Globus Maritime Limited
Annual Report 2020

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As filed with the Securities and Exchange Commission on March 29, 2021 UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549 FORM 20-F ¨REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ¨SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report ________________ For the transition period from ___________ to ___________ Commission file number 001-34985 Globus Maritime Limited(Exact name of Registrant as Specified in its Charter) Not Applicable(Translation of Registrant’s name into English) Republic of the Marshall Islands(Jurisdiction of Incorporation or Organization) 128 Vouliagmenis Ave., 3rd Floor, 166 74 Glyfada, Athens, Greece(Address of Principal Executive Offices) Athanasios Feidakis128 Vouliagmenis Avenue, 3rd Floor166 74 Glyfada, Athens, GreeceTel: +30 210 960 8300Facsimile: +30 210 960 8359(Name, Telephone, E-mail and/or Facsimile Number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of each classTrading SymbolName of each exchange on which registered Common Shares, par value $0.004 per shareGLBSNasdaq Capital Market Securities registered or to be registered pursuant to Section 12(g) of the Act. None(Title of Class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None(Title of Class) Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by theannual report. As of December 31, 2020, there were 3,040,123 of the registrant’s Common Shares outstanding. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ¨ Yes x No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934. ¨ Yes x No Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. x Yes ¨ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles). x Yes ¨ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer ¨Accelerated filer ¨Non-accelerated filer x Emerging Growth Company ¨ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant haselected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant toSection 13(a) of the Exchange Act. ¨ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to itsAccounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report. ¨ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filling: U.S. GAAP ¨International Financial Reporting Standards as issued Other ¨ by the International Accounting Standards Board x If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected tofollow. N/A ¨ Item 17 ¨ Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ¨ Yes x No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the SecuritiesExchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. N/A ¨ Yes ¨ No TABLE OF CONTENTS CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS 3 PART I Item 1. Identity of Directors, Senior Management and Advisers 5 Item 2. Offer Statistics and Expected Timetable 5 Item 3. Key Information 5 Item 4. Information on the Company 45 Item 4A. Unresolved Staff Comments 67 Item 5. Operating and Financial Review and Prospects 67 Item 6. Directors, Senior Management and Employees 92 Item 7. Major Shareholders and Related Party Transactions 98 Item 8. Financial Information 100 Item 9. The Offer and Listing 101 Item 10. Additional Information 102 Item 11. Quantitative and Qualitative Disclosures About Market Risk 122 Item 12. Description of Securities Other than Equity Securities 123 PART II Item 13. Defaults, Dividend Arrearages and Delinquencies 123 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 124 Item 15. Controls and Procedures 125 Item 16A. Audit Committee Financial Expert 126 Item 16B. Code of Ethics 126 Item 16C. Principal Accountant Fees and Services 126 Item 16D. Exemptions from the Listing Standards for Audit Committees 126 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 127 Item 16F. Change in Registrant’s Certifying Accountant 127 Item 16G. Corporate Governance 127 Item 16H. Mining Safety Disclosure 127 PART III Item 17. Financial Statements 128 Item 18. Financial Statements 128 Item 19. Exhibits 128 INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS F-1 2 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This annual report on Form 20-F contains forward-looking statements and information within the meaning of U.S. securities laws, and Globus MaritimeLimited desires to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and is including this cautionarystatement in connection with this safe harbor legislation. The “Company,” “Globus,” “Globus Maritime,” “we,” “our” and “us” refer to Globus Maritime Limited and its subsidiaries, unless the context otherwiserequires. Forward-looking statements provide our current expectations or forecasts of future events. Forward-looking statements include statements about ourexpectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions.Forward-looking statements and information can generally be identified by the use of forward-looking terminology or words, such as “anticipate,”“approximately,” “believe,” “continue,” “estimate,” “expect,” “forecast,” “intend,” “may,” “ongoing,” “pending,” “perceive,” “plan,” “potential,” “predict,”“project,” “seeks,” “should,” “views” or similar words or phrases or variations thereon, or the negatives of those words or phrases, or statements that events,conditions or results “can,” “will,” “may,” “must,” “would,” “could” or “should” occur or be achieved and similar expressions in connection with anydiscussion, expectation or projection of future operating or financial performance, costs, regulations, events or trends. The absence of these words does notnecessarily mean that a statement is not forward-looking. Forward-looking statements and information are based on management’s current expectations andassumptions, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. Without limiting the generality of the foregoing, all statements in this annual report on Form 20-F concerning or relating to estimated and projected earnings,margins, costs, expenses, expenditures, cash flows, growth rates, future financial results and liquidity are forward-looking statements. In addition, we,through our senior management, from time to time may make forward-looking public statements concerning our expected future operations and performanceand other developments. Such forward-looking statements are necessarily estimates reflecting our best judgment based upon current information and involvea number of risks and uncertainties. Other factors may affect the accuracy of these forward-looking statements and our actual results may differ materiallyfrom the results anticipated in these forward-looking statements. While it is impossible to identify all such factors, factors that could cause actual results todiffer materially from those estimated by us may include, but are not limited to, those factors and conditions described under “Item 3.D. Risk Factors” aswell as general conditions in the economy, dry bulk industry and capital markets and effects of COVID-19. We undertake no obligation to revise anyforward-looking statement to reflect circumstances or events after the date of this annual report on Form 20-F or to reflect the occurrence of unanticipatedevents or new information, other than any obligation to disclose material information under applicable securities laws. Forward-looking statements appear ina number of places in this annual report on Form 20-F including, without limitation, in the sections entitled “Item 5. Operating and Financial Review andProspects,” “Item 4.A. History and Development of the Company” and “Item 8.A. Consolidated Statements and Other Financial Information—DividendPolicy.” Terms Used in this Annual Report on Form 20-F References to our common shares are references to Globus Maritime Limited’s registered common shares, par value $0.004 per share, or, as applicable, theordinary shares of Globus Maritime Limited prior to our redomiciliation into the Marshall Islands on November 24, 2010. References to our Class B shares are references to Globus Maritime Limited’s registered Class B shares, par value $0.001 per share, none of which arecurrently outstanding. We refer to both our common shares and Class B shares as our shares. References to our shareholders are references to the holders ofour common shares and Class B shares. References to our Series A Preferred Shares are references to our shares of Series A preferred stock, par value$0.001 per share, none of which were outstanding on December 31, 2019 and 2020 as well as on the date of this annual report on Form 20-F. 3 On July 29, 2010, we effected a 1-4 reverse split of our common shares. On October 20, 2016, we effected a 1-4 reverse stock split which reduced thenumber of outstanding common shares from 10,510,741 to 2,627,674 shares (adjustments were made based on fractional shares). On October 15, 2018, theCompany effected a 1-10 reverse stock split which reduced the number of outstanding common shares from 32,065,077 to 3,206,495 shares (adjustmentswere made based on fractional shares). On October 21, 2020, the Company effected a 1-100 reverse stock split which reduced number of outstandingcommon shares from 175,675,651 to 1,756,720 shares (adjustments were made based on fractional shares). Unless otherwise noted, all historical sharenumbers and per share amounts in this annual report on Form 20-F have been adjusted to give effect to these reverse splits. Unless otherwise indicated, all references to “dollars” and “$” in this annual report on Form 20-F are to, and amounts are presented in, U.S. dollars.References to our ships, our vessels or out fleet relates to the ships that we own, unless context otherwise requires. Rounding Certain financial information has been rounded, and, as a result, certain totals shown in this annual report on Form 20-F may not equal the arithmetic sum ofthe figures that should otherwise aggregate to those totals. 4 PART I Item 1. Identity of Directors, Senior Management and Advisers Not Applicable. Item 2. Offer Statistics and Expected Timetable Not Applicable. Item 3. Key Information A. Selected Financial Data The following tables set forth our selected consolidated financial and operating data. The summary consolidated financial data as of and for the years endedDecember 31, 2020, 2019, 2018, 2017, and 2016 are derived from our audited consolidated financial statements, which have been prepared in accordancewith International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB. The data set forth belowshould be read in conjunction with “Item 5. Operating and Financial Review and Prospects” and our audited consolidated financial statements, related notesand other financial information included elsewhere in this annual report on Form 20-F for the years 2018, 2019 and 2020. The data for the years 2016 and2017 are included in prior year annual reports on Form 20-F. Results of operations in any period are not necessarily indicative of results in any future period. Year Ended December 31, (Expressed in Thousands of U.S. Dollars, except per share data) 2020 2019 2018 2017 2016 Consolidated Statement of comprehensive loss Voyage revenues(1) 11,753 15,623 17,354 13,852 8,423 Management fee income - - - 31 278 Total Revenues 11,753 15,623 17,354 13,883 8,701 Voyage expenses(1) (2,490) (2,098) (1,188) (1,352) (954)Vessel operating expenses (8,581) (8,882) (9,925) (9,135) (8,688)Depreciation (2,398) (4,721) (4,601) (4,854) (5,014)Depreciation of drydocking costs (1,335) (1,704) (1,166) (862) (1,005)Administrative expenses (1,891) (1,583) (1,356) (1,224) (2,094)Administrative expenses payable to related parties (1,915) (371) (528) (514) (351)Share-based payments (40) (40) (40) (40) (50)Impairment loss (4,615) (29,902) - - - Gain from sale of subsidiary - - - - 2,257 Other (expenses)/income, net 89 29 2 83 (30)Operating loss before financing activities (11,423) (33,649) (1,448) (4,015) (7,228) Interest income 16 47 - 3 5 Interest expense and finance costs (4,155) (4,703) (2,056) (2,221) (2,676)Gain/(Loss) on derivative financial instruments (1,647) 1,950 (131) - - Foreign exchange gains/(losses), net (163) 4 67 (242) 74 Total comprehensive loss for the year (17,372) (36,351) (3,568) (6,475) (9,825) Basic loss per share for the year(2) (18.11) (873.36) (111.61) (251.83) (3,827.26)Diluted loss per share for the year(2) (18.11) (873.36) (111.61) (251.83) (3,827.26)Weighted average number of common shares, basic(2) 959,157 41,622 31,972 25,713 2,567 Weighted average number of common shares, diluted(2) 959,157 41,622 31,972 25,713 2,567 Dividends declared per common share - - - - - Adjusted EBITDA (3) (unaudited) (3,075) 2,678 4,319 1,701 (3,466) 5 (1) In respect of the election to apply IFRS 15 fully retrospectively, prior year figures have been adjusted in order to present Voyage revenues net of addresscommissions. Address commissions prior to the adoption of IFRS 15 were included in Voyage expenses.(2) These figures reflect the 1-4 reverse stock split which occurred in October 2016, the 1-10 reverse stock split which occurred in October 2018, and the 1-100 reverse stock split which occurred in October 2020.(3) Adjusted EBITDA represents net earnings/(loss) before interest and finance costs net, gains or losses from the change in fair value of derivative financialinstruments, foreign exchange gains or losses, income taxes, depreciation, depreciation of drydocking costs, amortization of fair value of time charterattached to vessels, impairment and gains or losses from sale of vessels. Adjusted EBITDA does not represent and should not be considered as an alternativeto total comprehensive income/(loss) or cash generated from operations, as determined by IFRS, and our calculation of Adjusted EBITDA may not becomparable to that reported by other companies. Adjusted EBITDA is not a recognized measurement under IFRS. Adjusted EBITDA is included herein because it is a basis upon which we assess our financial performance and because we believe that it presents usefulinformation to investors regarding a company’s ability to service and/or incur indebtedness and it is frequently used by securities analysts, investors andother interested parties in the evaluation of companies in our industry. Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reportedunder IFRS. Some of these limitations are: ØAdjusted EBITDA does not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments; ØAdjusted EBITDA does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on ourdebt; ØAdjusted EBITDA does not reflect changes in or cash requirements for our working capital needs; and Øother companies in our industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure. Because of these limitations, Adjusted EBITDA should not be considered a measure of discretionary cash available to us to invest in the growth of ourbusiness. The following table sets forth a reconciliation of Adjusted EBITDA (unaudited) to total comprehensive loss for the periods presented: Year Ended December 31, (Expressed in Thousands of U.S. Dollars) 2020 2019 2018 2017 2016 Total comprehensive loss for the year (17,372) (36,351) (3,568) (6,475) (9,825)Interest and finance costs, net 4,139 4,656 2,056 2,218 2,671 (Gain)/loss on derivative financial instruments 1,647 (1,950) 131 - - Foreign exchange (gains)/losses, net 163 (4) (67) 242 (74)Depreciation 2,398 4,721 4,601 4,854 5,014 Depreciation of drydocking costs 1,335 1,704 1,166 862 1,005 Impairment loss 4,615 29,902 - - - Loss from disposal of subsidiary - - - - (2,257)Adjusted EBITDA (unaudited) (3,075) 2,678 4,319 1,701 (3,466) 6 As of December 31, (Expressed in Thousands of U.S. Dollars) 2020 2019 2018 2017 2016 Statements of financial position data Total non-current assets 64,160 50,167 83,880 87,373 91,847 Total current assets 22,281 5,489 2,794 4,230 2,149 Total assets 86,441 55,656 86,674 91,603 93,996 Total equity 42,094 9,879 41,050 43,968 20,760 Total non-current liabilities 31,285 37,046 2,418 82 42,100 Total current liabilities 13,062 8,731 43,206 47,553 31,136 Total equity and liabilities 86,441 55,656 86,674 91,603 93,996 Year Ended December 31, 2020 2019 2018 2017 2016 Consolidated statements of cash flows data Net cash generated/(used in) from operating activities (6,243) 213 3,851 631 (3,600)Net cash (used in)/generated from investing activities (18,542) (20) (126) (263) 362 Net cash (used in)/generated from financing activities 41,456 2,127 (6,435) 2,225 1,396 Year Ended December 31, 2020 2019 2018 2017 2016 Ownership days(1) 1,894 1,825 1,825 1,825 1,908 Available days(2) 1,778 1,788 1,755 1,787 1,885 Operating days(3) 1,733 1,756 1,723 1,745 1,830 Bareboat charter days(4) - - - - - Fleet utilization(5) 97.5% 98.2% 98.2% 97.6% 97.1%Average number of vessels(6) 5.2 5.0 5.0 5.0 5.2 Daily time charter equivalent (TCE) rate(7) $5,210 $7,564 $9,213 $6,993 $3,962 Daily operating expenses(8) $4,531 $4,867 $5,438 $5,005 $4,553 (1) Ownership days are the aggregate number of days in a period during which each vessel in our fleet has been owned by us.(2) Available days are the number of our ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairsunder guarantee, vessel upgrades or special surveys.(3) Operating days are the number of available days in a period less the aggregate number of days that the vessels are off-hire due to any reason, includingunforeseen circumstances but excluding days during which vessels are seeking employment.(4) Bareboat charter days are the aggregate number of days in a period during which the vessels in our fleet are subject to a bareboat charter.(5) We calculate fleet utilization by dividing the number of our operating days during a period by the number of our available days during the period.(6) Average number of vessels is measured by the sum of the number of days each vessel was part of our fleet during a relevant period divided by the numberof calendar days in such period.(7) Time Charter Equivalent (TCE) rates are our revenue less net revenue from our bareboat charters less voyage expenses during a period divided by thenumber of our available days during the period excluding bareboat charter days. TCE is a measure not in accordance with generally accepted accountingprinciples, or GAAP. Please read “Item 5. Operating and Financial Review and Prospects.”(8) We calculate daily vessel operating expenses by dividing vessel operating expenses by ownership days for the relevant time period excluding bareboatcharter days. 7 The following table reflects the Voyage Revenues to Daily Time Charter Equivalent Reconciliation for the periods presented. Year Ended December 31, (Expressed in Thousands of U.S. Dollars, except number of days and daily TCE rates) 2020 2019 2018 2017 2016 Voyage revenues 11,753 15,623 17,354 13,852 8,423 Less: Voyage expenses 2,490 2,098 1,188 1,352 954 Net revenue 9,263 13,525 16,166 12,500 7,469 Available days 1,778 1,788 1,755 1,787 1,885 Daily TCE rate* 5,210 7,564 9,213 6,993 3,962 *The amounts are subject to rounding. B. Capitalization and Indebtedness Not Applicable. C. Reasons for the Offer and Use of Proceeds Not Applicable. D. Risk Factors This annual report on Form 20-F contains forward-looking statements and information within the meaning of U.S. securities laws that involve risks anduncertainties. Our actual results may differ materially from the results discussed in the forward-looking statements and information. Factors that may causesuch a difference include those discussed below and elsewhere in this annual report on Form 20-F. Some of the following risks relate principally to the industry in which we operate and our business in general. Other risks relate principally to the securitiesmarket and ownership of our common shares. The occurrence of any of the events described in this section could significantly and negatively affect ourbusiness, financial condition, operating results, and ability to pay dividends or the trading price of our common shares, and you may lose all or part of yourinvestment. Summary of Risk Factors Below is a summary of the principal factors that make an investment in our common stock speculative or risky. This summary does not address all of therisks that we face. Additional discussion of the risks summarized in this risk factor summary, and other risks that we face, can be found below under theheadings “Risks relating to Our Industry” and “Company Specific Risk Factors” and should be carefully considered, together with other information in thisAnnual Report on Form 20-F and our other filings with the Securities and Exchange Commission (the “SEC”), before making an investment decisionregarding our common stock. ·The international dry bulk shipping industry is cyclical and volatile. ·The dry bulk vessel charter market remains significantly below its high in 2008. ·The international shipping industry and dry bulk market are highly competitive. ·We are exposed to political, social and macroeconomic risks relating to the United Kingdom’s exit from the European Union. 8 ·Disruptions in global financial markets from terrorist attacks, regional armed conflicts, general political unrest, the emergence of a pandemic orepidemic crisis and the resulting governmental action could have a material adverse impact on our results of operations, financial condition andcash flows. ·The current state of the global financial markets and current economic conditions may adversely impact the dry bulk shipping industry. ·We depend on spot charters in volatile shipping markets. ·An over-supply of dry bulk carrier capacity may depress charter rates. ·The market values of our vessels have declined, may decline further, and have from time to time triggered certain financial covenants under ourexisting and potentially future loan and credit facilities. ·Our industry is subject to complex laws and regulations. ·Climate change and greenhouse gas restrictions may be imposed. ·We are dependent on our charterers and other counterparties fulfilling their obligations under agreements with us, and their inability orunwillingness to honor these obligations could significantly reduce our revenues and cash flow. ·Capital expenditures and other costs necessary to operate and maintain our vessels may increase. ·Seasonal fluctuations in industry demand could affect us. ·Our insurance may not be adequate to cover our losses that may result from our operations. ·Our vessels are exposed to operational risks. ·We may be subject to funding calls by our protection and indemnity clubs, and our clubs may not have enough resources to cover claims madeagainst them. ·We may be subject to increased inspection procedures, tighter import and export controls and new security regulations. ·Rising fuel prices may adversely affect our profits. ·Increases in crew costs may adversely affect our profits. ·Maritime claimants could arrest our vessels. ·Governments could requisition our vessels during a period of war or emergency. ·Compliance with safety and other vessel requirements imposed by classification societies may be costly. ·A further economic slowdown or changes in the economic, regulatory and political environment in the Asia Pacific region could reduce dry bulktrade demand. ·Pandemics such as the novel coronavirus (COVID-19) make it very difficult for us to operate in the short-term and have unpredictable long-termconsequences, all of which could decrease the supply of and demand for the raw materials we transport, the rates that we are paid to carry ourcargo, and our financial outlook. 9 ·We conduct a substantial amount of business in China. ·Sulphur regulations to reduce air pollution from ships may require retrofitting of vessels and may cause us to incur significant costs. ·Environmental, social and governance matters may impact our business and reputation. ·Our stock price has been volatile and no assurance can be made that it will not substantially depreciate. ·We may issue additional common shares or other equity securities without shareholder approval, which would dilute our existing shareholders’ownership interests and may depress the market price of our common shares. ·Future issuances or sales, or the potential for future issuances or sales, of our common shares may cause the trading price of our securities todecline and could impair our ability to raise capital through subsequent equity offerings. ·The market price of our common shares may be volatile, which could result in substantial losses for investors who purchase our shares; and thevolatility in the stock prices of other companies may contribute to volatility in our stock price. ·A possible “short squeeze” due to a sudden increase in demand of our common shares that largely exceeds supply may lead to further pricevolatility in our common shares. ·Our loan agreements and other financing arrangements contain, and we expect that future loan agreements and financing arrangements willcontain, restrictive covenants that may limit our liquidity and corporate activities, which could limit our operational flexibility and have an adverseeffect on our financial condition and results of operations. In addition, because of the presence of cross-default provisions in our loan agreementsand financing arrangements, a default by us under one loan could lead to defaults under multiple loans. ·We cannot assure you that we will be able to refinance our existing indebtedness or obtain additional financing. ·Our common shares could be delisted from Nasdaq, which could affect their market price and liquidity. ·We may be unable to successfully employ our vessels on long-term time charters or take advantage of favorable opportunities involving short-termor spot market charter rates. ·As we expand our business, we may have difficulty improving our operating and financial systems and recruiting suitable employees and crew forour vessels. ·The smuggling of drugs or other contraband onto our vessels may lead to governmental claims against us. ·Labor interruptions could disrupt our business. ·Our charterers may renegotiate or default on their charters. ·The aging of our fleet may result in increased operating costs in the future. ·We may have difficulty managing our planned growth properly. ·Legislative or regulatory changes in Greece may adversely affect our results from operations. ·We rely on our information systems to conduct our business. ·We expect that a limited number of financial institutions will hold our cash including financial institutions that may be located in Greece. ·Purchasing and operating secondhand vessels may result in increased operating costs and reduced fleet utilization. 