SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 15th, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 12, 2020, between Castor Maritime Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Warrant Agency Agreement Dated as of [ ], 2020Warrant Agency Agreement • June 22nd, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
WARRANT AGENCY AGREEMENT, dated as of [●], 2020 ("Agreement"), between Castor Maritime Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the "Company"), and American Stock Transfer & Trust Company. (the "Warrant Agent").
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 7th, 2021 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 5, 2021 between Castor Maritime Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON SHARE PURCHASE WARRANTCastor Maritime Inc. • April 7th, 2021 • Deep sea foreign transportation of freight • New York
This COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5:00 p.m. (New York City time) on April 7, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Castor Maritime Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED COMMON SHARE PURCHASE WARRANT CASTOR MARITIME INC.Castor Maritime Inc. • June 29th, 2020 • Deep sea foreign transportation of freight • New York
THIS PRE-FUNDED COMMON SHARE PURCHASE WARRANT (this “Warrant”) certifies that, for value received, _____________, or its assigns (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”), and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Castor Maritime Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Aggregate Exercise Price, as defined in Section 2(b).
CASTOR MARITIME INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, as Warrant Agent Warrant Agency Agreement Dated as of June 26, 2020Warrant Agency Agreement • June 29th, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
WARRANT AGENCY AGREEMENT, dated as of June 26, 2020 (“Agreement”), between Castor Maritime Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and American Stock Transfer & Trust Company. (the “Warrant Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • June 23rd, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
The undersigned, Castor Maritime Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Castor Maritime Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
CASTOR MARITIME INC. Up to US$30,000,000 of Common Shares EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 23rd, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
This Equity Distribution Agreement (this “Agreement”) is entered into between Castor Maritime Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”) and Maxim Group LLC (the “Agent”), as sales agent, with respect to the proposed issue and sale by the Company, through the Agent, of common shares of the Company, par value $0.001 per share (the “Common Shares”), having an aggregate offering price of up to US$30,000,000 (the Common Shares subject to this Agreement being referred to herein as the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued Common Shares to be issued and sold by the Company.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 7th, 2021 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
LOAN AGREEMENTLoan Agreement • March 30th, 2021 • Castor Maritime Inc. • Deep sea foreign transportation of freight
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 31st, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of January 27, 2020, by and among CASTOR MARITIME INC., a corporation organized and existing under the laws of the Republic of the Marshall Islands (the “Company”), and YAII PN, LTD., a Cayman Islands exempt company (“Investor”).
STOCKHOLDERS RIGHTS AGREEMENT Between CASTOR MARITIME INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent Dated as of November 20, 2017Stockholders Rights Agreement • April 11th, 2018 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
· entitle holders to quarterly dividend payments in an amount per share equal to the aggregate per share amount of all cash dividends, and the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions other than a dividend payable in shares of Common Stock or a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise), declared on shares of Common Stock since the immediately preceding quarterly dividend payment date; and
Dated ____ January 2022 TERM LOAN FACILITY MULAN SHIPPING CO. JOHNNY BRAVO SHIPPING CO. SONGOKU SHIPPING CO. ASTERIX SHIPPING CO. STEWIE SHIPPING CO.Assignment Agreement • March 31st, 2022 • Castor Maritime Inc. • Deep sea foreign transportation of freight
LIONO SHIPPING CO. SNOOPY SHIPPING CO. CINDERELLA SHIPPING CO. LUFFY SHIPPING CO.Loan Agreement • March 31st, 2022 • Castor Maritime Inc. • Deep sea foreign transportation of freight
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 31st, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 27, 2020, by and among CASTOR MARITIME INC., a corporation organized and existing under the laws of the Republic of the Marshall Islands (the “Company”), and among YAII PN, LTD., a Cayman Islands exempt company (the “Investor”).
ContractCastor Maritime Inc. • April 11th, 2018 • Deep sea foreign transportation of freight • London
+THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO) STANDARD SHIP MANAGEMENT AGREEMENT CODE NAME: "SHIPMAN 98" +THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO) STANDARD SHIP MANAGEMENT AGREEMENT CODE NAME: "SHIPMAN 98" Part I
Dated __________________ 2022Facility Agreement • March 8th, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight
The Lender has agreed to make available to the Borrowers a secured term loan facility in an aggregate amount of $22,500,000, in two Tranches, for the purpose of financing the Ships.
CONTRIBUTION AND SPIN-OFF DISTRIBUTION AGREEMENT by and between CASTOR MARITIME INC. and TORO CORP. dated as of ______________________, 2023Distribution Agreement • March 8th, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight
This CONTRIBUTION AND SPIN-OFF DISTRIBUTION AGREEMENT, dated as of _____________________, 2023 (this “Agreement”), is entered into by and between Castor Maritime Inc., a Marshall Islands corporation (“Castor”), and Toro Corp., a Marshall Islands corporation (“SpinCo”). Each of Castor and SpinCo is referred to herein as a “Party” and collectively, as the “Parties”.
