Top Ships Inc. Announces Letter of Intent to Acquire Dubai Residential Real‑Estate Portfolio

TOPS
November 29, 2025

Top Ships Inc. (NYSE American: TOPS) announced a letter of intent to acquire a portfolio of residential real‑estate assets in Dubai. The announcement was made on November 28, 2025 and is subject to a 90‑day option period that expires 90 days after the advance payment.

The company will provide an advance cash payment of $23.5 million, which will be credited against the purchase price or refunded if the option is not exercised. The payment must be made before December 31, 2025, and the option period gives Top Ships a 90‑day window to conduct due diligence and decide whether to proceed.

The portfolio is estimated to have an aggregate market value in excess of $200 million. Top Ships will pay a 10 % discount to fair market value, as determined by two independent appraisals. The discount reflects the seller’s willingness to expedite the transaction and the buyer’s desire to secure a favorable entry price.

The seller is a company affiliated with Top Ships’ President and CEO, Evangelos J. Pistiolis. The letter of intent was approved by a special committee of independent directors, ensuring that the related‑party transaction is governed by strict oversight.

Top Ships has historically focused on owning and operating fuel‑efficient “ECO” tanker vessels. The move into Dubai real‑estate represents a strategic diversification aimed at generating stable, non‑volatile cash flows and reducing exposure to the cyclical shipping market. Dubai’s real‑estate market is attractive because of strong investor confidence, transparent regulations, and a resilient, high‑growth economy.

Financially, Top Ships faces challenges, including a distressed Altman Z‑Score, high leverage, and declining net profit margins. The advance payment of $23.5 million is a significant outlay relative to the company’s cash position, and the deal’s success will depend on the company’s ability to manage debt and maintain liquidity.

The portfolio consists of a mix of residential assets, including apartments and villas located in prime Dubai districts. Expected rental yields are projected to be in line with market averages for the region, offering a steady income stream that could offset the company’s operating volatility.

While the CEO’s affiliation with the seller raises governance considerations, the independent special committee’s approval and the structured payment terms provide safeguards. Management has not yet issued a detailed commentary on the strategic fit, but the transaction is positioned as a long‑term growth initiative.

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