10 ·Our ability to declare and pay dividends to holders of our common shares will depend on a number of factors and will always be subject to thediscretion of our board of directors. ·We are a holding company, and we will depend on the ability of our subsidiaries to distribute funds to us in order to satisfy our financialobligations or to make dividend payments. ·Management may be unable to provide reports as to the effectiveness of our internal control over financial reporting or, when applicable, ourindependent registered public accounting firm may be unable to provide us with unqualified attestation reports as to the effectiveness of ourinternal control over financial reporting when required. ·Unless we set aside reserves or are able to raise or borrow funds for vessel replacement, at the end of a vessel’s useful life our revenues willdecline. ·We depend upon a few significant customers for a large part of our revenues. ·Provisions of our articles of incorporation and bylaws may have anti-takeover effects, which could depress the trading price of our common shares. ·We generate revenues from the trading of our vessels in U.S. dollars but incur a portion of our expenses in other currencies. ·Increases in interest rates may cause the market price of our shares to decline. ·If volatility in the London InterBank Offered Rate, or LIBOR, occurs, or when LIBOR is replaced as the reference rate under our debt obligations,it could affect our profitability, earnings and cash flow. ·The public market may not continue to be active and liquid enough for our shareholders to resell our common shares in the future. ·We may have to pay tax on U.S. source shipping income. ·U.S. tax authorities could treat us as a “passive foreign investment company,” which could result in adverse U.S. federal income tax consequencesto U.S. shareholders. ·We could face penalties under European Union, United States or other economic sanctions. ·Our vessels may call on ports subject to economic sanctions or embargoes. ·We are subject to Marshall Islands corporate law, which is not well-developed. ·As a Marshall Islands corporation with principal executive offices in Greece, and also having subsidiaries in the Marshall Islands and otheroffshore jurisdictions such as Malta, our operations may be subject to economic substance requirements. ·It may be difficult to serve us with legal process or enforce judgments against us, our directors or our management. ·The international nature of our operations may make the outcome of any bankruptcy proceedings difficult to predict. ·A cyber-attack could materially disrupt our business. 11 Risks relating to Our Industry The international dry bulk shipping industry is cyclical and volatile. The international seaborne transportation industry is cyclical and has high volatility in charter rates, vessel values and profitability. Fluctuations in charterrates result from changes in the supply and demand for vessel capacity and changes in the supply and demand for energy resources, commodities, semi-finished and finished consumer and industrial products internationally carried at sea. Since the early part of 2009, rates have been volatile and low, relative toprevious years. In 2019 although the rates reduced again at the beginning, they reached a peak during the third quarter, followed by a decreasing trend again.In the beginning of 2020 the rates continued to drop and came close to the all-time low, but substantially rebounded within 2020 and as of this report arecurrently near their five year-high. Currently all of our vessels are chartered on short-term time charters and on the spot market, and we are exposed thereforeto changes in spot market and short-term charter rates for dry bulk vessels and such changes affect our earnings and the value of our dry bulk vessels at anygiven time. The supply of and demand for shipping capacity strongly influences freight rates. The factors affecting the supply and demand for vessels areoutside of our control, and the nature, timing and degree of changes in industry conditions are unpredictable. Factors that influence demand for vessel capacity include: ·port and canal congestion charges; ·general dry bulk shipping market conditions, including fluctuations in charterhire rates and vessel values and demand for and production of drybulk products; ·global and regional economic and political conditions, including exchange rates, trade deals, and the rate and geographic distributions ofeconomic growth; ·environmental and other regulatory developments; ·the distance dry bulk cargoes are to be moved by sea; ·changes in seaborne and other transportation patterns; and ·natural disasters and/or world pandemics such as COVID-19. Factors that influence the supply of vessel capacity include: ·the size of the newbuilding orderbook; ·the price of steel and vessel equipment; ·technological advances in vessel design and capacity; ·the number of newbuild deliveries, which among other factors relates to the ability of shipyards to deliver newbuilds by contracted deliverydates and the ability of purchasers to finance such newbuilds; ·the scrapping rate of older vessels; ·port and canal congestion; ·the number of vessels that are in or out of service, including due to vessel casualties; and ·changes in environmental and other regulations that may limit the useful lives of vessels. 12 In addition to the prevailing and anticipated freight rates, factors that affect the rate of newbuilding, scrapping and laying-up include newbuilding prices,secondhand vessel values in relation to scrap prices, costs of bunkers and other operating costs, costs associated with classification society surveys, normalmaintenance costs, insurance coverage costs, the efficiency and age profile of the existing dry bulk fleet in the market, and government and industryregulation of maritime transportation practices, particularly environmental protection laws and regulations. These factors influencing the supply of anddemand for shipping capacity are outside of our control, and we may not be able to correctly assess the nature, timing and degree of changes in industryconditions. We anticipate that the future demand for our dry bulk vessels and charter rates will be dependent upon continued economic growth in the world’s economies,seasonal and regional changes in demand and changes to the capacity of the global dry bulk vessel fleet and the sources and supply of dry bulk cargo to betransported by sea. Adverse economic, political, social or other developments could negatively impact charter rates and therefore have a material adverseeffect on our business, results of operations and ability to pay dividends. We may also decide that it makes economic sense to lay up one or more vessels.While our vessels are laid up, we will pay lay-up costs, but those vessels will not be able to earn any hire. The dry bulk vessel charter market remains significantly below its high in 2008. The revenues, earnings and profitability of companies in our industry are affected by the charter rates that can be obtained in the market, which is volatileand has experienced significant declines since its highs in 2008. The Baltic Dry Index, or the BDI, which is published daily by the Baltic Exchange Limited,or the Baltic Exchange, a London-based membership organization that provides daily shipping market information to the global investing community, is anaverage of selected ship brokers’ assessments of time charter rates paid by a customer to hire a dry bulk vessel to transport dry bulk cargoes by sea. The BDIhas long been viewed as the main benchmark to monitor the movements of the dry bulk vessel charter market and the performance of the entire dry bulkshipping market. The BDI declined from a high of 11,793 in May 2008 to a low of 663 in December 2008, which represents a decline of 94% within a singlecalendar year. Since 2009, the BDI has remained fairly depressed compared to historical numbers. The BDI reached a new all-time low of 290 on February10, 2016. The BDI remained significantly depressed from 2008-2018. In 2019 the BDI was volatile and ranged from 595 on February 11, 2019 to as high as2,518 on September 3, 2019. In 2020, the BDI fell to a low of 407 on May 15 before rising in June, reaching a high of 2,020 on October 2, 2020. Duringcalendar year 2021 to date, the BDI has ranged from a high of 2,319 (on March 22, 2021) to a low of 1,333 on February 5, 2021. The decline and volatility in charter rates in the dry bulk market also affects the value of our dry bulk vessels, which follows the trends of dry bulk charterrates, and earnings on our charters, and similarly affects our cash flows, liquidity and compliance with the covenants contained in our loan arrangements. The international shipping industry and dry bulk market are highly competitive. The shipping industry and dry bulk market are capital intensive and highly fragmented with many charterers, owners and operators of vessels and arecharacterized by intense competition. Competition arises primarily from other vessel owners, some of whom have substantially greater resources than we do.The trend towards consolidation in the industry is creating an increasing number of global enterprises capable of competing in multiple markets, which mayresult in a greater competitive threat to us. Our competitors may be better positioned to devote greater resources to the development, promotion andemployment of their businesses than we are. Competition for the transportation of cargo by sea is intense and depends on customer relationships, operatingexpertise, professional reputation, price, location, size, age, environmental, social, and governance criteria, condition and the acceptability of the vessel andits operators to the charterers. Competition may increase in some or all of our principal markets, including with the entry of new competitors, who mayoperate larger fleets through consolidations or acquisitions and may be able to sustain lower charter rates and offer higher quality vessels than we are able tooffer. We may not be able to continue to compete successfully or effectively with our competitors and our competitive position may be eroded in the future,which could have an adverse effect on our fleet utilization and, accordingly, business, financial condition, results of operations and ability to pay dividends. 13 We are exposed to political, social and macroeconomic risks relating to the United Kingdom’s exit from the European Union. In January 2020, the United Kingdom withdrew from the European Union (commonly referred to as “Brexit”). There are a number of areas of uncertainty inconnection with the future of the United Kingdom and its relationship with the EU, which uncertainty may take years to fully resolve. It is not currentlypossible to determine the impact that the United Kingdom’s departure from the EU and/or any related matters may have on general economic conditions inthe United Kingdom or the EU. The exit of the United Kingdom (or any other country) from the EU or prolonged periods of uncertainty relating to any ofthese possibilities could result in significant macroeconomic deterioration, including, but not limited to, further decreases in global stock exchange indices,increased foreign exchange volatility, decreased GDP in the European Union or other markets in which we operate, issues with cross-border trade, politicaland regulatory uncertainty and further sovereign credit downgrades. In addition, there could be changes to tax regulation affecting the repatriation ofdividends from other countries, which may negatively affect us. The potential loss of the EU “passport”, or any other potential restrictions on free travel ofUK citizens to Europe, and vice versa, could adversely impact the jobs market in general and our operations in Europe. Finally, Brexit is likely to lead tolegal uncertainty in areas such as data protection, taxation, and potentially divergent national laws and regulations as the UK determines which EU laws toreplace or replicate, including the GDPR. Any of these effects of Brexit, and others we cannot anticipate, could adversely affect our business, results ofoperations and financial condition. Disruptions in global financial markets from terrorist attacks, regional armed conflicts, general political unrest, the emergence of a pandemic orepidemic crisis and the resulting governmental action could have a material adverse impact on our results of operations, financial condition and cashflows. Terrorist attacks in certain parts of the world and the continuing response of the United States and other countries to these attacks, as well as the threat offuture terrorist attacks, continue to cause uncertainty and volatility in the world financial markets and may affect our business, results of operations andfinancial condition. The continuing refugee crisis in the European Union, the continuing war in Syria and the presence of terrorist organizations in theMiddle East, conflicts and turmoil in Yemen, Iraq, Afghanistan and Iran, general political unrest in Ukraine, political tension, continuing concerns relating toBrexit (as defined herein), concerns regarding the emergence of COVID19, and its spread throughout Asia, Europe, North America and other parts of theworld, and other viral outbreaks or conflicts in the Asia Pacific Region such as in the South China Sea, mainland China and North Korea have led toincreased volatility in global credit and equity markets. Further, as a result of Greece’s sovereign debt levels (which remain high by historical standards) and the influx of refugees from Syria and other areas, theoperations of our Manager located in Greece may be subjected to new regulations and potential shift in government policies that may require us to incur newor additional compliance or other administrative costs and may require the payment of new taxes or other fees. We also face the risk that strikes, workstoppages, civil unrest and violence within Greece could disrupt the shoreside operations of our Manager located in Greece. To date, we are fortunate that these risks have not materialized in our operations. In addition, global financial markets and economic conditions have been severely disrupted and volatile in recent years and remain subject to significantvulnerabilities, such as the deterioration of fiscal balances and the rapid accumulation of public debt, continued deleveraging in the banking sector and alimited supply of credit. Credit markets as well as the debt and equity capital markets were exceedingly distressed during 2008 and 2009 and have beenvolatile since that time. The resulting uncertainty and volatility in the global financial markets may accordingly affect our business, results of operations andfinancial condition. These uncertainties, as well as future hostilities or other political instability in regions where our vessels trade, could also affect tradevolumes and patterns and adversely affect our operations, and otherwise have a material adverse effect on our business, results of operations and financialcondition, as well as our cash flows and cash available for distributions to our shareholders. Specifically, these issues, along with the re-pricing of credit risk and the difficulties currently experienced by financial institutions, have made, and willlikely continue to make it difficult to obtain financing. As a result of the disruptions in the credit markets and higher capital requirements, many lenders haveincreased margins on lending rates, enacted tighter lending standards, required more restrictive terms (including higher collateral ratios for advances, shortermaturities and smaller loan amounts), or have refused to refinance existing debt at all. Furthermore, certain banks that have historically been significantlenders to the shipping industry have reduced or ceased lending activities in the shipping industry. Additional tightening of capital requirements and theresulting policies adopted by lenders, could further reduce lending activities. We may experience difficulties obtaining financing commitments or be unableto fully draw on the capacity under our committed term loans in the future if our lenders are unwilling to extend financing to us or unable to meet theirfunding obligations due to their own liquidity, capital or solvency issues. We cannot be certain that financing will be available on acceptable terms or at all. Iffinancing is not available when needed, or is available only on unfavorable terms, we may be unable to meet our future obligations as they come due. Ourfailure to obtain such funds could have a material adverse effect on our business, results of operations and financial condition, as well as our cash flows,including cash available for distributions to our shareholders. In the absence of available financing, we also may be unable to take advantage of businessopportunities or respond to competitive pressures. 14 The current state of the global financial markets and current economic conditions may adversely impact the dry bulk shipping industry. Global financial markets and economic conditions have been, and continue to be, volatile. Recently, operating businesses in the global economy have facedtightening credit, weakening demand for goods and services, deteriorating international liquidity conditions, and declining markets. There has been a generaldecline in the willingness by banks and other financial institutions to extend credit, particularly in the shipping industry, due to the historically volatile assetvalues of vessels. As the shipping industry is highly dependent on the availability of credit to finance and expand operations, it has been negatively affectedby this decline. Also, as a result of concerns about the stability of financial markets generally and the solvency of counterparties specifically, the cost of obtaining moneyfrom the credit markets has increased as many lenders have increased interest rates, enacted tighter lending standards, refused to refinance existing debt at allor on terms similar to current debt and reduced, and in some cases ceased, to provide funding to borrowers. Due to these factors, we cannot be certain thatfinancing will be available if needed and to the extent required, on acceptable terms. If financing is not available when needed, or is available only onunfavorable terms, we may be unable to meet our obligations as they come due or we may be unable to enhance our existing business, complete additionalvessel acquisitions or otherwise take advantage of business opportunities as they arise. If the current global economic environment persists or worsens, we may be negatively affected in the following ways: ·we may not be able to employ our vessels at charter rates as favorable to us as historical rates or operate our vessels profitably; and ·the market value of our vessels could decrease, which may cause us to recognize losses if any of our vessels are sold. In addition, lower demand for dry bulk cargoes as well as diminished trade credit available for the delivery of such cargoes have led to decreased demand fordry bulk carriers, creating downward pressure on charter rates and vessel values. The relatively weak global economic conditions have and may continue tohave a number of adverse consequences for dry bulk and other shipping sectors, including, among other things: ·low charter rates, particularly for vessels employed on short-term time charters or in the spot market; ·decreases in the market value of dry bulk vessels and limited secondhand market for the sale of vessels; ·limited financing for vessels; ·widespread loan covenant defaults; and ·declaration of bankruptcy by certain vessel operators, vessel owners, shipyards and charterers. The occurrence of any of the foregoing could have a material adverse effect on our business, results of operations, cash flows and financial condition. Wemay also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vessels willnot be able to earn any hire. We depend on spot charters in volatile shipping markets. We currently charter all six vessels we own on the spot charter market. The spot charter market is highly competitive and spot charter rates may fluctuatesignificantly based upon available charters and the supply of and demand for seaborne shipping capacity. While our focus on the spot market may enable usto benefit if industry conditions strengthen, we must consistently procure spot charter business. Conversely, such dependence makes us vulnerable todeclining market rates for spot charters and to the off-hire periods including ballast passages. Rates within the spot charter market are subject to volatilefluctuations while longer-term time charters provide income at pre-determined rates over more extended periods of time. There can be no assurance that wewill be successful in keeping our vessels fully employed in these short-term markets or that future spot rates will be sufficient to enable the vessels to beoperated profitably. At current spot charter rates, we don’t believe that we will be operating profitably. A significant decrease in charter rates would affectvalue and further adversely affect our profitability, cash flows and ability to pay dividends. We cannot give assurances that future available spot charters willenable us to operate our vessels profitably. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vesselswill not be able to earn any hire. 15 An over-supply of dry bulk carrier capacity may depress charter rates. The market supply of dry bulk vessels has been increasing as a result of the delivery of numerous newbuilding orders over the last few years. Newbuildingswere delivered in significant numbers starting at the beginning of 2006 and continued to be delivered through 2019, even though the fleet growth percentagehas substantially reduced during the last years. An oversupply of dry bulk vessel capacity, particularly during a period of economic recession, may result in areduction of charter hire rates. If we cannot enter into charters on acceptable terms, we may have to secure charters on the spot market, where charter ratesare more volatile and revenues are, therefore, less predictable, or we may not be able to charter our vessels at all. In addition, a material increase in the netsupply of dry bulk vessel capacity without corresponding growth in dry bulk vessel demand could have a material adverse effect on our fleet utilization(including ballast days) and our charter rates generally, and could, accordingly, materially adversely affect our business, financial condition, results ofoperations and ability to pay dividends. Clarkson’s projects that the supply of dry bulk vessels, as measured in cargo-carrying capacity, increased by about3.7% worldwide in 2020. An uptick in charter rates generally discourages scrapping older vessels, but recent regulatory actions have increased the economicincentive to scrap certain older vessels. Accordingly, it remains to be seen in 2021 whether the number of worldwide dry bulk carrying capacity, net ofscrapped vessels, will increase. