SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 15th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 11, 2023, between Imperial Petroleum Inc., a company incorporated 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”).
CLASS E COMMON STOCK PURCHASE WARRANT IMPERIAL PETROLEUM INC.Warrant Agreement • August 15th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
THIS CLASS E COMMON STOCK 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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on August 15, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum Inc., a Marshall Islands corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED COMMON STOCK PURCHASE WARRANT IMPERIAL PETROLEUM INC.Pre-Funded Common Stock Purchase Warrant • August 15th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
THIS PRE-FUNDED COMMON STOCK 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 Initial Exercise Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum Inc., a Marshall Islands corporation (the “Company”), up to ______ shares of Common Stock (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
IMPERIAL PETROLEUM INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Warrant Agent Warrant Agency Agreement Dated as of May 19, 2022Warrant Agency Agreement • May 19th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
WARRANT AGENCY AGREEMENT, dated as of May 19, 2022 (“Agreement”), between Imperial Petroleum Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 15th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
IMPERIAL PETROLEUM INC. and as Trustee INDENTURE Dated as of [ ] SUBORDINATED DEBT SECURITIESIndenture • December 2nd, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
INDENTURE, dated as of [•], between IMPERIAL PETROLEUM INC., a Marshall Islands corporation (the “Company”), having its principal office at 331 Kifissias Avenue, Erithrea 14561 Athens, Greece and [ ], as Trustee (the “Trustee”).
CLASS C COMMON SHARE PURCHASE WARRANT IMPERIAL PETROLEUM INC.Common Share Purchase Warrant • May 4th, 2022 • Imperial Petroleum Inc./Marshall Islands • 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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on _______, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum 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 Wa
UNDERWRITING AGREEMENTUnderwriting Agreement • May 19th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
The undersigned, Imperial Petroleum Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and controlled affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or controlled affiliates of Imperial Petroleum 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.
UNDERWRITING AGREEMENTUnderwriting Agreement • March 23rd, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
The undersigned, Imperial Petroleum Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and controlled affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or controlled affiliates of Imperial Petroleum 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.
PRE-FUNDED COMMON SHARE PURCHASE WARRANT IMPERIAL PETROLEUM INC.Pre-Funded Common Share Purchase Warrant • May 4th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
THIS PRE-FUNDED 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 Initial Exercise Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum 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 cer
IMPERIAL PETROLEUM INC. Up to US$50,000,000 of Shares of Common Stock EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • December 2nd, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
Imperial Petroleum Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), proposes to issue and sell through Maxim Group LLC (“Maxim”) and Virtu Americas LLC (“Virtu”, each an “Agent” and collectively, the “Agents”), as co-sales agents, shares of common stock of the Company, par value $0.01 per share (the “Common Stock”), having an aggregate offering price of up to US$50,000,000 of shares of Common Stock (the shares of Common Stock subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
UNDERWRITING AGREEMENTUnderwriting Agreement • February 3rd, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
The undersigned, Imperial Petroleum Inc., a company incorporated under the laws of the Republic of the Marshall Islands (collectively with its subsidiaries and controlled affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or controlled affiliates of Imperial Petroleum 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.
MANAGEMENT AGREEMENTManagement Agreement • January 20th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • London
IMPERIAL PETROLEUM INC., a holding company registered and operating under the laws of the Republic of Marshall Islands having its registered address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 (hereinafter called “the Owner”), and
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 2012Memorandum of Agreement • March 16th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • London
JUSTICE CLEAN TRADING INTERNATIONAL INC. of the Marshall Islands, hereinafter called the “Sellers”, have agreed to sell, and
CONTRIBUTION AND DISTRIBUTION AGREEMENTContribution and Distribution Agreement • August 10th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
This contribution and distribution agreement (this “Agreement”) is entered into as of June 20, 2023, by and between Imperial Petroleum Inc., a Marshall Islands corporation (“Imperial Petroleum”), and C3is Inc., a Marshall Islands corporation (“C3is”). The foregoing shall be referred to individually as a “Party” and collectively as the “Parties.”
CONTRIBUTION AND DISTRIBUTION AGREEMENTContribution and Distribution Agreement • January 20th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
This contribution and distribution agreement (this “Agreement”) is entered into as of November 10, 2021, by and between StealthGas Inc., a Marshall Islands corporation (“StealthGas”), and Imperial Petroleum Inc., a Marshall Islands corporation (“Imperial Petroleum”). The foregoing shall be referred to individually as a “Party” and collectively as the “Parties.”
LOCK-UP AGREEMENTLock-Up Agreement • July 28th, 2023 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight
REPRESENTATIVE’S PURCHASE WARRANT IMPERIAL PETROLEUM INC.Representative’s Purchase Warrant • May 4th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight • New York
THIS REPRESENTATIVE’S 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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on ________, 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum 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).
ContractMemorandum of Agreement for Sale and Purchase of Ships • August 10th, 2023 • Imperial Petroleum Inc./Marshall Islands • 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 Dated: 7th july 2023 TANKPUNK INC. of Marshall Islandshereinafter called the “Sellers’’, have agreed to sell, and CRUDE OIL SERVICES INTERNATIONAL INC. of Marshall Islands hereinafter called the “Buyers”, have agreed to buy: Name of vessel: STEALTH BERANA IMO Number: 9437672 Classification Society: BV Class Notation: + HULL + MACH Oil tanker ESP Unrestricted navigation +AUT UMS, MON SHAFT , VCS TRANSFER, BWT Year of Build: 2010 Builder/Yard: SAMSUNG Flag: Liberia Place of Registration: GT/NT: 61341 / 35396 hereinafter called the “Vessel”, on the following terms and conditions: Definitions “Banking Days” are days on which banks are open both in the country of the currency stipulated for the Purchase Price in Clause 1 (Purchase Price) and in the place of closing stipulated in Cl
CLASS D COMMON SHARE PURCHASE WARRANT IMPERIAL PETROLEUM INC.Class D Common Share Purchase Warrant • June 13th, 2022 • Imperial Petroleum Inc./Marshall Islands • 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 Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on , 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Imperial Petroleum 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).
First Supplemental Agreement to $28,000,000 Secured Loan Facility Agreement dated 10 November 2021 Dated 27 January 2022 Clean Power Inc. King of Hearts Inc. (as Borrowers) (as Guarantor) (as the other Obligor) (as Lender) (as Agent) (as Swap...Secured Loan Facility Agreement • March 16th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight
Supplemental to a secured loan agreement dated 10 November 2021 (the “Loan Agreement”) made between, the Borrowers, the Guarantor, the Lenders, the Agent, DNB (UK) Limited as bookrunner, the Swap Provider and the Security Agent on the terms and subject to the conditions of which each of the Lenders agreed to advance to the Borrowers its respective Commitment of an aggregate amount not exceeding $28,000,000.
Dated: 28th September, 2022 ALPHA BANK S.A. (as Lender) - and - NIRVANA PRODUCT TRADING INC. and VOLUME JET TRADING INC. (as joint and several Borrowers) LOAN AGREEMENT for a secured floating interest rate loan facility of up to US$17,000,000 THEO V....Loan Agreement • October 14th, 2022 • Imperial Petroleum Inc./Marshall Islands • Deep sea foreign transportation of freight
