TOP Ships Inc. (the "Company" or "TOP Ships") (NYSE:TOPS), an international owner and operator of modern, fuel-efficient "ECO" tanker vessels, announced today that it has entered into a share purchase agreement (the "SPA") with a related party (the "Seller") to purchase the shares of three companies (the "SPVs"), each of which is party to one shipbuilding contract with an established, world-class shipbuilder for the construction of three high-specification, ECO, scrubber-fitted MR Product Tankers to be delivered in 2029.

The SPVs have secured time charter employment for the vessels with an oil major, commencing upon their respective deliveries, for a firm duration of five years, with the charterer holding an option to extend for one additional year. The total potential gross revenue backlog from these contracts, including the optional periods, is approximately $140.6 million.

The aggregate purchase price for 100% of the shares of the SPVs, net of the $23.5 million refund from the previously announced cancelled Dubai real estate deal, is approximately $7.4 million (the "Consideration") and is payable in full at closing. The Consideration includes the reimbursement of the first shipyard installment already paid by the Seller. The transaction is expected to close by September 30, 2026, subject to customary closing conditions.

The acquisition was approved by a special committee composed of independent and disinterested members of the Company's board of directors, which obtained a fairness opinion with respect to the Consideration from an independent financial advisor.