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vesselswill not be able to earn any hire. The market values of our vessels have declined, may decline further, and have from time to time triggered certain financial covenants under our existingand potentially future loan and credit facilities. The market value of dry bulk vessels has generally experienced high volatility, and is currently at a low value relative to historical rates. The market pricesfor secondhand and newbuilding dry bulk vessels in the recent past have declined from historically high levels to low levels within a short period of time. Inparticular, as of March 31, 2020, the Company concluded that the recoverable amounts of the vessels were lower than their carrying amounts and recognizedan impairment loss of approximately $4.6 million. The market value of our vessels may increase and decrease depending on a number of factors including: Øprevailing level of charter rates; Øage of vessels; Øthe environmental friendliness of our vessels; Øgeneral economic and market conditions affecting the shipping industry; Øcompetition from other shipping companies; Øconfigurations, sizes and ages of vessels; Øsupply and demand for vessels; Øother modes of transportation; Øcost of newbuildings; Øgovernmental or other regulations; and Øtechnological advances. Our loan agreement with EnTrust Global’s Blue Ocean Fund (“EnTrust Loan Facility”) is secured by mortgages on five of our vessels, and requires us tomaintain specified collateral coverage ratios and to satisfy financial covenants, including requirements based on the market value of our vessels and ourliquidity. Our previous loan facilities had similar requirements, and we expect any future loan agreements to have similar collateral requirements andprovisions. Since the middle of 2008, the prevailing conditions in the dry bulk charter market coupled with the general difficulty in obtaining financing forvessel purchases have led to a significant decline in the market values of our vessels. Furthermore, such loan agreement contains a cross-default provisionthat may be triggered by a default under any other financial indebtedness we may incur in an aggregate amount greater than $1,000,000. 16 As of December 31, 2020, we satisfied the covenants included in our EnTrust Loan Facility. For a more detailed discussion see Item 5.B Liquidity andCapital Resources—Indebtedness and Note 11 in the Consolidated Financial Statements included herewith. Further declines of market values of our vessels may affect our ability to comply with various covenants and could also limit the amount of funds we arepermitted to borrow under our current or future loan arrangements. If we breach the financial and other covenants under the EnTrust Loan Facility, ourlenders could accelerate our indebtedness and foreclose on vessels in our fleet, which would significantly impair our ability to continue to conduct ourbusiness. If our indebtedness were accelerated in full or in part, it would be very difficult in the current financing environment for us to refinance our debt orobtain additional financing and we could lose our vessels if our lenders foreclose upon their liens, which would adversely affect our business, financialcondition, ability to continue our business and pay dividends. For a more detailed discussion on our loan covenants and cross-default provisions, see “Item 5.B Liquidity and Capital Resources—Indebtedness.” If we sell any vessel at a time when vessel prices have fallen and before we have recorded an impairment adjustment to our consolidated financial statements,the sale price may be agreed at a value lower than the vessel’s depreciated book value as in our consolidated financial statements at that time, resulting in aloss and a respective reduction in earnings. If the market values of our vessels decrease, such decrease and its effects could have a material adverse effect onour business, financial condition, results of operations and ability to pay dividends. If a determination is made that a vessel’s future useful life is limited or its future earnings capacity is reduced, it could result in an impairment of its value onour consolidated financial statements that would result in a charge against our earnings and the reduction of our stockholders’ equity. These impairment costscould be very substantial. Our industry is subject to complex laws and regulations. Our operations are subject to numerous laws and regulations in the form of international conventions and treaties, national, state and local laws and nationaland international regulations in force in the jurisdictions in which our vessels operate or are registered, which can significantly affect the ownership andoperation of our vessels. These requirements include but are not limited to: U.S. Oil Pollution Act 1990, as amended, which we refer to as OPA; InternationalConvention for the Safety of Life at Sea, 1974, as amended, which we refer to as SOLAS; International Convention on Load Lines, 1966; InternationalConvention for the Prevention of Pollution from Ships, 1973, as amended by the 1978 Protocol, which we refer to as MARPOL; International Convention onCivil Liability for Bunker Oil Pollution Damage, 2001, which we refer to as the Bunker Convention; International Convention on Liability andCompensation for Damage in Connection with the Carriage of Hazardous and Noxious Substances by Sea, 1996, as superseded by the 2010 Protocol, whichwe refer to as the HNS Convention; International Convention on Civil Liability for Oil Pollution Damage of 1969, as amended by the 1992 Protocol andfurther amended in 2000, which we refer to as the CLC; International Convention on the Establishment of an International Fund for Compensation for OilPollution Damage, 1971, as amended, which we refer to as the Fund Convention; and Marine Transportation Security Act of 2002, which we refer to as theMTSA. Government regulation of vessels, particularly in the area of environmental requirements, can be expected to become more stringent in the future and couldrequire us to incur significant capital expenditures on our vessels to keep them in compliance, or even to scrap or sell certain vessels altogether. Compliancewith such laws, regulations and standards, where applicable, may require installation of costly equipment or operational changes and increased managementcosts and may affect the resale value or useful lives of our vessels. We may also incur additional costs in order to comply with other existing and futureregulatory obligations, including, but not limited to, costs relating to air emissions, the management of ballast water, recycling of vessels, maintenance andinspection, elimination of tin-based paint, development and implementation of safety and emergency procedures and insurance coverage or other financialassurance of our ability to address pollution incidents. For instance, the International Maritime Organization global 0.5% sulphur cap on marine fuels cameinto force on January 1, 2020, as stipulated in 2008 amendments to Annex VI to the International Convention for the Prevention of Pollution from ships(“MARPOL”). Our vessels require pricier low-sulphur fuel, which may reduce the amount charterers are willing to pay to charter our vessels. These andother costs could have a material adverse effect on our business, results of operations, cash flows and financial condition and our ability to pay dividends. 17 These requirements can also affect the resale prices or useful lives of our vessels or require reductions in capacity, vessel modifications or operationalchanges or restrictions. Failure to comply with these requirements could lead to decreased availability of or more costly insurance coverage forenvironmental matters or result in the denial of access to certain jurisdictional waters or ports, or detention in certain ports. Under local, national and foreignlaws, as well as international treaties and conventions, we could incur material liabilities, including cleanup obligations and claims for impairment of theenvironment, personal injury and property damages in the event that there is a release of petroleum or other hazardous materials from our vessels orotherwise in connection with our operations. Violations of, or liabilities under, environmental regulations can result in substantial penalties, fines and othersanctions, including, in certain instances, seizure or detention of our vessels. Events of this nature would have a material adverse effect on our business,financial condition and results of operations. The operation of our vessels is affected by the requirements set forth in the International Management Code for the Safe Operation of Ships and for PollutionPrevention, or ISM Code. The ISM Code requires the party with operational control of the vessel to develop, implement and maintain an extensive “SafetyManagement System” that includes, among other things, the adoption of a safety and environmental protection policy setting forth instructions andprocedures for safe vessel operation and protection of the environment and describing procedures for dealing with emergencies. Further details in relation tothe ISM Code are set out below in the section headed “Environmental and Other Regulations”. The failure of a shipowner or bareboat charterer to complywith the ISM Code may subject it to increased liability, and, if the implementing legislation so provides, to criminal sanctions, may invalidate or result in theloss of existing insurance or decrease available insurance coverage for the affected vessels and may result in a denial of access to, or detention in, certainports. In addition, if we fail to maintain ISM Code certification for our vessels, we may also breach covenants in certain of our credit and loan facilities thatrequire that our vessels be ISM-Code certified. If we breach such covenants due to failure to maintain ISM Code certification and are unable to remedy therelevant breach, our lenders could accelerate our indebtedness and foreclose on the vessels in our fleet securing those credit and loan facilities. As of the dateof this annual report on Form 20-F, each of our vessels is ISM Code-certified. Climate change and greenhouse gas restrictions may be imposed. Due to concern over the risk of climate change, a number of countries and the International Maritime Organization, or IMO, have adopted, or are consideringthe adoption of, regulatory frameworks to reduce greenhouse gas emissions. These regulatory measures may include, among others, adoption of cap andtrade regimes, carbon taxes, increased efficiency standards and incentives or mandates for renewable energy. For instance, the International MaritimeOrganization imposed a global 0.5% sulphur cap on marine fuels which came into force on January 1, 2020. Our vessels do not have scrubbers—air filtersthat remove sulphur, once burned, from the exhaust emitted by lower-cost, high-sulphur fuel, which thereby allow ships to burn lower-cost, high-sulphur fueldespite the IMO’s cap on sulphur in marine fuels—and now require pricier low-sulphur fuel, which may reduce the amount charterers are willing to pay tocharter our vessels. In addition, charterers may focus on how environmentally friendly our vessels are, generally, and our rates may be adjusted downwardsaccordingly. We discuss this further in this annual report on Form 20-F. See “Business Overview—Environmental and Other Regulations—Regulations to PreventPollution from Ships”. In addition, although the emissions of greenhouse gases from international shipping currently are not subject to the Kyoto Protocol to the United NationsFramework Convention on Climate Change (this task was delegated under the Kyoto Protocol to the IMO for action), which required adopting countries toimplement national programs to reduce emissions of certain gases, a new treaty may be adopted in the future that includes restrictions on shipping emissions.Compliance with changes in laws, regulations and obligations relating to climate change could increase our costs related to operating and maintaining ourvessels and require us to install new emission controls, acquire allowances or pay taxes related to our greenhouse gas emissions, or administer and manage agreenhouse gas emissions program. Revenue generation and strategic growth opportunities may also be adversely affected. 18 We are dependent on our charterers and other counterparties fulfilling their obligations under agreements with us, and their inability or unwillingness tohonor these obligations could significantly reduce our revenues and cash flow. Payments to us by our charterers under time charters are and will be our sole source of operating cash flow. Weaknesses in demand for shipping services,increased operating costs due to changes in environmental or other regulations and the oversupply of large vessels as well as the oversupply of smaller sizevessels due to a cascading effect would place certain of our customers under financial pressure. Any declines in demand could result in worsening financialchallenges to our customers and may increase the likelihood of one or more of our customers being unable or unwilling to pay us contracted charter rates orgoing bankrupt. If we lose a time charter because the charterer is unable to pay us or for any other reason, we may be unable to re-deploy the related vessel on similarlyfavorable terms or at all. Also, we will not receive any revenues from such a vessel while it is un-chartered, but we will be required to pay expensesnecessary to maintain and insure the vessel and service any indebtedness on it. The combination of any surplus of dry bulk vessel capacity, the expectedentry into service of new technologically advanced ships, and the expected increase in the size of the world dry bulk fleet over the next few years may makeit difficult to secure substitute employment for any of our vessels if our counterparties fail to perform their obligations under the currently arranged timecharters, and any new charter arrangements we are able to secure may be at lower rates. Furthermore, the surplus of dry bulk vessels available at lowercharter rates could negatively affect our charterers’ willingness to perform their obligations under our time charters, particularly if the charter rates in suchtime charters are significantly above the prevailing market rates. Accordingly we may have to grant concessions to our charterers in the form of lower charterrates for the remaining duration of the relevant charter or part thereof, or to agree to re-charter vessels coming off charter at reduced rates compared to thecharter then ended. Because we enter into short-term and medium-term time charters from time-to-time, we may need to re-charter vessels coming off chartermore frequently than some of our competitors, which may have a material adverse effect on business, results of operations and financial condition, as well asour cash flows, including cash available for distributions to our shareholders. The loss of any of our charterers, time charters or vessels, or a decline in payments under our time charters, could have a material adverse effect on ourbusiness, results of operations and financial condition, as well as our cash flows, including cash available for distributions to our shareholders. In addition to charter parties, we may, among other things, enter into contracts for the sale or purchase of secondhand dry bulk vessels or, in the future,shipbuilding contracts for newbuildings, provide performance guarantees relating to shipbuilding contracts to sale and purchase contracts or to charters, enterinto credit facilities or other financing arrangements, accept commitment letters from banks, or enter into insurance contracts and interest or exchange rateswaps or enter into joint ventures. Such agreements expose us to counterparty credit risk. The ability and willingness of each of our counterparties to performits obligations under a contract with us will depend upon a number of factors that are beyond our control and may include, among other things, generaleconomic conditions, the state of the capital markets, the condition of the ocean-going dry bulk shipping industry and charter hire rates. Should acounterparty fail to honor its obligations under agreements with us, we could sustain significant losses, which in turn could have a material adverse effect onour business, results of operations and financial condition, as well as our cash flows, including cash available for distributions to our shareholders. Capital expenditures and other costs necessary to operate and maintain our vessels may increase. Changes in safety or other equipment standards, as well as compliance with standards imposed by maritime self-regulatory organizations and customerrequirements or competition, may require us to make additional expenditures. In order to satisfy these requirements, we may, from time to time, be requiredto take our vessels out of service for extended periods of time, with corresponding losses of revenues. In the future, market conditions may not justify theseexpenditures or enable us to operate some or all of our vessels profitably during the remainder of their economic lives. Seasonal fluctuations in industry demand could affect us. We operate our vessels in markets that have historically exhibited seasonal variations in demand and, as a result, in charter rates. This seasonality may resultin quarter-to-quarter volatility in our results of operations, which could affect the amount of dividends, if any, that we pay to our shareholders. The market formarine dry bulk transportation services is typically stronger in the fall and winter months in anticipation of increased consumption of coal and other rawmaterials in the northern hemisphere during the winter months. In addition, unpredictable weather patterns in these months tend to disrupt vessel schedulingand supplies of certain commodities. This seasonality could have a material adverse effect on our business, financial condition and results of operations. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vesselswill not be able to earn any hire. 19 Our insurance may not be adequate to cover our losses that may result from our operations. We carry insurance to protect us against most of the accident-related risks involved in the conduct of our business, including marine hull and machineryinsurance, war risk insurance, protection and indemnity insurance, which includes pollution risks, crew insurance and war risk insurance. However, we maynot be adequately insured to cover losses from our operational risks, which could have a material adverse effect on us. Additionally, our insurers may refuseto pay particular claims and our insurance may be voidable by the insurers if we take, or fail to take, certain action, such as failing to maintain certification ofour vessels with applicable maritime regulatory organizations. Any significant uninsured or underinsured loss or liability could have a material adverse effecton our business, results of operations, cash flows and financial condition and our ability to pay dividends. It may also result in protracted legal litigation. Inaddition, we may not be able to obtain adequate insurance coverage at reasonable rates in the future during adverse insurance market conditions. Wemaintain, for each of our vessels, pollution liability coverage insurance for $1.0 billion per event. If damages from a catastrophic spill exceed our insurancecoverage, it would have a materially adverse effect on our business, results of operations and financial condition and our ability to pay dividends to ourshareholders. Moreover, insurers have over the last few years increased premiums and reduced or restricted coverage for losses caused by terrorist acts generally. In addition, we do not currently carry and may not carry loss-of-hire insurance, which covers the loss of revenue during extended vessel off-hire periods,such as those that occur during an unscheduled drydocking due to damage to the vessel from accidents. Accordingly, any loss of a vessel or extended vesseloff-hire, due to an accident or otherwise, could have a material adverse effect on our business, results of operations, financial condition and our ability to paydividends. Our vessels are exposed to operational risks. The operation of any vessel includes risks such as weather conditions, mechanical failure, collision, fire, contact with floating objects, cargo or property lossor damage and business interruption due to political circumstances in countries, piracy, terrorist attacks, armed hostilities and labor strikes. Such occurrencescould result in death or injury to persons, loss, damage or destruction of property or environmental damage, delays in the delivery of cargo, loss of revenuesfrom or termination of charter contracts, governmental fines, penalties or restrictions on conducting business, higher insurance rates and damage to ourreputation and customer relationships generally. In the past, political conflicts have also resulted in attacks on vessels, mining of waterways and other efforts to disrupt international shipping, particularly inthe Arabian Gulf region. Acts of terrorism and piracy have also affected vessels trading in regions such as the South China Sea, the Gulf of Aden and parts ofthe Indian Ocean and West Africa. Continuing conflicts and recent developments in the Middle East and North Africa, including Egypt, Syria, Iran, Iraq andLibya, and the presence of United States and other armed forces in the Middle East and Asia could produce armed conflict or be the target of terrorist attacks,and lead to civil disturbance and uncertainty in financial markets. If these attacks and other disruptions result in areas where our vessels are deployed beingcharacterized by insurers as “war risk” zones or Joint War Committee “war, strikes, terrorism and related perils” listed areas, premiums payable for suchcoverage could increase significantly and such insurance coverage may be more difficult or impossible to obtain. In addition, we face the risk of a marinedisaster, which could include an oil spill and other environmental damage. Although our vessels carry a relatively small amount of oil used for fuel(“bunkers”), a spill of oil from one of our vessels or losses as a result of fire or explosion could be catastrophic under certain circumstances. The operation of certain vessel types, such as dry bulk vessels, also carry certain unique risks. With a dry bulk vessel, the cargo itself and its interaction withthe vessel can be a risk factor. By their nature, dry bulk cargoes are often heavy, dense, easily shifted and react badly to water exposure. In addition, dry bulkvessels are often subjected to battering during unloading operations with grabs, jackhammers (to pry encrusted cargoes out of the hold) and small bulldozers.This may cause damage to the vessel. Vessels damaged due to treatment during unloading procedures may be more susceptible to breach while at sea. Hullbreaches in dry bulk vessels may lead to the flooding of the vessels holds. If a dry bulk vessel suffers flooding in its forward holds, the bulk cargo maybecome so dense and waterlogged that its pressure may buckle the vessels bulkheads leading to the loss of a vessel. If we are unable to adequately maintainour vessels we may be unable to prevent these events. Any of these circumstances or events could negatively impact our business, financial condition, resultsof operations and ability to pay dividends. In addition, the loss of any of our vessels could harm our reputation as a safe and reliable vessel owner andoperator. 20 We may not be adequately insured against all risks, and our insurers may not pay particular claims. With respect to war risks insurance, which we usuallyobtain for certain of our vessels making port calls in designated war zone areas, such insurance may not be obtained prior to one of our vessels entering intoan actual war zone, which could result in that vessel not being insured. Even if our insurance coverage is adequate to cover our losses, we may not be able totimely obtain a replacement vessel in the event of a loss. Under the terms of our credit facilities, we will be subject to restrictions on the use of any proceedswe may receive from claims under our insurance policies. Furthermore, in the future, we may not be able to maintain or obtain adequate insurance coverageat reasonable rates for our fleet. We may also be subject to calls, or premiums, in amounts based not only on our own claim records but also the claim recordsof all other members of the protection and indemnity associations through which we receive indemnity insurance coverage for tort liability. Our insurancepolicies also contain deductibles, limitations and exclusions which may increase our costs in the event of a claim or decrease any recovery in the event of aloss. If the damages from a catastrophic oil spill or other marine disaster exceeded our insurance coverage, the payment of those damages could have amaterial adverse effect on our business and could possibly result in our insolvency. In general, we do not carry loss of hire insurance. Occasionally, we may decide to carry loss of hire insurance when our vessels are trading in areas where ahistory of piracy has been reported. Loss of hire insurance covers the loss of revenue during extended vessel off-hire periods, such as those that could occurduring an unscheduled drydocking, unscheduled repairs due to damage to the vessel, or as a result of acts of piracy. Accordingly, any loss of a vessel or anyextended period of vessel off- hire, due to an incident, accident or otherwise, could have a material adverse effect on our business, financial condition andresults of operations. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vesselswill not be able to earn any hire. We may be subject to funding calls by our protection and indemnity clubs, and our clubs may not have enough resources to cover claims made againstthem. We are indemnified for legal liabilities incurred while operating our vessels through membership of protection and indemnity, or P&I, associations, otherwiseknown as P&I clubs. P&I clubs are mutual insurance clubs whose members must contribute to cover losses sustained by other club members. The objectiveof a P&I club is to provide mutual insurance based on the aggregate tonnage of a member’s vessels entered into the club. Claims are paid through theaggregate premiums of all members of the club, although members remain subject to calls for additional funds if the aggregate premiums are insufficient tocover claims submitted to the club. Claims submitted to the club may include those incurred by members of the club, as well as claims submitted by otherP&I clubs with which our club has entered into interclub agreements. We cannot assure you that the P&I club to which we belong will remain viable or thatwe will not become subject to additional funding calls, which could adversely affect us. We may be subject to increased inspection procedures, tighter import and export controls and new security regulations. International shipping is subject to various security and customs inspection and related procedures in countries of origin and destination and trans-shipmentpoints. Inspection procedures can result in the seizure of the cargo and contents of our vessels, delays in the loading, offloading or delivery and the levying ofcustoms duties, fines or other penalties against us. It is possible that changes to inspection procedures could impose additional financial and legal obligationson us. Furthermore, changes to inspection procedures could also impose additional costs and obligations on our customers and may, in certain cases, renderthe shipment of certain types of cargo impractical. Any such changes or developments may have a material adverse effect on our business, financialcondition, results of operations and our ability to pay dividends. Rising fuel prices may adversely affect our profits. Fuel is a significant, if not the largest, expense if vessels are under voyage charter or if consumed during ballast days. Moreover, the cost of fuel will affectthe profit we can earn on the spot market. Upon redelivery of vessels at the end of a time charter, we may be obliged to repurchase the fuel on board atprevailing market prices, which could be materially higher than fuel prices at the inception of the time charter period. As a result, an increase in the price offuel may adversely affect our profitability. The price and supply of fuel is unpredictable and fluctuates based on events outside our control, includinggeopolitical events, supply and demand for oil and gas, actions by the Organization of the Petroleum Exporting Countries and other oil and gas producers,war and unrest in oil producing countries and regions, regional production patterns and environmental concerns. Further, fuel may become much moreexpensive in the future, which may reduce the profitability and competitiveness of our business versus other forms of transportation, such as truck or rail. A global 0.5% sulphur cap on marine fuels came into force on January 1, 2020. Because we do not have scrubbers on our vessels, our vessels require pricierlow-sulphur fuel, which may reduce the amount charterers are willing to pay to charter our vessels. This could have a material adverse effect on our business,results of operations, cash flows and financial condition and our ability to pay dividends. 21 Increases in crew costs may adversely affect our profits. Crew costs are a significant expense for us under our charters. There is a limited supply of well-qualified crew. We generally bear crewing costs under ourcharters. Increases in crew costs may adversely affect our profitability. Maritime claimants could arrest our vessels. Crew members, suppliers of goods and services to a vessel, shippers of cargo and other parties may be entitled to a maritime lien against a vessel, or otherassets of the relevant vessel-owning company, for unsatisfied debts, claims or damages even if we are not at fault, for example, if we pay a supplier forbunkers who subcontracts the supply and does not pay such subcontractor. In many jurisdictions, a claimant may seek to obtain security for its claim byarresting a vessel through foreclosure proceedings. The arrest or attachment of one or more of our vessels, could cause us to default on a charter, breachcovenants in the EnTrust Loan Facility, interrupt our cash flow and require us to pay large sums of money to have the arrest or attachment lifted. Please see“Item 5.B. Liquidity and Capital Resources—Indebtedness” for further information. In addition, in some jurisdictions, such as South Africa, under the “sister ship” theory of liability, a claimant may arrest both the vessel which is subject to theclaimant’s maritime lien and any “associated” vessel, which is any vessel owned or controlled by the same owner. Claimants could attempt to assert “sistership” liability against one vessel in our fleet for claims relating to another of our vessels. Governments could requisition our vessels during a period of war or emergency. A government could requisition one or more of our vessels for title or for hire. Requisition for title occurs when a government takes control of a vessel andbecomes the owner. Requisition for hire occurs when a government takes control of a vessel and effectively becomes the charterer at dictated charter rates.Generally, requisitions occur during a period of war or emergency, although governments may elect to requisition vessels in other circumstances. Even if wewould be entitled to compensation in the event of a requisition of one or more of our vessels, the amount and timing of payment would be uncertain.Government requisition of one or more of our vessels may negatively impact our business, financial condition, results of operations and ability to paydividends. Compliance with safety and other vessel requirements imposed by classification societies may be costly. The hull and machinery of every commercial vessel must be certified as safe and seaworthy in accordance with applicable rules and regulations, andaccordingly vessels must undergo regular surveys. All of the vessels that we operate or manage are classed by one of the major classification societies,including Nippon Kaiji Kyokai (Class NK), DNV GL and Bureau Veritas. Vessels must undergo annual surveys, immediate surveys and special surveys. Inlieu of a special survey, a vessel’s machinery may be on a continuous survey cycle, under which the machinery would be surveyed over a five-year period.Our vessels are on special survey cycles for hull inspection and continuous survey cycles for machinery inspection. Every vessel is also required to bedrydocked every two to three years for inspection of its underwater parts. If any vessel does not maintain its class and/or fails any annual, intermediate orspecial survey, certain covenants in the EnTrust Loan Facility or future credit arrangements may be triggered, including as a result of the vessel being unableto trade between ports and being unemployable. Such an occurrence could have a material adverse impact on our business, financial condition, results ofoperations and ability to pay dividends. Please see “Item 5.B. Liquidity and Capital Resources—Indebtedness” for further information. 22 A further economic slowdown or changes in the economic, regulatory and political environment in the Asia Pacific region could reduce dry bulk tradedemand. A significant number of the port calls made by our vessels involve the transportation of dry bulk products to ports in the Asia Pacific region. As a result,continued economic slowdown in the region or changes in the regulatory environment, and particularly in China or Japan, could have an adverse effect onour business, results of operations, cash flows and financial condition. Before the global economic financial crisis that began in 2008, China had one of theworld’s fastest growing economies as measured by gross domestic product, or GDP, which had a significant impact on shipping demand. The growth rate ofChina’s GDP continues to remain lower than originally anticipated. In addition, China previously imposed measures to restrain lending, which may furthercontribute to a slowdown in its economic growth. China and other countries in the Asia Pacific region may continue to experience slowed or even negativeeconomic growth in the future. Many of the economic and political reforms adopted by the Chinese government are unprecedented or experimental and may be subject to revision, changeor abolition based upon the outcome of such experiments. If the Chinese government does not continue to pursue a policy of economic reform, the level ofimports of exports of dry bulk products to and from China could be adversely affected by changes to these economic reforms by the Chinese government, aswell as by changes in political, economic and social conditions or other relevant policies of the Chinese government, such as changes in laws, regulations orrestrictions on importing commodities into the country. Notwithstanding economic reform, the Chinese government may adopt policies that favor domesticshipping companies and may hinder our ability to compete with them effectively. Moreover, a significant or protracted slowdown in the economies of theUnited States, the European Union or various Asian countries or changes in the regulatory environment may adversely affect economic growth in China andelsewhere. Our business, results of operations, cash flows and financial condition could be materially and adversely affected by an economic downturn orchanges in the regulatory environment in any of these countries. Pandemics such as the novel coronavirus (COVID-19) make it very difficult for us to operate in the short-term and have unpredictable long-termconsequences, all of which could decrease the supply of and demand for the raw materials we transport, the rates that we are paid to carry our cargo,and our financial outlook. On March 11, 2020, the World Health Organization declared the spread of a novel coronavirus (SARS-CoV-2, more commonly referred to as COVID-19) tobe a global pandemic. In the name of public health, governments around the world have shuttered workplaces, restricted travel, and put in place othermeasures which have resulted in a dramatic decrease of economic activity, including a reduction of goods imported and exported worldwide. While someeconomies have begun re-opening in limited capacities, it is impossible to predict the course the virus will take; whether new, more virulent or contagiousstrains will emerge; how quickly COVID-19 vaccines will be distributed; for how long the vaccines will provide immunity; whether people who havereceived full courses of the vaccines will nonetheless remain vectors for the disease; whether the vaccines will confer immunity upon new strains; and howthe behavior of our customers and the movement of dry bulk goods will change, if at all, due to the coronavirus pandemic’s economic shock. Some expertsfear that the economic consequences of COVID-19 could cause a recession that outlives the pandemic. We have thus far been affected by COVID-19 as follows: ·The pandemic had a negative impact on our voyage revenues for the year-ended December 31, 2020, which reached $11.8 million comparedto $15.6 million for the year ended December 31, 2019. We attribute the 24% decrease in voyage revenues in part to the low freight ratesachieved for several months following the outbreak of COVID-19 virus, which deficit was not overcome as rates rebounded later in the year. ·Based upon increased volatility in the charter market and its effect on the recoverability of the carrying amount for our vessels, we concludedthat the pandemic may have trigged the impairment of our vessels. We performed an impairment assessment of our vessels by comparing thediscounted projected net operating cash flows for each vessel to its carrying value. As of March 31, 2020, we concluded that the recoverableamounts of the vessels were lower than their carrying amounts and recorded an impairment loss of $4.6 million. For the second, third andfourth quarter of 2020, we re-assessed impairment indicators and performed an impairment test on the recoverability of the carrying amountof its vessels using discounted projected net operating cash flows for each vessel and concluded that no further impairment of its vesselsshould be recorded or previously recognized impairment should be reversed. We did not recognize any further impairment of our vesselswithin calendar year 2020. ·Our vessels have been subject to quarantine checks upon arriving at certain ports. This has functionally reduced the amount of cargo that we(and our competitors) are able to move because some countries have imposed quarantine checks on arriving vessels, which have causeddelays in loading and delivery of cargoes. ·Due to quarantine restrictions placed on persons and additional procedures using commercial aviation and other forms of publictransportation, our crew has had difficulty embarking and disembarking on our ships. This has not thus far functionally affected our ability tocrew our vessels. 23 We expect that pandemics generally, including the current novel coronavirus pandemic, could affect our business in the following ways, among others: (1)Pandemics generally reduce the demand for goods worldwide without a commensurate corresponding change in the number of vesselsworldwide, thereby increasing competition for cargo and decreasing the market price for transporting dry bulk products. (2)Countries could impose quarantine checks and hygiene measures on arriving vessels, which functionally reduce the amount of cargo thatwe and our competitors are able to move by causing delays in loading and delivery of cargo. (3)The process of buying, selling, and maintaining vessels is made more onerous and time-intensive. For instance, delays may be caused atshipyards for newbuildings, drydocks and other works, in vessel inspections and related certifications by class societies, customers orgovernment agencies, as well as delays and shortages or a lack of access to required spare parts and lack of berths or shortages in labor,which may in turn delay any repairs to, scheduled or unscheduled maintenance or modifications, or drydocking of, our vessels. (4)We have seen a decrease in productivity, generally, as people—including our office employees and crews, as well as our counterparties—get sick and take time off from work. We are particularly vulnerable to our crew members getting sick, as if even one of our crew membersgets sick, local authorities could require us to detain and quarantine the ship and its crew for an unspecified amount of time, disinfect andfumigate the vessels, or take similar precautions, which would add costs, decrease our utilization, and substantially disrupt our cargooperations. If a vessel’s entire crew fell seriously ill, we may have substantial difficulty operating its vessel and may necessitateextraordinary external aid. (5)International transportation of personnel could be limited or otherwise disrupted. In particular, our crews generally work on a rotationbasis, relying largely on international air transport for crew changes plan fulfillment. Any such disruptions could impact the cost of rotatingour crew, and possibly impact our ability to maintain a full crew synthesis onboard all our vessels at any given time. It may also be difficultfor our in-house technical teams to travel to shipyards to observe vessel maintenance, and we may need to hire local experts, which localexperts may vary in skill and are difficult to supervise remotely, to conduct work we ordinarily address in-house. (6)Governments impose new regulations, directives or practices, which we may be obligated to implement at our own expense. (7)Any or all of the foregoing could lead our charterers to try to invoke force majeure clauses. As of the date hereof, however, none of ourcharterers have invoked a force majeure clause citing the pandemic (8)Credit tightening or declines in global financial markets, including to the prices of our publicly traded securities and the securities of ourpeers, could make it more difficult for us to access capital, including to finance our existing debt obligations. Any of these public health threats and related consequences could adversely affect our financial results. It is too early to assess the full long-term impact of the ongoing novel coronavirus pandemic on global markets, and particularly on the shipping industry. 24 We conduct a substantial amount of business in China. The Chinese legal system is based on written statutes and their legal interpretation by the Standing Committee of the National People’s Congress. Prior courtdecisions may be cited for reference but have limited precedential value. Since 1979, the Chinese government has been developing a comprehensive systemof commercial laws, and considerable progress has been made in introducing laws and regulations dealing with economic matters such as foreign investment,corporate organization and governance, commerce, taxation and trade. However, because these laws and regulations are relatively new, there is a general lackof internal guidelines or authoritative interpretive guidance and because of the limited number of published cases and their non-binding nature interpretationand enforcement of these laws and regulations involve uncertainties. We conduct a substantial portion of our business in China or with Chinese counter-parties. For example, we enter into charters with Chinese customers, which charters may be subject to new regulations in China. We may, therefore, berequired to incur new or additional compliance or other administrative costs, and pay new taxes or other fees to the Chinese government. Although thecharters we enter into with Chinese counterparties are not governed by Chinese law, we may have difficulties enforcing a judgment rendered by anarbitration tribunal or by an English or U.S. court (or other non-Chinese court) in China. In addition, China enacted a tax for non-resident internationaltransportation enterprises engaged in the provision of services to passengers or cargo, among other items, in and out of China using their own, chartered orleased vessels, including any stevedore, warehousing and other services connected with the transportation. The law and relevant regulations broaden therange of international transportation companies which may find themselves liable for Chinese enterprise income tax on profits generated from internationaltransportation services passing through Chinese ports. This tax or similar regulations by China may reduce our operating results and may also result in anincrease in the cost of goods exported from China and the risks associated with exporting goods from China, as well as a decrease in the quantity of goods tobe shipped from or through China, which would have an adverse impact on our charterers’ business, operating results and financial condition and couldthereby affect their ability to make timely charter hire payments to us and to renew and increase the number of their time charters with us. Changes in lawsand regulations, including with regards to tax matters, and their implementation by local authorities could affect our vessels that are either chartered toChinese customers or that call to Chinese ports and could have a material adverse effect on our business, results of operations and financial condition and ourability to pay dividends. The Chinese economy differs from the economies of western countries in such respects as structure, government involvement, level of development, growthrate, capital reinvestment, allocation of resources, bank regulation, currency and monetary policy, rate of inflation and balance of payments position.Although state-owned enterprises still account for a substantial portion of the Chinese industrial output, in general, the Chinese government is reducing thelevel of direct control that it exercises over the economy. There is an increasing level of freedom and autonomy in areas such as allocation of resources,production, pricing and management and a gradual shift in emphasis to a “market economy” and enterprise reform, although it still acts with greater controlthan a truly free-market economy. Many of the Chinese government’s reforms are unprecedented or experimental and may be subject to revision, change orabolition based upon the outcome of such experiments. The level of imports to and exports from China could be adversely affected by the failure to continuemarket reforms or changes to existing pro-export economic policies. The level of imports to and exports from China may also be adversely affected bychanges in political, economic and social conditions (including a slowing of economic growth), the coronavirus, or other relevant policies of the Chinesegovernment, such as changes in laws, regulations or export and import restrictions, internal political instability, changes in currency policies, changes in tradepolicies and territorial or trade disputes. A decrease in the level of imports to and exports from China could adversely affect our business, operating resultsand financial condition. Sulphur regulations to reduce air pollution from ships may require retrofitting of vessels and may cause us to incur significant costs. January 1, 2020 was the implementation date for vessels to comply with the IMO’s low sulphur fuel oil requirement, which cuts sulphur levels from 3.5% to0.5%. The interpretation of “fuel oil used on board” includes use in main engine, auxiliary engines and boilers. Shipowners may comply with this regulationby (i) using 0.5% sulphur fuels on board, which costs more than higher Sulphur fuel; (ii) installing scrubbers for cleaning of the exhaust gas; or (iii) byretrofitting vessels to be powered by liquefied natural gas, which may not be a viable option due to the lack of supply network and high costs involved in thisprocess. Costs of compliance with these regulatory changes may be significant and may have a material adverse effect on our future performance, results ofoperations, cash flows and financial position. It is unclear how the new emissions standard will affect the employment of our vessels, given that the cost offuel is borne by our charterers when our vessels are on time charter employment. In particular, it is not known what the price differential between highsulphur content fuel and the more expensive low sulphur fuel will be or if low sulphur fuel will be available in the quantities needed at the areas where thevessels are trading. Over time, however, it is possible that ships not retrofitted to comply with the new emissions standard may become less competitive(compared with ships equipped with exhaust gas scrubbers that can utilize less expensive high sulphur fuel), may have difficulty finding employment, maycommand lower charter hire and/or may need to be scrapped. 