Dated: 30 August 2019Agreement • December 16th, 2019 • Castor Maritime Inc. • Deep sea foreign transportation of freight • England and Wales
SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 8th, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
SHARE PURCHASE AGREEMENT, dated as of August 7, 2023 (this “Agreement”), by and between CASTOR MARITIME INC., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and TORO CORP., a corporation organized under the laws of the Republic of the Marshall Islands (the “Investor”).
EXCHANGE AGREEMENTExchange Agreement • April 11th, 2018 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
This EXCHANGE AGREEMENT (this "Agreement") is entered into as of September 22, 2017, by and among Castor Maritime Inc., a Marshall Islands corporation (the "Company"), Spetses Shipping Co., a Marshall Islands corporation ("Spetses") and the shareholders of Spetses Shipping Co. listed on Schedules A.1-A.3 hereto (the "Shareholders"). The foregoing shall be referred to individually as a "Party" and collectively as the "Parties."
ContractMemorandum of Agreement • February 29th, 2024 • Castor Maritime Inc. • Deep sea foreign transportation of freight
MEMORANDUM OF AGREEMENT Norwegian Shipbrokers’ Association’s Memorandum of Agreement for sale and purchase of ships. Adopted by BIMCO in 1956. Code-name SALEFORM 2012 Revised 1966, 1983 and 1986/87, 1993 and 2012
SPETSES SHIPPING CO.First Supplemental Agreement • February 29th, 2024 • Castor Maritime Inc. • Deep sea foreign transportation of freight
UNDERWRITING AGREEMENTUnderwriting Agreement • June 29th, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
The undersigned, Castor Maritime Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Castor Maritime Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Maxim Group LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
Trust Company Complex, Ajeltake Road Ajeltake Island, Majuro Marshall Islands MH96960 as borrowers (the “Borrowers”) andCastor Maritime Inc. • February 29th, 2024 • Deep sea foreign transportation of freight
Facility agreement dated 22 January 2021 (as amended, supplemented and/or varied from time to time, the “Facility Agreement”) and made between (i) the Borrowers and (ii) ourselves as lender and in other capacities (as applicable) in respect of a loan facility of (originally) US$ 15,290,000.00
LIONO SHIPPING CO. SNOOPY SHIPPING CO. CINDERELLA SHIPPING CO. LUFFY SHIPPING CO.Facility Agreement • February 29th, 2024 • Castor Maritime Inc. • Deep sea foreign transportation of freight
Facility agreement dated 23 July 2021 (as amended, supplemented and/or varied from time to time, the “Facility Agreement”) and made between (i) the Borrowers and (ii) ourselves as lender and in other capacities (as applicable) in respect of a loan facility of (originally) US$ 40,750,000.00
FORM OF CLASS A COMMON SHARE PURCHASE WARRANT CASTOR MARITIME INC.Castor Maritime Inc. • June 29th, 2020 • Deep sea foreign transportation of freight • New York
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Issue Date and on or prior to 5:00 p.m. (New York City time) on June 25, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Castor Maritime Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and The Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to receive a Warrant in certi
AMENDED AND RESTATED MASTER MANAGEMENT AGREEMENTMaster Management Agreement • March 8th, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight
This Amended and Restated Master Management Agreement (the “Agreement”) is dated as of the 28th day of July 2022, and shall be deemed effective as of the 1st day of July 2022 (the “Effective Date”) is entered into by and between:
WAIVER AND CONSENT AGREEMENTWaiver and Consent Agreement • October 11th, 2019 • Castor Maritime Inc. • Deep sea foreign transportation of freight • New York
This WAIVER AND CONSENT AGREEMENT (this “Agreement”) is entered into as of October 10, 2019, by and among Castor Maritime Inc., a Marshall Islands corporation (the “Company”) and all of the holders of the issued and outstanding 9.75% Series A Cumulative Redeemable Perpetual Preferred Shares (“Series A Preferred Shares”) listed on Schedule A hereto (the “Holders”). The foregoing shall be referred to individually as a “Party” and collectively as the “Parties.”
MASTER MANAGEMENT AGREEMENTMaster Management Agreement • September 11th, 2020 • Castor Maritime Inc. • Deep sea foreign transportation of freight
to the Amended and Restated Master Management Agreement dated as of the 28th day of July 2022 and effective as of the 1st day of July 2022 (the “Agreement”)Master Management Agreement • March 8th, 2023 • Castor Maritime Inc. • Deep sea foreign transportation of freight
Dated: 2 March 2021First Supplemental Agreement • March 30th, 2021 • Castor Maritime Inc. • Deep sea foreign transportation of freight
