Eco Malibu includes a bareboat charter for ten years at monthly installments of $0.19 million, with a purchase obligation of $19.0 million at the end of the charter [4] - Both financing agreements maintain a conservative leverage ratio of about 50% for the fleet [3] Company Overview - Rubico Inc. specializes in the ownership and operation of modern, fuel-efficient Suezmax tankers, with a focus on eco-friendly shipping solutions [6] - The company is incorporated in the Republic of the Marshall Islands and operates from Athens, Greece, with shares traded on the Nasdaq Capital Market under the symbol "RUBI" [6]

Core Points - Rubico Inc. announced the pricing of its underwritten public offering of 12,315,270 units at a price of $0.609 per unit, each unit consisting of one common share and one Class A warrant [1][3] - The gross proceeds from the offering are expected to be approximately $7.5 million before deducting underwriting discounts and commissions [3] - The offering is expected to close on or about November 6, 2025, subject to customary closing conditions [3] Offering Details - Each warrant will expire one year from issuance and will be immediately exercisable at an initial price of $0.609 per share, with adjustments on the fourth and eighth trading days following the offering [2] - The company has granted underwriters a 45-day option to purchase up to an additional 1,847,290 common shares and/or warrants at the public offering price [4] - A registration statement was filed with the SEC and became effective on November 4, 2025, with a final prospectus to be available on the SEC's website [5] Company Overview - Rubico Inc. is a global provider of shipping transportation services, specializing in the ownership of vessels, and operates two modern, fuel-efficient Suezmax tankers [7] - The company is incorporated in the Republic of the Marshall Islands and has executive offices in Athens, Greece, with its common shares trading on the Nasdaq under the symbol "RUBI" [7]

As filed with the Securities and Exchange Commission on October 15, 2025. Registration No. 333-290426 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to Form F-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Rubico Inc. (Exact name of Registrant as specified in its charter) Republic of the Marshall Islands (State or other jurisdiction of incorporation or organization) 4412 (Primary Standard Industrial Classification Code Number) Barry I. Grossman, Esq. Matth ...