25 Environmental, social and governance matters may impact our business and reputation. In addition to the importance of their financial performance, companies are increasingly being judged by their performance on a variety of environmental,social and governance matters, or ESG, which are considered to contribute to the long-term sustainability of companies’ performance. A variety of organizations measure the performance of companies on such ESG topics, and the results of these assessments are widely publicized. Inaddition, investment in funds that specialize in companies that perform well in such assessments are increasingly popular, and major institutional investorshave publicly emphasized the importance of such ESG measures to their investment decisions. Topics taken into account in such assessments include, amongothers, the company’s efforts and impacts on climate change and human rights, ethics and compliance with law, and the role of the company’s board ofdirectors in supervising various sustainability issues. We actively manage a broad range of such ESG matters, taking into consideration their expected impact on the sustainability of our business over time, andthe potential impact of our business on society and the environment. However, in light of investors’ increased focus on ESG matters, there can be nocertainty that we will manage such issues successfully, or that we will successfully meet society’s expectations as to our proper role. Any failure or perceivedfailure by us in this regard could have a material adverse effect on our reputation and on our business, share price, financial condition, or results ofoperations, including the sustainability of our business over time. On December 31, 2018, EU-flagged vessels became subject to Regulation (EU) No. 1257/2013 of the European Parliament and of the Council of 20November 2013 on ship recycling (the “EU Ship Recycling Regulation” or “ESRR”) and exempt from the Regulation (EC) No. 1013/2006 of the EuropeanParliament and of the Council of 14 June 2006 on shipments of waste (the “European Waste Shipment Regulation” or “EWSR”), which had previouslygoverned their disposal and recycling. The EWSR continues to be applicable to Non-European Union Member State-flagged (“non-EU-flagged”) vessels. Under the ESRR, commercial EU-flagged vessels of 500 gross tonnage and above may be recycled only at shipyards included on the European List ofAuthorised Ship Recycling Facilities (the “European List”). The European List presently includes eight facilities in Turkey, but no facilities in the major shiprecycling countries in Asia. The combined capacity of the European List facilities may prove insufficient to absorb the total recycling volume of EU-flaggedvessels. This circumstance, taken in tandem with the possible decrease in cash sales, may result in longer wait times for divestment of recyclable vessels aswell as downward pressure on the purchase prices offered by European List shipyards. We currently have one vessel flagged in Malta and in the future mayhave additional vessels flagged in EU jurisdictions. In addition, the EWSR requires that non-EU-flagged ships departing from European Union ports be recycled only in Organisation for Economic Cooperationand Development (OECD) member countries. In March 2018, the Rotterdam District Court ruled that the sale of four recyclable vessels by third-party Dutchship owner Seatrade to cash buyers, who then reflagged and resold the vessels to non-OECD country recycling yards, were effectively indirect sales to non-OECD country yards, in violation of the EWSR. If European Union Member State courts widely adopt this analysis, it may negatively impact revenue fromthe residual values of our vessels and we may be subject to a heightened risk of non-compliance, due diligence obligations and costs in instances where wesell older ships to cash buyers. 26 Company Specific Risk Factors Our stock price has been volatile and no assurance can be made that it will not substantially depreciate. Our stock price has been volatile recently. The closing price of our common shares within 2020 has ranged from a peak of $109.00 on January 3, 2020 to alow of $5.68 on December 29, 2020, representing a decrease of 94.8%. We can offer no comfort or assurance that our stock price will stop being volatile ornot substantially depreciate. Our stock further declined in 2021 and was $4.42 on March 8, 2021. We may issue additional common shares or other equity securities without shareholder approval, which would dilute our existing shareholders’ownership interests and may depress the market price of our common shares. We may issue additional common shares or other equity securities of equal or senior rank in the future without shareholder approval in connection with,among other things, future vessel acquisitions, the repayment of outstanding indebtedness, and the conversion of convertible financial instruments. Our issuance of additional common shares or other equity securities of equal or senior rank in these situations would have the following effects: ·our existing shareholders’ proportionate ownership interest in us would decrease; ·the proportionate amount of cash available for dividends payable on our common shares could decrease; ·the relative voting strength of each previously outstanding common share could be diminished; and ·the market price of our common shares could decline. In addition, we may be obligated to issue, upon exercise or conversion of outstanding agreements, warrants and credit facilities pursuant to the terms thereof: ·388,700 common shares issuable upon the exercise of outstanding Class A Warrants (at an exercise price of $35 per share) which expire in June2025; ·458,500 common shares issuable upon exercise of outstanding June PP Warrants (at an exercise price of $18 per share) issued in a private placementthat closed on June 30, 2020 and expire in December 2025; ·833,333 common shares issuable upon exercise of outstanding July PP Warrants (at an exercise price of at $18 per share) issued in a privateplacement that closed on July 21, 2020 and expire in January 2026; ·1,270,587 common shares issuable upon exercise of the December 2020 Warrants (at an exercise price of $6.25 per share) which expire in June2026; ·1,950,000 common shares issuable upon the exercise of the January 2021 Warrants (at an exercise price of $6.25 per share) which expire in July2026; and ·4,800,000 common shares issuable upon the exercise of the February 2021 Warrants (at an exercise price of $6.25 per share) which expire in August2026. 27 In addition: ·We are able to draw down up to $14.2 million from our $15 million credit facility with Firment Shipping Inc. until it matures on October 31, 2021,which facility is permitted to be repaid in our common shares. ·We also issue, on a quarterly basis, common shares to certain of our directors. ·We have issued an aggregate of 10,300 of our Series B preferred shares, par value $0.001 per share, to Goldenmare Limited, which shares have25,000 votes per share, subject to maximum voting rights of 49.99%. Our issuance of additional common shares upon the exercise of such warrants and credit facilities would cause the proportionate ownership interest in us ofour existing shareholders, other than the exercising warrant or credit facility holder, to decrease; the relative voting strength of each previously outstandingcommon share held by our existing shareholders to decrease; and, depending on our share price when and if these warrants or notes are exercised, may resultin dilution to our shareholders. Because we are a foreign private issuer, we are not bound by Nasdaq rules that require shareholder approval for issuances ofour securities. We therefore can issue securities in such amounts and at such times as we feel appropriate, all without shareholder approval. See “Item 16G.Corporate Governance.” Future issuances or sales, or the potential for future issuances or sales, of our common shares may cause the trading price of our securities to declineand could impair our ability to raise capital through subsequent equity offerings. We have issued a significant number of our common shares and may do so in the future. Shares to be issued pursuant to the exercise of our outstandingwarrants could cause the market price of our common shares to decline, and could have an adverse effect on our earnings per share. In addition, future salesof our common shares or other securities in the public or private markets, or the perception that these sales may occur, could cause the market price of ourcommon shares to decline, and could materially impair our ability to raise capital through the sale of additional securities. The market price of our common shares could decline due to sales, or the announcements of proposed sales, of a large number of common shares in themarket, including sales of common shares by our large shareholders, or the perception that these sales could occur. These sales or the perception that thesesales could occur could also depress the market price of our common shares and impair our ability to raise capital through the sale of additional equitysecurities or make it more difficult or impossible for us to sell equity securities in the future at a time and price that we deem appropriate. We cannot predictthe effect that future sales of common shares or other equity-related securities would have on the market price of our common shares. 28 The market price of our common shares may be volatile, which could result in substantial losses for investors who purchase our shares; and the volatilityin the stock prices of other companies may contribute to volatility in our stock price. Our common shares have experienced price and volume fluctuations and may continue to experience volatility in the future. The closing price of ourcommon shares within 2020 ranged from a peak of $109 on January 3, 2020 to a low of $5.68 on December 31, 2020, representing a decrease of 94.8%. Youmay not be able to sell your shares quickly or at the latest market price if trading in our stock is not active or the volume is low. Some of the factors that maycause the market price of our common shares to fluctuate include: ●the trading of our ships, and whether one or more ships are not trading or otherwise offhire; ●regulatory or legal developments in the United States and other countries; ●the recruitment or departure of key personnel; ●the level of expenses related to our business or to comply with changing laws, including in relation to environmental laws; ●actual or anticipated changes in estimates as to financial results or recommendations by securities analysts; ●announcement or expectation of additional financing efforts; ●sales of our securities by us, our insiders, or other shareholders, and the exercise of our warrants and other convertible securities and instruments; ●variations in our financial results or those of companies that are perceived to be similar to us; ●changes in estimates or recommendations by securities analysts, if any, that cover our stock; ●market conditions in the shipping industry and drybulk sector; and ●general economic, industry, and market conditions. On December 31, 2020, the closing price of our common shares on the Nasdaq Capital Market was $5.71 per share, as compared to $6.68, which was theclosing price on February 11, 2021. In addition, there has been volatility for our intra-day common share price. For example, the high and low intra-dayprices on February 11, 2021 were $6.39 and $7.14, respectively, and the high and low intra-day prices on December 4, 2020 were $10.86 and $9.00,respectively. As a result, there is a potential for rapid and substantial decreases in the price of our common shares, including decreases unrelated to ouroperating performance or prospects. In recent years, the stock market in general, Nasdaq, and the markets for shipping companies, has experienced significant price and volume fluctuations anddepressions that have often been unrelated or disproportionate to changes in the operating performance of the companies whose stock is experiencing thoseprice and volume fluctuations. Broad market and industry factors may seriously affect the market price of our common shares, regardless of our actualoperating performance. Following periods of such volatility in the market price of a company’s securities, securities class action litigation has often beenbrought against that company. Because of the potential volatility of our stock price, we may become the target of securities litigation in the future. Securitieslitigation could result in substantial costs and divert management’s attention and resources from our business. 29 A possible “short squeeze” due to a sudden increase in demand of our common shares that largely exceeds supply may lead to further price volatility inour common shares. Investors may purchase our common shares to hedge existing exposure in our common shares or to speculate on the price of our common shares. Speculationon the price of our common shares may involve long and short exposures. To the extent aggregate short exposure exceeds the number of common sharesavailable for purchase in the open market, investors with short exposure may have to pay a premium to repurchase our common shares for delivery to lendersof our common shares. Those repurchases may in turn, dramatically increase the price of our common shares until investors with short exposure are able topurchase additional common shares to cover their short position. This is often referred to as a “short squeeze.” A short squeeze could lead to volatile pricemovements in common shares that are not directly correlated to the performance or prospects of our company and once investors purchase the commonshares necessary to cover their short position the price of our common shares may decline. Our loan agreements and other financing arrangements contain, and we expect that future loan agreements and financing arrangements will contain,restrictive covenants that may limit our liquidity and corporate activities, which could limit our operational flexibility and have an adverse effect on ourfinancial condition and results of operations. In addition, because of the presence of cross-default provisions in our loan agreements and financingarrangements, a default by us under one loan could lead to defaults under multiple loans. Our loan agreements and other financial arrangements contain, and we expect that future loan agreements and financing arrangements will contain,customary covenants and event of default clauses, financial covenants, restrictive covenants and performance requirements, which may affect operationaland financial flexibility. Such restrictions could affect, and in many respects limit or prohibit, among other things, our ability to pay dividends, incuradditional indebtedness, create liens, sell assets, change our chief executive officer or chairman or ship manager, or engage in mergers or acquisitions. Theserestrictions could limit our ability to plan for or react to market conditions or meet extraordinary capital needs or otherwise restrict corporate activities. Therecan be no assurance that such restrictions will not adversely affect our ability to finance our future operations or capital needs. As a result of these restrictions, we may need to seek permission from our lenders and other financing counterparties in order to engage in some corporateactions. Our lenders’ and other financing counterparties’ interests may be different from ours and we may not be able to obtain their permission whenneeded. This may prevent us from taking actions that we believe are in our best interests, which may adversely impact our revenues, results of operations andfinancial condition. If we fail to meet our payment and other obligations, including our financial covenants and any security coverage requirements, could lead to defaults underour financing arrangements. Likewise, a decrease in vessel values or adverse market conditions could cause us to breach our financial covenants or securityrequirements (the market values of dry bulk vessels have generally experienced high volatility). In the event of a default that we cannot remedy, our lendersand other financing counterparties could then accelerate their indebtedness and foreclose on the respective vessels in our fleet. The loss of any of our vesselscould have a material adverse effect on our business, results of operations and financial condition. In the recent past, we obtained waivers and deferrals of some major financial covenants under our loan facilities with our lenders until the end of the thirdquarter of 2020. We have not needed to obtain waivers since the end of the third quarter of 2020. However, there can be no assurance that we will obtainsimilar waivers and deferrals from our lenders in the future, if needed, as we have obtained in the past. We are currently in compliance with all applicablefinancial covenants under our existing loan facilities. For more information regarding our current loan facilities, see please see “Item 5. Operating andFinancial Review and Prospects – B. Liquidity and Capital Resources”. Because of the presence of cross-default provisions in our loan agreements, a default by us under a loan and the refusal of any one lender to grant or extend awaiver could result in the acceleration of our indebtedness under our other loans. A cross-default provision means that if we default on one loan, we wouldthen default on our other loans containing a cross-default provision. 30 We cannot assure you that we will be able to refinance our existing indebtedness or obtain additional financing. We may finance future fleet expansion with additional secured indebtedness. In March 2021, the Company reached an arrangement with a financialinstitution for a loan facility of up to $34.25 million bearing interest at LIBOR plus a margin of 3.75% per annum. The arrangement is subject to definitedocumentation and customary closing conditions. The proceeds of this financing are expected to be used to repay the outstanding balance of EnTrust LoanFacility and/or for general corporate purposes. However, there can be no assurance that we will ultimately agree to definitive documentation on this or anyother loan refinance, and/or that the terms of the currently contemplated loan refinancing will be what we currently expect to be. Our ability to obtain bank financing or to access the capital markets for future offerings may be limited by our financial condition at the time of any suchfinancing or offering, including the actual or perceived credit quality of our charterers and the market value of our fleet, as well as by adverse marketconditions resulting from, among other things, general economic conditions, weakness in the financial markets and contingencies and uncertainties that arebeyond our control. Significant contraction, de-leveraging and reduced liquidity in credit markets worldwide is reducing the availability and increasing thecost of credit. If we are not able to refinance the EnTrust Loan Facility or obtain new debt financing on terms acceptable to us, we will have to dedicate a portion of ourcash flow from operations to pay the principal and interest of this indebtedness. If we are not able to satisfy these obligations, we may have to undertakealternative financing plans. In addition, debt service payments under the EnTrust Loan Facility or alternative financing may limit funds otherwise availablefor working capital, capital expenditures, the payment of dividends and other purposes. Our inability to obtain additional or replacement financing atanticipated costs or at all may materially affect our results of operation, our ability to implement our business strategy, our payment of dividends and ourability to continue as a going concern. Our common shares could be delisted from Nasdaq, which could affect their market price and liquidity. We are required to meet certain qualitative and financial tests (including a minimum bid price for our common shares of $1.00 per share, at least 500,000publicly held shares, at least 300 public holders, a market value of publicly held securities of $1 million and net income from continuing operations of$500,000), as well as other corporate governance standards, to maintain the listing of our common shares on the Nasdaq Capital Market. It is possible that wecould fail to satisfy one or more of these requirements. There can be no assurance that we will be able to maintain compliance with the minimum bid price,shareholders’ equity, number of publicly held shares, net income requirements or other listing standards in the future. We may receive notices from Nasdaqthat we have failed to meet its requirements, and proceedings to delist our stock could be commenced. In such event, Nasdaq rules permit us to appeal anydelisting determination to a Nasdaq Hearings Panel. If we are unable to maintain or regain compliance in a timely manner and our common shares aredelisted, it could be more difficult to buy or sell our common shares and obtain accurate quotations, and the price of our shares could suffer a materialdecline. Delisting may also impair our ability to raise capital. Delisting of our shares would breach a number of our credit facilities and loan arrangements,some of which contain cross default provisions. There could also be adverse tax consequences—please read “Item 10.E Taxation – United States TaxConsiderations - United States Federal Income Taxation of United States Holders – Distributions” for further information. On March 6, 2020, the Company received written notification from The Nasdaq Stock Market dated March 2, 2020, indicating that because the closing bidprice of our common stock for the last 30 consecutive business days was below $1.00 per share, we no longer meet the minimum bid price continued listingrequirement for the Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5450(a)(1). Pursuant to Nasdaq Listing Rules, the applicable grace period toregain compliance is 180 days, or until August 31, 2020. The Company intended to monitor the closing bid price of its common stock from the date itreceived the letter through August 31, 2020, but citing extraordinary market conditions, Nasdaq filed an immediately effective rule change with the SECwhich, with effect from April 16, 2020, tolled the listing process. Consequently, the Company’s compliance period had effectively been extended untilNovember 12, 2020. On October 21, 2020, we effected a 1-for-100 reverse stock split and on November 5, 2020, we received notification from Nasdaq thatwe had regained compliance with the minimum bid price. The 1-for-100 reverse stock split, reduced number of outstanding common shares from175,675,651 to 1,756,720 shares (adjustments were made based on fractional shares). Unless otherwise noted, all historical share numbers, per shareamounts, including common share, preferred shares and warrants, have been adjusted to give effect to this reverse split. There can be no assurance that we will be able to maintain compliance with the minimum bid price, shareholders’ equity, number of publicly held shares orother listing standards in the future. We may receive notices from Nasdaq that we have failed to meet its requirements, and proceedings to delist our stockcould be commenced. If we are unable to maintain or regain compliance in a timely manner and our common shares are delisted, it could be more difficult tobuy or sell our common shares and obtain accurate quotations, and the price of our shares could suffer a material decline. Delisting of our shares wouldbreach a number of our credit facilities and loan arrangements, some of which contain cross default provisions. Delisting may also impair our ability to raisecapital. The Company agreed, in its securities purchase agreements relating to share and warrant issuances in 2020 and 2021, to use commercially reasonableefforts to maintain the listing or quotation of the common shares on Nasdaq, and to take all action reasonably necessary to continue the listing and trading ofour common shares on Nasdaq. 31 We may be unable to successfully employ our vessels on long-term time charters or take advantage of favorable opportunities involving short-term orspot market charter rates. Our long-term strategy to maximize the value of our fleet is to employ our vessels on a mix of all types of charter contracts, including in the spot market andon bareboat charters and time charters. We believe this strategy provides the cash flow stability, reduced exposure to market downturns and high utilizationrates of the charter market, while at the same time enabling us to benefit from periods of increasing spot market rates. But our short-term strategy at anygiven point in time is dictated by a multitude of factors and the chartering opportunities before us. We may, for example, seek to employ a greater portion ofour fleet on the spot market or on time charters with longer durations, should we believe it to be in our best interests. We generally prefer spot or short-termcontracts in order to be versatile, to be able to move quickly to capture a market upswing, and to be more selective with the cargos we carry. Long termcharters, however, provide desirable cash flow stability, albeit at the cost of missing upswings in cargo rates. Accordingly, our mix between spot charters andlonger-term charters changes from time-to-time. When our ships are not all on the spot market, we generally seek to stagger the expiration dates of ourcharters to reduce exposure to volatility in the shipping cycle when our vessels come off of charter. We also continually monitor developments in the drybulk shipping industry and, subject to market demand, will adjust the number of vessels on charters and the charter periods for our vessels according tomarket conditions. We and our Manager have developed relationships with a number of international charterers, vessel brokers, financial institutions, insurers and shipbuilders.We have also developed a network of relationships with vessel brokers who help facilitate vessel charters and acquisitions. As of December 31, 2020, one of our vessels was in drydock and another one vessel was in ballast, meaning that it was travelling empty or partially empty tocollect cargo. Although time charters with durations of one to five years may provide relatively steady streams of revenue, if our vessels were committed to such chartersthey may not be available for re-chartering or for spot market voyages when such employment would allow us to realize the benefits of comparably morefavorable charter rates. In addition, in the future, we may not be able to enter into new time charters on favorable terms. The dry bulk market is volatile.While charter rates are presently generally above our operating expenses, in the past charter rates have declined below operating costs of vessels. If we arerequired to enter into a charter when charter rates are low, employ our vessels on the spot market during periods when charter rates have fallen or we areunable to take advantage of short-term opportunities on the spot or charter market, our earnings and profitability could be adversely affected. We cannotassure you that future charter rates will enable us to cover our costs, operate our vessels profitably or to pay dividends, or all of them. