Announcement regarding the granting of authorization for the execution of transactions (Capital Commitment and Future Capitalization Agreement, Ship Acquisition and Financing Arrangement Agreement, and Ship Commercial Management Agreement) with related parties pursuant to Law 4548/2018
Pursuant to Article 101 §2 of Law 4548/2018, Article 17 of Regulation (EU) 596/2014 of the European Parliament and of the Council, as well as Article 4.1.1 (16) of the Athens Exchange Rulebook, as in force, “Y/KNOT Invest S.A.” (the “Company”) hereby informs the investing public of the following:
- Having taken into account the relevant recommendation of Management, the draft of the proposed Capital Commitment and Future Capitalization Agreement (the “Capitalization Agreement”) and the Evaluation Report dated 29.6.2026 of the Independent Certified Public Accountant Mr. Andreas Antoniadis (SOEL Reg. No. 39861), of the company under the name “KRESTON GREECE S.A.” (SOEL Reg. No. 156), the Board of Directors of the Company, at its meeting of 30.6.2026, unanimously resolved and granted, pursuant to Articles 100 and 101 of Law 4548/2018, authorization for the execution of a Capital Commitment and Future Capitalization Agreement between “Y/KNOT Maritime Inc.”, a direct subsidiary of the Company, and the foreign company under the name “Indigo Marine Inc.”, the subject matter of which is the capitalization of “Y/Amethyst Inc”, an indirect subsidiary of the Company.
Pursuant to the Capitalization Agreement, the above contracting parties undertake to participate in the capitalization of “Y/Amethyst Inc” as follows:
(a) “Y/KNOT Maritime Inc.” in the amount of twelve million euros (€12,000,000), and
(b) “Indigo Marine Inc.” in the amount of eight million euros (€8,000,000).
As a result of the above capital contributions, “Y/KNOT Maritime Inc.” shall hold 60% and “Indigo Marine Inc.” shall hold 40% of the share capital of “Y/Amethyst Inc”. The above contributions shall be made in accordance with the timetable and payment instructions to be determined by the Board of Directors of “Y/Amethyst Inc”.
Furthermore, the contracting parties undertake, in the event of any future capital increase of “Y/Amethyst Inc”, to participate therein pro rata to their above shareholding percentages in the share capital, unless otherwise agreed in writing.
The counterparty is the foreign company under the name “Indigo Marine Inc.”, which is a related party to the Company within the meaning of Article 99 of Law 4548/2018, as in force, since it is indirectly controlled by Messrs. Rigas Tzortzis, Chairman of the Board of Directors, non-executive member, and Panagiotis Tzortzis, non-executive member of the Board of Directors of the Company, respectively.
- Having taken into account the relevant recommendation of Management, the draft of the proposed Ship Acquisition and Financing Arrangement Agreement and the Evaluation Report dated 30.06.2026 of the Independent Certified Public Accountant Mr. Konstantinos Kakolyris (SOEL Reg. No. 42931), of the company under the name “Deloitte S.A. Certified Public Accountants” (SOEL Reg. No. E120), the Board of Directors of the Company, at its meeting of 30.6.2025, unanimously resolved and granted, pursuant to Articles 100 and 101 of Law 4548/2018, authorization for the execution of a Ship Acquisition and Financing Arrangement Agreement between “Y/KNOT Maritime Inc.”, a direct subsidiary of the Company, and the foreign company under the name “Y-Knot Ship Management Inc.”.
The subject matter of the agreement is the identification and intermediation for the sale and purchase of vessels (Vessel Sale & Purchase Sourcing), as well as the securing of the relevant financing.
The acquisition fee amounts to 1% of the gross purchase or sale price of each vessel and the financing fee amounts to 1% of the total gross amount of financing successfully secured, committed and disbursed.
The counterparty is the foreign company under the name “Y-Knot Ship Management Inc.”, which is a related party to the Company within the meaning of Article 99 of Law 4548/2018, as in force, since it is indirectly controlled by Messrs. Rigas Tzortzis, Chairman of the Board of Directors, non-executive member, and Panagiotis Tzortzis, non-executive member of the Board of Directors of the Company, respectively.
- Having taken into account the relevant recommendation of Management, the draft of the proposed Ship Commercial Management Agreement and the Evaluation Report dated 30.6.2026 of the Independent Certified Public Accountant Mr. Andreas Antoniadis (SOEL Reg. No. 39861), of the company under the name “KRESTON GREECE S.A.” (SOEL Reg. No. 156), the Board of Directors of the Company, at its meeting of 30.6.2026, unanimously resolved and granted, pursuant to Articles 100 and 101 of Law 4548/2018, authorization for the execution of a Ship Commercial Management Agreement between “Y/Amethyst Inc”, an indirect subsidiary of the Company, and the foreign company under the name “Y-Knot Ship Management Inc.”, in accordance with the terms of BIMCO’s Standard Ship Management Agreement (SHIPMAN 2009).
The management fee amounts to 1.25% of the total gross freight, hire and other revenues derived from fixtures negotiated by the manager, while the possibility of an additional fee (bonus) for long-term fixtures is also provided, if this is agreed in writing between the contracting parties.
The manager is the foreign company under the name “Y-Knot Ship Management Inc.”, which is a related party to the Company within the meaning of Article 99 of Law 4548/2018, as in force, since it is indirectly controlled by Messrs. Rigas Tzortzis, Chairman of the Board of Directors, non-executive member, and Panagiotis Tzortzis, non-executive member of the Board of Directors of the Company, respectively.
The above transactions are implemented pursuant to the Extraordinary General Meeting of the shareholders dated 23 March 2026, which resolved to increase the share capital of the Company for the financing, among other things, of investments in ocean-going vessels up to the amount of €11,000,000 and an amount of up to €2,888,000 for working capital.
Pursuant to Article 100 §3 of Law 4548/2018, within ten days from the publication of this announcement, shareholders representing 1/20 of the share capital may request the convening of a General Meeting for it to decide on the matter of granting the authorization.
THE BOARD OF DIRECTORS
Kifisia, 25 June 2026