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we will pay lay-up costs, but those vesselswill not be able to earn any hire. As we expand our business, we may have difficulty improving our operating and financial systems and recruiting suitable employees and crew for ourvessels. Our current operating and financial systems may not be adequate if we expand the size of our fleet, and our attempts to improve those systems may beineffective. In addition, as we seek to expand our internal technical management capabilities and our fleet, we or our crewing agents may need to recruitsuitable additional seafarers and shore based administrative and management personnel. We cannot guarantee that we or our crewing agents will be able tohire suitable employees or a sufficient number of employees if and as we expand our fleet. If we or our crewing agent encounter business or financialdifficulties, we may not be able to adequately staff our vessels. If we are unable to develop and maintain effective financial and operating systems or torecruit suitable employees as we expand our fleet, our financial performance may be adversely affected and, among other things, the amount of cashavailable for distribution as dividends to our shareholders may be reduced or eliminated. Recently, the limited supply of and increased demand for well-qualified crew, due to the increase in the size of the global shipping fleet, has created upwardpressure on crewing costs, which we generally bear under our time and spot charters. Increases in crew costs may adversely affect our profitability, results ofoperations, cash flows, financial condition and ability to pay dividends. 32 The smuggling of drugs or other contraband onto our vessels may lead to governmental claims against us. We expect that our vessels will call at ports where smugglers may attempt to hide drugs and other contraband on vessels, with or without the knowledge ofcrew members. To the extent that our vessels are found with contraband, whether inside or attached to the hull of our vessel, and whether with or without theknowledge of any of our crew, we may face governmental or other regulatory claims that could have an adverse effect on our business, results of operations,cash flows, financial condition and ability to pay dividends. Labor interruptions could disrupt our business. Our vessels are manned by masters, officers and crews (totaling 130 as of December 31, 2020). Seafarers manning the vessels in our fleet are covered byindustry-wide collective bargaining agreements that set basic standards. Any labor interruptions or employment disagreements with our crew members coulddisrupt our operations and could have a material adverse effect on our business, results of operations, cash flows, financial condition and ability to paydividends. We cannot assure you that collective bargaining agreements will prevent labor interruptions. Our charterers may renegotiate or default on their charters. Our charters provide the charterer the right to terminate the charter on the occurrence of stated events or the existence of specified conditions. In addition, theability and willingness of each of our charterers to perform its obligations under its charter with us will depend on a number of factors that are beyond ourcontrol. These factors may include general economic conditions, the condition of the dry bulk shipping industry and the overall financial condition of thecounterparties. The costs and delays associated with the default of a charterer of a vessel may be considerable and may adversely affect our business, resultsof operations, cash flows, financial condition and ability to pay dividends. In the recent depressed dry bulk market conditions, there have been numerous reports of charterers renegotiating their charters or defaulting on theirobligations under their charters. If a current or future charterer defaults on a charter, we will seek the remedies available to us, which may include arbitrationor litigation to enforce the contract, although such efforts may not be successful and for short term charters may cost more to enforce than the potentialrecovery. We cannot predict whether our charterers will, upon the expiration of their charters, re-charter our vessels on favorable terms or at all. If ourcharterers decide not to re-charter our vessels, we may not be able to re-charter them on terms similar to the terms of our current charters or at all. If wereceive lower charter rates under replacement charters or are unable to re-charter all of our vessels, this may adversely affect our business, results ofoperations, cash flows, financial condition and ability to pay dividends. The aging of our fleet may result in increased operating costs in the future. In general, the cost of maintaining a vessel in good operating condition increases with the age of the vessel. As of December 31, 2020 and 2019, theweighted average age of the vessels in our fleet was 11.2 and 11.8 years, respectively. Our oldest vessel was built in 2005, and our youngest vessel was builtin 2015. As our fleet ages, we will incur increased costs to operate and maintain the vessels. Older vessels are typically less fuel efficient and cost more tomaintain than more recently constructed vessels due to improvements in engine technology. Cargo insurance rates, paid by charterers, increase with the ageof a vessel, making older vessels less desirable to charterers. Governmental regulations, safety or other equipment standards related to the age of vessels mayrequire expenditures for alterations or the addition of new equipment, to our vessels and may restrict the type of activities in which our vessels may engage.We cannot assure you that, as our vessels age, further market conditions will justify those expenditures or enable us to operate our vessels profitably duringthe remainder of their useful lives. We may also decide that it makes economic sense to lay up one or more vessels. While our vessels are laid up, we willpay lay-up costs, but those vessels will not be able to earn any hire. 33 We may have difficulty managing our planned growth properly. Our recent vessel acquisitions have imposed additional responsibilities on our management and staff, as will any further acquisition of vessels, which mayrequire us to add more personnel and find new customers. Attracting qualified staff and customers are difficult tasks, and we might struggle to do so onattractive terms. We intend to continue to stabilize and then to try to grow our business through disciplined acquisitions of vessels that meet our selection criteria and newlybuilt vessels if we can negotiate attractive purchase prices. Our future growth will primarily depend on: Ølocating and acquiring suitable vessels; Øidentifying and consummating acquisitions; Øenhancing our customer base; Ømanaging our expansion; and Øobtaining required financing on acceptable terms. A delay in the delivery to us of any such vessel, or the failure of the shipyard to deliver a vessel at all, could cause us to breach our obligations under arelated charter and could adversely affect our earnings. In addition, the delivery of any of these vessels with substantial defects could have similarconsequences. A shipyard could fail to deliver a new-building on time or at all because of: Øwork stoppages or other hostilities or political or economic disturbances that disrupt the operations of the shipyard; Øquality or engineering problems; Øbankruptcy or other financial crisis of the shipyard; Øa backlog of orders at the shipyard; Øweather interference or catastrophic events, such as major earthquakes or fires; Øour requests for changes to the original vessel specifications or disputes with the shipyard; Øshortages of or delays in the receipt of necessary construction materials, such as steel; or Øshortages of or delays in the receipt of necessary equipment, such as main engines, electricity generators and propellers. In addition, if we enter a newbuilding or secondhand contract in the future, we may seek to terminate the contract due to market conditions, financinglimitations or other reasons. The outcome of contract termination negotiations may require us to forego deposits on construction or purchase and payadditional cancellation fees. In addition, where we have already arranged a future charter with respect to the terminated new-building contract, we wouldneed to provide an acceptable substitute vessel to the charterer to avoid breaching our charter agreement. During periods in which charter rates are high, vessel values generally are high as well, and it may be difficult to consummate vessel acquisitions or enterinto new-building contracts at favorable prices. During periods when charter rates are low, such as the current market, we may be unable to fund theacquisition of new-buildings, whether through lending or cash on hand. For these reasons, we may be unable to execute our growth plans or avoid significantexpenses and losses in connection with our future growth efforts. Growing any business by acquisition presents numerous risks, such as undisclosed liabilities and obligations, the possibility that indemnification agreementswill be unenforceable or insufficient to cover potential losses and difficulties associated with imposing common standards, controls, procedures and policies,obtaining additional qualified personnel, managing relationships with customers and integrating newly acquired assets and operations into existinginfrastructure. We cannot give any assurance that we will be successful in executing our growth plans or that we will not incur significant expenses andlosses in connection with our future growth. To the extent we scrap or sell vessels, we may decide to terminate the employment of some of our staff. 34 Legislative or regulatory changes in Greece may adversely affect our results from operations. Globus Shipmanagement Corp., our ship management subsidiary, who we refer to as our Manager, is regulated under Greek Law 89/67, and conducts itsoperations and those on our behalf primarily in Greece. Greece has been implementing new legislative measures to address financial difficulties, several ofwhich as a response from oversight by the International Monetary Fund and by European regulatory bodies such as the European Central Bank. Suchlegislative actions may impose new regulations on our operations in Greece that will require us to incur new or additional compliance or other administrativecosts and may require that our Manager or we pay to the Greek government new taxes or other fees. Any such taxes, fees or costs we incur could be inamounts that are significantly greater than those in the past and could adversely affect our results from operations. For example, in 2013, tax law 4110/2013 amended the long-standing provisions of art. 26 of law 27/1975 by imposing a fixed annual tonnage tax on vesselsflying a foreign (i.e., non-Greek) flag which are managed by a Law 89 company, establishing an identical tonnage tax regime as the one already in force forvessels flying the Greek flag. This tax varies depending on the size of the vessel, calculated in gross registered tonnage, as well as on the age of each vessel.Payment of this tonnage tax completely satisfies all income tax obligations of both the shipowning company and of all its shareholders up to the ultimatebeneficial owners. Any tax payable to the state of the flag of each vessel as a result of its registration with a foreign flag registry (including the MarshallIslands) is subtracted from the amount of tonnage tax due to the Greek tax authorities. The tax residents of Greece who receive dividends from such shipowning or their holding companies are taxed at 10% on the dividends which they receiveand which they import into Greece, not being liable to any other taxation for these, which include those dividends which either remain with the holdingcompany or are paid to the individual Greek tax resident abroad. We rely on our information systems to conduct our business. The efficient operation of our business is dependent on computer hardware and software systems. Information systems are vulnerable to security breaches bycomputer hackers, cyber terrorists, and garden variety computer viruses. We rely on what we believe to be industry accepted security measures andtechnology to securely maintain confidential and proprietary information maintained on our information systems. However, these measures and technologymay not adequately prevent security breaches. In addition, the unavailability of the information systems or the failure of these systems to perform asanticipated for any reason could disrupt our business and could result in decreased performance and increased operating costs, causing our business andresults of operations to suffer. Any significant interruption or failure of our information systems or any significant breach of security could adversely affectour business and results of operations. We expect that a limited number of financial institutions will hold our cash including financial institutions that may be located in Greece. We expect that a limited number of financial institutions will hold all of our cash, including some institutions located in Greece. Our bank accounts are withbanks in Switzerland, Germany and Greece. Of the financial institutions located in Greece, none are subsidiaries of international banks. Depending on ourcash balance in any our accounts at any given point in time, our balances may not be covered by government-backed deposit insurance programs in the eventof default by these financial institutions. The occurrence of such a default could have a material adverse effect on our business, financial condition, results ofoperations and cash flows, and we may lose part or all of our cash that we deposit with such banks. Purchasing and operating secondhand vessels may result in increased operating costs and reduced fleet utilization. While we have the right to inspect previously owned vessels prior to our purchase of them, such an inspection does not provide us with the same knowledgeabout their condition that we would have if these vessels had been built for and operated exclusively by us. A secondhand vessel may have conditions ordefects that we are not aware of when we buy the vessel and which may require us to incur costly repairs to the vessel. These repairs may require us to put avessel into drydocking, which would increase cash outflows and related expenses, while reducing our fleet utilization. Furthermore, we usually do notreceive the benefit of warranties on secondhand vessels. 35 Our ability to declare and pay dividends to holders of our common shares will depend on a number of factors and will always be subject to the discretionof our board of directors. If we are not in compliance with our loan covenants and received a notice of default and were unable to cure it under the terms of our loan covenants, wemay be forbidden from issuing dividends. There can be no assurance that dividends will be paid to holders of our shares in any anticipated amounts andfrequency at all. We may incur other expenses or liabilities that would reduce or eliminate the cash available for distribution as dividends, including as aresult of the risks described in this section of this annual report on Form 20-F. For instance, the EnTrust Loan Facility presently prohibits our declaration and payment of dividends under some circumstances. Under the EnTrust LoanFacility we will be prohibited from paying dividends if an event of default has occurred or any event has occurred or circumstance arisen which with thegiving of notice or the lapse of time or the satisfaction of any other condition would constitute an event of default under the EnTrust Loan Facility or wherethe payment of dividends would result in any such event or circumstance. Please read “Item 5.B. Liquidity and Capital Resources—Indebtedness” for furtherinformation. We may also enter into new financing or other agreements that may restrict our ability to pay dividends even without an event of default. In addition, we maypay dividends to the holders of our preferred shares prior to the holders of our common shares, depending on the terms of the preferred shares. If we pay a dividend, the terms of our outstanding warrants provide that the exercise price shall be decreased by the amount of cash and/or the fair marketvalue of any securities or other assets paid on each common share in respect of such dividend in order that subsequent thereto upon exercise of the warrantsthe holder of the warrants may obtain the equivalent benefit of such dividend. The declaration and payment of dividends to holders of our shares will be subject at all times to the discretion of our board of directors, and will be paidequally on a per-share basis between our common shares and our Class B shares, to the extent any are issued and outstanding. We can provide no assurancethat dividends will be paid in the future. There may be a high degree of variability from period to period in the amount of cash, if any, that is available for the payment of dividends based upon,among other things: Øthe rates we obtain from our charters as well as the rates obtained upon the expiration of our existing charters; Øthe level of our operating costs; Øthe number of unscheduled off-hire days and the timing of, and number of days required for, scheduled drydocking of our vessels; Øvessel acquisitions and related financings; Ørestrictions in our current and future debt arrangements; Øour ability to obtain debt and equity financing on acceptable terms as contemplated by our growth strategy; Øprevailing global and regional economic and political conditions; Øthe effect of governmental regulations and maritime self-regulatory organization standards on the conduct of our business; Øour overall financial condition; Øour cash requirements and availability; Øthe amount of cash reserves established by our board of directors; and Ørestrictions under Marshall Islands law. 36 Marshall Islands law generally prohibits the payment of dividends other than from surplus or certain net profits, or while a company is insolvent or would berendered insolvent by the payment of such a dividend. We may not have sufficient funds, surplus, or net profits to make distributions. We may incur expenses or liabilities or be subject to other circumstances in the future that reduce or eliminate the amount of cash that we have available fordistribution as dividends, if any. Our growth strategy contemplates that we will finance the acquisition of our new-buildings or selective acquisitions ofvessels through a combination of our operating cash flow and debt financing through our subsidiaries or equity financing. If financing is not available to uson acceptable terms, our board of directors may decide to finance or refinance acquisitions with a greater percentage of cash from operations to the extentavailable, which would reduce or even eliminate the amount of cash available for the payment of dividends. We may also enter into other agreements thatwill restrict our ability to pay dividends. The amount of cash we generate from our operations may differ materially from our net income or loss for the period, which will be affected by non-cashitems. We may incur other expenses or liabilities that could reduce or eliminate the cash available for distribution as dividends. As a result of these and theother factors mentioned above, we may pay dividends during periods when we record losses and may not pay dividends during periods when we record netincome, if we pay dividends at all. We are a holding company, and we will depend on the ability of our subsidiaries to distribute funds to us in order to satisfy our financial obligations or tomake dividend payments. We are a holding company and our subsidiaries, which are all directly and wholly owned by us, will conduct all of our operations and own all of ouroperating assets. We have no significant assets other than the equity interests in our wholly owned subsidiaries. As a result, our ability to make dividendpayments depends on our subsidiaries and their ability to distribute funds to us. If we are unable to obtain funds from our subsidiaries, our board of directorsmay exercise its discretion not to declare or pay dividends. In addition, our subsidiaries are subject to limitations on the payment of dividends under MarshallIslands or Maltese law. Management may be unable to provide reports as to the effectiveness of our internal control over financial reporting or, when applicable, ourindependent registered public accounting firm may be unable to provide us with unqualified attestation reports as to the effectiveness of our internalcontrol over financial reporting when required. Under Section 404 of the Sarbanes-Oxley Act of 2002, which we refer to as Sarbanes-Oxley, we are required to include in each of our annual reports onForm 20-F a report containing our management’s assessment of the effectiveness of our internal control over financial reporting and we may also be requiredto include, in our future annual reports, a related attestation of our independent registered public accounting firm. Our Manager, Globus Shipmanagement,will provide substantially all of our financial reporting, and we will depend on the procedures it has in place. If in such annual reports on Form 20-F ourmanagement cannot provide a report as to the effectiveness of our internal control over financial reporting or, when applicable, our independent registeredpublic accounting firm is unable to provide us with an unqualified attestation report as to the effectiveness of our internal control over financial reporting asrequired by Section 404, investors could lose confidence in the reliability of our consolidated financial statements, which could result in a decrease in thevalue of our common shares. Unless we set aside reserves or are able to raise or borrow funds for vessel replacement, at the end of a vessel’s useful life our revenues will decline. As of December 31, 2020 and December 31, 2019, the vessels in our current fleet had a weighted average age of 11.2 and 11.8 years, respectively. Our oldestvessel was built in 2005, and our youngest vessel was built in 2015. Unless we maintain reserves or are able to raise or borrow or raise funds for vesselreplacement, we will be unable to replace the vessels in our fleet upon the expiration of their remaining useful lives, which we expect to be 25 years from thedate of their construction. Our cash flows and income are dependent on the revenues earned by the chartering of our vessels to customers. If we are unable toreplace the vessels in our fleet upon the expiration of their useful lives, our business, results of operations, financial condition and ability to pay dividendswill be materially adversely affected. Any reserves set aside for vessel replacement may not be available for dividends. 37 We depend upon a few significant customers for a large part of our revenues. We may derive a significant part of our revenue from a small number of customers. During the years ended December 31, 2020, 2019 and 2018, we derivedsubstantially all of our revenues from approximately 29, 22 and 24 customers, respectively, and approximately 31%, 50% and 48%, respectively, of ourrevenues during those years were derived from four customers. If one or more of our major customers defaults under a charter with us and we are not able tofind a replacement charter, or if such a customer exercises certain rights to terminate the charter, we could suffer a loss of revenues that could materiallyadversely affect our business, financial condition, results of operations and cash available for distribution as dividends to our shareholders. We could lose a customer or the benefits of a time charter if, among other things: Øthe customer fails to make charter payments because of its financial inability, disagreements with us or otherwise; Øthe customer terminates the charter because of our non-performance, including failure to deliver the vessel within a fixed period of time, the vesselis lost or damaged beyond repair, serious deficiencies in the vessel, prolonged periods of off-hire or our default under the charter; or Øthe customer terminates the charter because the vessel has been subject to seizure for more than 30 days. If we lose a key customer, we may be unable to obtain charters on comparable terms with charterers of comparable standing or we may have increasedexposure to the volatile spot market, which is highly competitive and subject to significant price fluctuations. We would not receive any revenues from sucha vessel while it remained unchartered, but we may be required to pay expenses necessary to maintain the vessel in proper operating condition, insure it andservice any indebtedness secured by such vessel. The loss of any of our customers, time charters or vessels or a decline in payments under our charters couldhave a material adverse effect on our business, results of operations and financial condition and our ability to pay dividends. Provisions of our articles of incorporation and bylaws may have anti-takeover effects, which could depress the trading price of our common shares. Several provisions of our articles of incorporation and bylaws, which are summarized below, may have anti-takeover effects. These provisions are intendedto avoid costly takeover battles, lessen our vulnerability to a hostile change of control and enhance the ability of our board of directors to maximizeshareholder value in connection with any unsolicited offer to acquire our company. However, these anti-takeover provisions could also discourage, delay orprevent the merger or acquisition of our company by means of a tender offer, a proxy contest or otherwise that a shareholder may consider in its best interestand the removal of incumbent officers and directors, which could affect the desirability of our shares and, consequently, our share price. Multi Class Stock. Our multi-class stock structure, which consists of common shares, Class B common shares, and preferred shares, can provide holders of our Class B commonshares or preferred shares a significant degree of control over all matters requiring shareholder approval, including the election of directors and significantcorporate transactions, such as a merger or other sale of our company or its assets, because our different classes of shares can have different numbers ofvotes. For instance, while our common shares have one vote on matters before the shareholders, each of our 10,300 outstanding Series B preferred shares has25,000 votes on matters before the shareholders; provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to anySeries B preferred shares that would result in the total number of votes a holder is entitled to vote on any matter submitted to a vote of shareholders of theCompany to exceed 49.99% of the total number of votes eligible to be cast on such matter. No Class B common shares are presently outstanding, but if andwhen we issue any, each Class B common share will have 20 votes on matters before the shareholders. At present, and until a substantial number of additional securities are issued, our holder of Series B preferred shares exerts substantial control of theCompany’s votes and is able to exert substantial control over our management and all matters requiring shareholder approval, including electing directorsand significant corporate transactions, such as a merger. Such holder’s interest could differ from other shareholders’ interests. 38 Blank Check Preferred Shares. Under the terms of our articles of incorporation, our board of directors has authority, without any further vote or action by our shareholders, to issue up to100 million “blank check” preferred shares, almost all of which currently remain available for issuance. Our board could authorize the issuance of preferredshares with voting or conversion rights that could dilute the voting power or rights of the holders of common shares, in addition to preferred shares that arealready outstanding. The issuance of preferred shares, while providing flexibility in connection with possible acquisitions and other corporate purposes,could, among other things, have the effect of delaying, deferring or preventing a change in control of us or the removal of our management and may harm themarket price of our common shares. Classified Board of Directors. Our articles of incorporation provide for the division of our board of directors into three classes of directors, with each class as nearly equal in number aspossible, serving staggered, three-year terms beginning upon the expiration of the initial term for each class. Approximately one-third of our board ofdirectors is elected each year. This classified board provision could discourage a third party from making a tender offer for our shares or attempting to obtaincontrol of us. It could also delay shareholders who do not agree with the policies of our board of directors from removing a majority of our board of directorsfor up to two years. Election of Directors. Our articles of incorporation do not provide for cumulative voting in the election of directors. Our bylaws require parties, other than the chairman of theboard of directors, board of directors and shareholders holding 30% or more of the voting power of the aggregate number of our shares issued andoutstanding and entitled to vote, to provide advance written notice of nominations for the election of directors. These provisions may discourage, delay orprevent the removal of incumbent officers and directors. Advance Notice Requirements for Shareholder Proposals and Director Nominations. Our bylaws provide that shareholders, other than shareholders holding 30% or more of the voting power of the aggregate number of our shares issued andoutstanding and entitled to vote, seeking to nominate candidates for election as directors or to bring business before an annual meeting of shareholders mustprovide timely notice of their proposal in writing to the corporate secretary. Generally, to be timely, a shareholder’s notice must be received at our principal executive offices not less than 150 days or more than 180 days prior to thefirst anniversary date of the immediately preceding annual meeting of shareholders. Our bylaws also specify requirements as to the form and content of ashareholder’s notice. These provisions may impede a shareholder’s ability to bring matters before an annual meeting of shareholders or make nominationsfor directors at an annual meeting of shareholders. Calling of Special Meetings of Shareholders Our bylaws provide that special meetings of our shareholders may be called only by the chairman of our board of directors, by resolution of our board ofdirectors or by holders of 30% or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote at suchmeeting. Action by Written Consent in Lieu of a Meeting Our articles permit any action which may or is required by the BCA to be taken at a meeting of the shareholders to be authorized by consents in writingsigned by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take such action at ameeting at which all shares entitled to vote thereon were present and voted. Presently and until and unless we issue a significant number of securities,Goldenmare Limited, a company affiliated with our Chief Executive Officer, holds Series B preferred shares controlling a significant portion of the votingpower of our outstanding capital stock. Goldenmare could, together with shareholders possessing a relatively small number of shares, act by written consentin lieu of a meeting and authorize major transactions on behalf of the Company, all without calling a meeting of shareholders. 39 We generate revenues from the trading of our vessels in U.S. dollars but incur a portion of our expenses in other currencies. We generate substantially all of our revenues from the trading of our vessels in U.S. dollars, but during the years ended December 31, 2020, 2019 and 2018we incurred approximately 25%, 27% and 29%, respectively, of our vessel operating expenses, and certain administrative expenses, in currencies other thanthe U.S. dollar. This difference could lead to fluctuations in net profit due to changes in the value of the U.S. dollar relative to the other currencies. Expensesincurred in foreign currencies against which the U.S. dollar falls in value can increase, decreasing our revenues. We have not hedged our currency exposure,and, as a result, our results of operations and financial condition, denominated in U.S. dollars, and our ability to pay dividends could suffer. Increases in interest rates may cause the market price of our shares to decline. An increase in interest rates may cause a corresponding decline in demand for equity investments in general. Any such increase in interest rates or reductionin demand for our shares resulting from other relatively more attractive investment opportunities may cause the trading price of our shares to decline. IfLIBOR (or its successor) increases, then our payments pursuant to certain existing loans will increase. See “Item 11. Quantitative and Qualitative DisclosuresAbout Market Risk.” If volatility in the London InterBank Offered Rate, or LIBOR, occurs, or when LIBOR is replaced as the reference rate under our debt obligations, itcould affect our profitability, earnings and cash flow LIBOR may be volatile, with the spread between LIBOR and the prime lending rate widening significantly at times. These conditions are the result ofdisruptions in the international markets. Because the interest rates borne by some of our outstanding loan facilities fluctuate with changes in LIBOR, it wouldaffect the amount of interest payable on those debts, which, in turn, could have an adverse effect on our profitability, earnings and cash flow. On July 27, 2017, the UK Financial Conduct Authority announced that it would phase-out LIBOR by the end of 2021. At present, the phase-out of LIBOR isexpected to begin on December 31, 2021 and conclude on June 30, 2023. As a result, lenders have insisted on provisions that entitle the lenders, in theirdiscretion, to replace published LIBOR as the basis for the interest calculation with their cost-of-funds rate. Certain of our existing financing arrangements,provide for the use of replacement rates if LIBOR is discontinued. We are in the process of evaluating the impact of LIBOR discontinuation on us. While wecannot predict the effect of the potential changes to LIBOR or the establishment and use of alternative rates or benchmarks, the interest payable on our debtcould be subject to volatility and our lending costs could increase, which would have an adverse effect on our profitability, earnings and cash flow. The public market may not continue to be active and liquid enough for our shareholders to resell our common shares in the future. The price of our common shares may be volatile and may fluctuate due to factors such as: Øactual or anticipated fluctuations in our quarterly and annual results and those of other public companies in our industry; Ømergers and strategic alliances in the dry bulk shipping industry; Ømarket conditions in the dry bulk shipping industry; Øchanges in government regulation; Øshortfalls in our operating results from levels forecast by securities analysts; Øannouncements concerning us or our competitors; and Øthe general state of the securities market. The dry bulk shipping industry has been highly unpredictable and volatile. The market for our common shares may be equally volatile. 40 We may have to pay tax on U.S. source shipping income. Under the U.S. Internal Revenue Code of 1986, as amended, or the Code, 50% of the gross shipping income of a vessel-owning or chartering corporationthat is attributable to transportation that begins or ends, but that does not both begin and end, in the United States is characterized as U.S. source shippingincome and such income is subject to a 4% U.S. federal income tax without allowance for deductions, unless that corporation qualifies for exemption fromtax under section 883 of the Code and the U.S. Treasury regulations promulgated thereunder, which we refer to as the Section 883 Exemption, or through theapplication of a comprehensive income tax treaty between the United States and the corporation’s country of residence. The eligibility of Globus Maritimeand our subsidiaries to qualify for the Section 883 Exemption is determined each taxable year and is dependent on certain circumstances related to theownership of our shares and on interpretations of existing U.S. Treasury regulations, each of which could change. We can therefore give no assurance that wewill in fact be eligible to qualify for the Section 883 Exemption for all taxable years. In addition, changes to the Code, the U.S. Treasury regulations or theinterpretation thereof by the U.S. Internal Revenue Service, or IRS, or the courts could adversely affect the ability of Globus Maritime and our subsidiaries totake advantage of the Section 883 Exemption. If we are not entitled to the Section 883 Exemption or an exemption under a tax treaty for any taxable year in which any company in the group earns U.S.source shipping income, any company earning such U.S. source shipping income, would be subject to a 4% U.S. federal income tax on the gross amount ofthe U.S. source shipping income for the year (or an effective rate of 2% on shipping income attributable to the transportation of freight to or from the UnitedStates). The imposition of this taxation could have a negative effect on our business and revenues and would result in decreased earnings available fordistribution to our shareholders. For a more complete discussion, please read the section entitled “Item 10.E. Taxation— United States Tax Considerations— United States Federal IncomeTaxation of the Company.” U.S. tax authorities could treat us as a “passive foreign investment company,” which could result in adverse U.S. federal income tax consequences toU.S. shareholders. A foreign corporation will be treated as a “passive foreign investment company,” or PFIC, for U.S. federal income tax purposes if either at least 75% of itsgross income for any taxable year consists of certain types of “passive income” or at least 50% of the average value of the corporation’s assets produce or areheld for the production of those types of “passive income.” For purposes of these tests, “passive income” includes dividends, interest and gains from the saleor exchange of investment property, and rents and royalties other than rents and royalties that are received from unrelated parties in connection with theactive conduct of a trade or business. For purposes of these tests, income derived from the performance of services does not constitute “passive income.” U.S. shareholders of a PFIC are subject to a disadvantageous U.S. federal income tax regime with respect to the income derived by the PFIC, thedistributions they receive from the PFIC, and the gain, if any, they derive from the sale or other disposition of their shares in the PFIC, unless thoseshareholders make an election available under the Code (which election could itself have adverse consequences for such shareholders). In particular, U.S.shareholders who are individuals would not be eligible for the preferential tax rate on qualified dividends. Please read “Item 10.E. Taxation—United StatesTax Considerations—United States Federal Income Taxation of United States Holders” for a more comprehensive discussion of the U.S. federal income taxconsequences to U.S. shareholders if we are treated as a PFIC. Based on our current operations and anticipated future operations, we believe we should not be treated as a PFIC. In this regard, we intend to treat grossincome we derive or are deemed to derive from our time chartering activities as services income, rather than rental income. Accordingly, we believe that ourincome from our time chartering activities should not constitute “passive income,” and that the assets we own and operate in connection with the productionof that income do not constitute assets that produce or are held for the production of “passive income.” There are legal uncertainties involved in this determination because there is no direct legal authority under the PFIC rules addressing our current andprojected future operations. Moreover, a case decided in 2009 by the U.S. Court of Appeals for the Fifth Circuit held that, contrary to the position of the IRSin that case, and for purposes of a different set of rules under the Code, income received under a time charter of vessels should be treated as rental incomerather than services income. If the reasoning of this case were extended to the PFIC context, the gross income we derive or are deemed to derive from ourtime chartering activities would be treated as rental income, and we would be a PFIC unless an active leasing exception applies. Although the IRS hasannounced that it will not follow the reasoning of this case, and that it intends to treat the income from standard industry time charters as services income, noassurance can be given that a U.S. court will not follow the aforementioned case. Moreover, no assurance can be given that we would not constitute a PFICfor any future taxable year if there were to be changes in our assets, income or operations. 41 If the IRS were to find that we are or have been a PFIC for any taxable year, our U.S. shareholders will face adverse U.S. tax consequences and informationreporting obligations, as more fully described under “Item 10.E. Taxation—United States Tax Considerations—United States Federal Income Taxation ofUnited States Holders.” We could face penalties under European Union, United States or other economic sanctions. Our business could be adversely impacted if we are found to have violated economic sanctions under the applicable laws of the European Union, the UnitedStates or another applicable jurisdiction against countries such as Iran, Syria, North Korea and Cuba. U.S. economic sanctions, for example, prohibit a widescope of conduct, target numerous countries and individuals, are frequently updated or changed and have vague application in many situations. Many economic sanctions relate to our business, including prohibitions on certain kinds of trade with countries, such as exportation or re-exportation ofcommodities, or prohibitions against certain transactions with designated nationals who may be operating under aliases or through non-designatedcompanies. The imposition of Ukrainian-related economic sanctions on Russian persons, first imposed in March 2014, is an example of economic sanctionswith a potentially widespread and unpredictable impact on shipping. Certain of our charterers or other parties with whom we have entered into contractsregarding our vessels may be affiliated with persons or entities that are the subject of sanctions imposed by the U.S. government, the European Union and/orother international bodies relating to the annexation of Crimea by Russia in 2014. If we determine that such sanctions require us to terminate existingcontracts or if we are found to be in violation of such applicable sanctions, our results of operations may be adversely affected or we may suffer reputationalharm. Additionally, the U.S. Iran Threat Reduction Act (which was signed into law in 2012) amended the Exchange Act to require issuers that file annual orquarterly reports under Section 13(a) of the Exchange Act to include disclosure in their annual and quarterly reports as to whether the issuer or its affiliateshave knowingly engaged in certain activities prohibited by sanctions against Iran or transactions or dealings with certain identified persons. We are subject tothis disclosure requirement. There can be no assurance that we will be in compliance with all applicable sanctions and embargo laws and regulations in the future, particularly as thescope of certain laws may be unclear and may be subject to changing interpretations. Any such violation could result in fines or other penalties and couldseverely impact our ability to access U.S. capital markets and conduct our business, and could result in some investors deciding, or being required, to divesttheir interest, or not to invest, in us. Even inadvertent violations of economic sanctions can result in the imposition of material fines and restrictions andcould adversely affect our business, financial condition and results of operations, our reputation, and the market price of our common shares. Our vessels may call on ports subject to economic sanctions or embargoes. From time to time on charterers’ instructions, our vessels may call on ports located in countries subject to sanctions and embargoes imposed by the UnitedStates government and countries identified by the U.S. government as state sponsors of terrorism, such as Iran, Sudan, North Korea, and Syria. The U.S.sanctions and embargo laws and regulations vary in their application, as they do not all apply to the same covered persons or proscribe the same activities,and such sanctions and embargo laws and regulations may be amended or strengthened over time. On May 1, 2012, then-President Obama signed ExecutiveOrder 13608 which prohibits foreign persons from violating or attempting to violate, or causing a violation of any sanctions in effect against Iran orfacilitating any deceptive transactions for or on behalf of any person subject to U.S. sanctions. Any persons found to be in violation of Executive Order13608 will be deemed a foreign sanctions evader and will be banned from all contacts with the United States, including conducting business in U.S. dollars. On July 14, 2015, the P5+1 (the United States, United Kingdom, Germany, France, Russia and China) and the EU announced that they reached a landmarkagreement with Iran titled the Joint Comprehensive Plan of Action, or the JCPOA, which was intended to restrict significantly Iran’s ability to develop andproduce nuclear weapons while simultaneously easing sanctions directed at non-U.S. persons for conduct involving Iran, but taking place outside of U.S.jurisdiction and not involving U.S. persons. On January 16, 2016, the United States joined the EU and the United Nations in lifting a significant number ofsanctions on Iran following an announcement by the International Atomic Energy Agency, or the IAEA, that Iran had satisfied its obligations under theJCPOA. However, in 2018, then-President Trump withdrew the United States from the JCPOA, resulting in the complete reimposition of U.S. sanctions. Asof now, the EU and other parties to the JCPOA have not withdrawn, and the EU and United Nations sanctions that were lifted have not been reimposed,while the U.S. under President Biden has not re-entered the JCPOA or lifted any of the U.S. sanctions on Iran imposed by former President Trump. 42 Although we believe that we have been in compliance with all applicable sanctions and embargo laws and regulations, and intend to maintain suchcompliance, there can be no assurance that we will be in compliance in the future as such regulations and sanctions may be amended over time. Any suchviolation could result in fines, penalties or other sanctions that could severely impact our ability to access U.S. capital markets and conduct our business, andcould result in some investors deciding, or being required, to divest their interest, or not to invest, in us. In addition, certain institutional investors may haveinvestment policies or restrictions that prevent them from holding securities of companies that have contracts with countries identified by the U.S.government as state sponsors of terrorism. The determination by these investors not to invest in, or to divest from, our common shares may adversely affectthe price at which our common shares trade. Moreover, our charterers may violate applicable sanctions and embargo laws and regulations as a result ofactions that do not involve us or our vessels, and those violations could in turn negatively affect our reputation. In addition, our reputation and the market forour securities may be adversely affected if we engage in certain other activities, such as entering into charters with individuals or entities in countries subjectto U.S. sanctions and embargo laws that are not controlled by the governments of those countries, or engaging in operations associated with those countriespursuant to contracts with third parties that are unrelated to those countries or entities controlled by their governments. Investor perception of the value of ourcommon shares may be adversely affected by the consequences of war, the effects of terrorism, civil unrest and governmental actions in these andsurrounding countries. We are subject to Marshall Islands corporate law, which is not well-developed. Our corporate affairs are governed by our articles of incorporation, our bylaws and by the Marshall Islands Business Corporations Act, or the BCA. Theprovisions of the BCA resemble provisions of the corporation laws of a number of states in the United States. However, there have been few judicial cases inthe Marshall Islands interpreting the BCA. The rights and fiduciary responsibilities of directors under the laws of the Marshall Islands are not as clearlyestablished as the rights and fiduciary responsibilities of directors under statutes or judicial precedent in existence in certain United States jurisdictions. Therights of shareholders of corporations incorporated in or redomiciled into the Marshall Islands may differ from the rights of shareholders of corporationsincorporated in the United States. While the BCA provides that it is to be applied and construed to make the laws of the Marshall Islands, for non-residententities such as us, with respect of the subject matter of the BCA, uniform with the laws of the State of Delaware and other states with substantially similarlegislative provisions, there have been few court cases interpreting the BCA in the Marshall Islands and we cannot predict whether Marshall Islands courtswould reach the same conclusions as United States courts. Thus, you may have more difficulty in protecting your interests in the face of actions by ourmanagement, directors or controlling shareholders than would shareholders of a corporation incorporated in a United States jurisdiction that has developed amore substantial body of case law in the corporate law area. As a Marshall Islands corporation with principal executive offices in Greece, and also having subsidiaries in the Marshall Islands and other offshorejurisdictions such as Malta, our operations may be subject to economic substance requirements. On March 12, 2019, the Council of the European Union approved and published conclusions containing a list of “non-cooperative jurisdictions” for taxpurposes in which the Republic of the Marshall Islands, among others, was placed by the E.U. on its list of non-cooperative jurisdictions for tax purposes forfailing to implement certain commitments previously made to the E.U. by the agreed deadline. However, it was announced by the Council of the EuropeanUnion on October 10, 2019 that the Marshall Islands had been removed from the list of non-cooperative tax jurisdictions. E.U. member states have agreedupon a set of measures, which they can choose to apply against the listed countries, including increased monitoring and audits, withholding taxes, specialdocumentation requirements and anti-abuse provisions. The European Commission has stated it will continue to support member states' efforts to develop amore coordinated approach to sanctions for the listed countries in 2019. E.U. legislation prohibits E.U. funds from being channeled or transited throughentities in non-cooperative jurisdictions. We are a Marshall Islands corporation with principal executive offices in Greece. Our management company is also a Marshall Islands entity and one of oursubsidiaries is organized in Malta. The Marshall Islands has enacted economic substance regulations with which we may be obligated to comply. Thoseregulations require certain entities that carry out particular activities to comply with an economic substance test whereby the entity must show that it (i) isdirected and managed in the Marshall Islands in relation to that relevant activity, (ii) carries out core income-generating activity in relation to that relevantactivity in the Marshall Islands (although it is being understood and acknowledged by the regulators that income-generated activities for shipping companieswill generally occur in international waters) and (iii) having regard to the level of relevant activity carried out in the Marshall Islands has (a) an adequateamount of expenditures in the Marshall Islands, (b) adequate physical presence in the Marshall Islands and (c) an adequate number of qualified employees inthe Marshall Islands. 43 If we fail to comply with our obligations under this legislation or any similar law applicable to us in any other jurisdictions, we could be subject to financialpenalties and spontaneous disclosure of information to foreign tax officials, or could be struck from the register of companies, in related jurisdictions. Any ofthe foregoing could be disruptive to our business and could have a material adverse effect on our business, financial conditions and operating results. We do not know: if the E.U. will add the Marshall Islands or Malta to the list of non-cooperative jurisdictions; how quickly the E.U. would react to anychanges in legislation of the Marshall Islands or Malta; or how E.U. banks or other counterparties will react while we or any of our subsidiaries remain asentities organized and existing under the laws of listed countries. The effect of the E.U. list of non-cooperative jurisdictions, and any noncompliance by uswith any legislation adopted by applicable countries to achieve removal from the list, including economic substance regulations, could have a materialadverse effect on our business, financial conditions and operating results. It may be difficult to serve us with legal process or enforce judgments against us, our directors or our management. Our business is operated primarily from our offices in Greece. In addition, a majority of our directors and officers are non-residents of the United States, andall of our assets and a substantial portion of the assets of these non-residents are located outside the United States. As a result, it may be difficult orimpossible for you to bring an action against us or against these individuals in the United States if you believe that your rights have been infringed undersecurities laws or otherwise. You may also have difficulty enforcing, both within and outside of the United States, judgments you may obtain in the UnitedStates courts against us or these persons in any action, including actions based upon the civil liability provisions of United States federal or state securitieslaws. There is also substantial doubt that the courts of the Marshall Islands or Greece would enter judgments in original actions brought in those courtspredicated on United States federal or state securities laws. The international nature of our operations may make the outcome of any bankruptcy proceedings difficult to predict. We redomiciled into the Marshall Islands and our subsidiaries are incorporated under the laws of the Marshall Islands or Malta, we have limited operations inthe United States and we maintain limited assets, if any, in the United States. Consequently, in the event of any bankruptcy, insolvency, liquidation,dissolution, reorganization or similar proceeding involving us or any of our subsidiaries, bankruptcy laws other than those of the United States could apply.The Marshall Islands does not have a bankruptcy statute or general statutory mechanism for insolvency proceedings. If we become a debtor underU.S. bankruptcy law, bankruptcy courts in the United States may seek to assert jurisdiction over all of our assets, wherever located, including propertysituated in other countries. There can be no assurance, however, that we would become a debtor in the United States, or that a U.S. bankruptcy court wouldaccept, or be entitled to accept, jurisdiction over such a bankruptcy case, or that courts in other countries that have jurisdiction over us and our operationswould recognize a U.S. bankruptcy court’s jurisdiction if any other bankruptcy court would determine it had jurisdiction. These factors may delay or preventus from entering bankruptcy in the United States and may affect the ability of our shareholders to receive any recovery following our bankruptcy. A cyber-attack could materially disrupt our business. We rely on information technology systems and networks in our operations and administration of our business. Information systems are vulnerable tosecurity breaches by computer hackers and cyber terrorists. We rely on industry accepted security measures and technology to securely maintain confidentialand proprietary information maintained on our information systems. However, these measures and technology may not adequately prevent security breaches.Our business operations could be targeted by individuals or groups seeking to sabotage or disrupt our information technology systems and networks, or tosteal data. A successful cyber-attack could materially disrupt our operations, including the safety of our operations, or lead to unauthorized release ofinformation or alteration of information in our systems. Any such attack or other breach of our information technology systems could have a material adverseeffect on our business and results of operations. In addition, the unavailability of the information systems or the failure of these systems to perform asanticipated for any reason could disrupt our business and could result in decreased performance and increased operating costs, causing our business andresults of operations to suffer. Any significant interruption or failure of our information systems or any significant breach of security could adversely affectour business and results of operations. 44 Item 4. Information on the Company A. History and Development of the Company We originally incorporated as Globus Maritime Limited on July 26, 2006 pursuant to the Companies (Jersey) Law 1991 (as amended), and began operationsin September 2006. Following the conclusion of our initial public offering on June 1, 2007, our common shares were listed on the London Stock Exchange’sAlternative Investment Market, or AIM, under the ticker “GLBS.L.” On July 29, 2010, we effected a 1-4 reverse stock split, with our issued share capitalresulting in 7,240,852 common shares of $0.004 each. (These figures do not reflect the 1-4 reverse stock split which occurred in October 2016, the 1-10reverse stock split which occurred in October 2018 or the 1-100 reverse stock split which occurred in October 2020.) On November 24, 2010, we redomiciled into the Marshall Islands pursuant to the BCA and a resale registration statement for our common shares wasdeclared effective by the SEC. Once the resale registration statement was declared effective by the SEC, our common shares began trading on the NasdaqGlobal Market under the ticker “GLBS.” Our common shares were suspended from trading on the AIM on November 24, 2010 and were delisted from theAIM on November 26, 2010. On June 30, 2011, we completed a follow-on public offering in the United States under the Securities Act of 1933, as amended, which we refer to as theSecurities Act, of 2,750,000 common shares at a price of $8.00 per share, the net proceeds of which amounted to approximately $20 million. (These figuresdo not reflect the 1-4 reverse stock split which occurred in October 2016, the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reversestock split which occurred in October 2020.) On April 11, 2016, our common shares began trading on the Nasdaq Capital Market instead of the Nasdaq Global Market. On October 20, 2016, we effected a 1-4 reverse stock split which reduced the number of outstanding common shares from 10,510,741 to 2,627,674 shares(adjustments were made based on fractional shares). (These figures do not reflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100reverse stock split which occurred in October 2020.) On February 8, 2017, we entered into a Share and Warrant Purchase Agreement pursuant to which we sold for $5 million an aggregate of 5 million of ourcommon shares and warrants to purchase 25 million of our common shares at a price of $1.60 per share (subject to adjustment) to a number of investors in aprivate placement. (These figures do not reflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split which occurredin October 2020.) These securities were issued in transactions exempt from registration under the Securities Act. The following day, we entered into aregistration rights agreement with the Purchasers providing them with certain rights relating to registration under the Securities Act of the Shares and thecommon shares underlying the warrants. In connection with the closing of the February 2017 private placement, we also entered into two loan amendment agreements with existing lenders. One loan amendment agreement was entered into by the Company with Firment Trading Limited (“Firment”), a related party to the Company and the lenderunder the Revolving Credit Facility dated December 16, 2014 (as amended, the “Firment Credit Facility”), which then had an outstanding principal amountof $18,523,787. Firment released an amount equal to $16,885,000 (but left an amount equal to $1,638,787 outstanding, which continued to accrue under theFirment Credit Facility as though it were principal) of the Firment Credit Facility and the Company issued to Firment Shipping Inc., an affiliate of Firment,16,885,000 common shares and a warrant to purchase 6,230,580 common shares at a price of $1.60 per share (subject to adjustment). Subsequent to theclosing of the February 2017 private placement, Globus repaid the outstanding amount on the Firment Credit Facility in its entirety. (These figures do notreflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split which occurred in October 2020.) The other loan amendment agreement was entered into by the Company with Silaner Investments Limited, a related party to the Company and the lender ofthe Silaner Credit Facility. Silaner released an amount equal to the outstanding principal of $3,115,000 (but left an amount equal to $74,048 outstanding,which continued to accrue under the Silaner Credit Facility as though it were principal) of the Silaner Credit Facility and the Company issued to FirmentShipping Inc., an affiliate of Silaner, 3,115,000 common shares and a warrant to purchase 1,149,437 common shares at a price of $1.60 per share (subject toadjustment). Subsequent to the closing of the February 2017 private placement, Globus repaid the outstanding amount on the Silaner Credit Facility in itsentirety. (These figures do not reflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split which occurred in October2020.) 45 Each of the above-mentioned warrants was exercisable for 24 months after their respective issuance. Under the terms of the warrants, all warrant holders(other than Firment Shipping Inc., which had no such restriction in its warrants) could not exercise their warrants to the extent such exercise would causesuch warrant holder, together with its affiliates and attribution parties, to beneficially own a number of common shares which would exceed 4.99% (whichmay be increased, but not to exceed 9.99%) of our then outstanding common shares immediately following such exercise, excluding for purposes of suchdetermination common shares issuable upon exercise of the warrants which have not been exercised. This provision, which we call the “Blocker Provision”,did not limit a warrant holder from acquiring up to 4.99% of our common shares, selling all of their common shares, and re-acquiring up to 4.99% of ourcommon shares. The warrants that we sold in February and October 2017 each contained a provision whereby the relevant holder has the right to a cashlessexercise if, six months after its issuance, a registration statement covering the resale of the shares issuable thereunder is not effective. If for any reason wewere unable to keep such a registration statement active, we would have been required to issue shares without receiving cash consideration. On October 19, 2017, we entered into a Share and Warrant Purchase Agreement pursuant to which we sold for $2.5 million an aggregate of 2.5 million of ourcommon shares and a warrant to purchase 12.5 million of our common shares at a price of $1.60 per (subject to adjustment) share to an investor in a privateplacement. These securities were issued in transactions exempt from registration under the Securities Act of 1933, as amended. On that day, we also enteredinto a registration rights agreement with the purchaser providing it with certain rights relating to registration under the Securities Act of the 2.5 millioncommon shares issued in connection with the October 2017 Private Placement and the common shares underlying the October 2017 warrant. (These figuresdo not reflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split which occurred in October 2020.) Under the terms of the October 2017 warrant, the warrant holder may not exercise its warrant to the extent such exercise would cause the warrant holder,together with its affiliates and attribution parties, to beneficially own a number of common shares which would exceed 4.99% (which may be increased uponno less than 61 days’ notice, but not to exceed 9.99%) of our then outstanding common shares immediately following such exercise, excluding for purposesof such determination common shares issuable upon exercise of the October 2017 warrant which have not been exercised. This provision does not limit thewarrant holder from acquiring up to 4.99% of our common shares, selling all of its common shares, and re-acquiring up to 4.99% of our common shares.This “Blocker Provision” is identical to the Blocker Provision contained in the warrants purchased in February 2017 (other than in the warrants granted toSilaner Investments Limited and Firment Trading Limited, which had no such provision). The October 2017 warrant was exercisable for 24 months after itsissuance. On October 15, 2018, we effected a 1-10 reverse stock split which reduced the number of outstanding common shares from 32,065,077 to 3,206,495 shares(adjustments were made based on fractional shares). (These figures do not reflect the 1-100 reverse stock split which occurred in October 2020.) In November 2018, we entered into a credit facility for up to $15 million with Firment Shipping Inc., a related party to us, for the purpose of financing ourgeneral working capital needs, which facility was amended and restated on May 8, 2020. The Firment Shipping Credit Facility is unsecured and remainsavailable until its final maturity date at October 31, 2021, as amended. We have the right to drawdown any amount up to $15 million (with $14.2 millionremaining) or prepay any amount in multiples of $100,000. Any prepaid amount cannot be re-borrowed. Interest on drawn and outstanding amounts ischarged at 3.5% per annum until December 31, 2020, and thereafter at 7% per annum. No commitment fee is charged on the amounts remaining availableand undrawn. Interest is payable the last day of a period of three months after the drawdown date, after this period in case of failure to pay any sum due adefault interest of 2% per annum above the regular interest is charged. We have also the right, in our sole option, to convert in whole or in part theoutstanding unpaid principal amount and accrued but unpaid interest under this Agreement into common shares. The conversion price shall equal the higherof (i) the average of the daily dollar volume-weighted average sale price for the common stock on the Principal Market on any trading day during the periodbeginning at 9.30 a.m. New York City time and ending at 4.00 p.m. over the Pricing Period multiplied by 80%, where the “Pricing Period” equals the tenconsecutive trading days immediately preceding the date on which the conversion notice was executed or (ii) $280.00. The outstanding amount under theFirment Shipping Credit Facility was fully repaid on July 27, 2020. The available amount to be drawn under this Facility is $14.2 million as of the date ofthis annual report. On March 13, 2019, the Company signed a securities purchase agreement with a private investor and on March 13, 2019 issued, for gross proceeds of $5million, a senior convertible note (the “Convertible Note”) that was convertible into shares of the Company’s common stock, par value $0.004 per share. Ifnot converted or redeemed beforehand pursuant to the terms of the Convertible Note, the Convertible Note was scheduled to mature on March 13, 2020, thefirst anniversary of its issue, but its holder waived the Convertible Note’s maturity until March 13, 2021. The Convertible Note was issued in a transactionexempt from registration under the Securities Act. The Convertible Note provided for interest to accrue at 10% annually, to be paid at maturity unless theConvertible Note was converted or redeemed pursuant to its terms beforehand. The interest could have been paid in common shares of the Company, ifcertain conditions described within the Convertible Note were met. The outstanding balance of the Convertible Note not previously converted into shareswas fully repaid in June 2020. 46 On June 22, 2020, we completed a public offering of 34,285,714 units of the Company. Each unit consisted of one common share and one Class A Warrantto purchase one common share (a “Class A Warrant”), for $35 per unit. At the time of the closing, the underwriters exercised and closed a part of their over-allotment option, and purchased an additional 5,139,286 common shares and Class A Warrants to purchase 5,139,286 common shares. Upon the 1-100reverse split which occurred in October 2020, the number of outstanding warrants was not adjusted, but the number of shares issuable upon exercise thereofand the price per share was proportionately adjusted to reflect the split. The figures above do not reflect the 1-100 reverse stock split which occurred inOctober 2020. The exercise price of the Class A Warrants is $35 per whole share at any time after their original issuance up to the date that is five years after their originalissuance. If a registration statement registering the issuance of the common shares underlying the warrants under the Securities Act is not effective oravailable, the holder may, in its sole discretion, elect to exercise the warrant through a cashless exercise, in which case the holder would receive upon suchexercise the net number of common shares determined according to the formula set forth in the warrant. We may be required to pay certain amounts asliquidated damages as specified in the warrants in the event we do not deliver common shares upon exercise of the warrants within the time periods specifiedin the warrants. On June 30, 2020, we issued 458,500 of our common shares in a registered direct offering and 458,500 of June Private Placement (“PP”) Warrants in aconcurrent private placement for a purchase price of $27 per common share and June PP Warrant. The exercise price of each June PP Warrant was initially$30 per share but in July 2020 was reduced to $18 per share. On July 21, 2020, we issued 833,333 of our common shares in a registered direct offering and 833,333 of July PP Warrants to purchase common shares in aconcurrent private placement for a purchase price of $18 per common share and July PP Warrant. The exercise price of each July PP Warrant is $18 pershare. On December 9, 2020, we issued (a) 1,256,765 common shares, (b) pre-funded warrants to purchase 155,000 common shares, and (c) warrants (the“December 2020 Warrants”) to purchase 1,270,587 common shares. The pre-funded warrants have all been exercised. No December 2020 Warrants havebeen exercised as of the date hereof, and may be exercised at any time prior to 5:00 PM New York time on June 9, 2026. The exercise price of the December2020 Warrants was reduced from $8.50 per share to $6.25 per share on January 29, 2021. On January 29, 2021, we issued (a) 2,155,000 common shares, (b) pre-funded warrants to purchase 445,000 common shares, and (c) warrants (the “January2021 Warrants”) to purchase 1,950,000 common shares at an exercise price of $6.25 per share, which may be exercised at any time prior to 5:00 PM NewYork time on July 29, 2026. The pre-funded warrants were all exercised prior to the date of this annual report. No January 2021 Warrants have beenexercised as of the date hereof. On February 17, 2021, we issued (a) 3,850,000 common shares, (b) pre-funded warrants to purchase 950,000 common shares, and (c) warrants (the“February 2021 Warrants”) to purchase 4,800,000 common shares at an exercise price of $6.25 per share, which may be exercised at any time prior to 5:00PM New York time on August 17, 2026. The pre-funded warrants have all been exercised. No February 2021 Warrants have been exercised as of the datehereof. Each of the June PP Warrants, July PP Warrants, December 2020 Warrants, January 2021 Warrants, and February 2021 Warrants is exercisable for a periodof five and one-half years commencing on the date of issuance. The warrants are exercisable at the option of each holder, in whole or in part by delivering tous a duly executed exercise notice with payment in full in immediately available funds for the number of common shares purchased upon such exercise. If aregistration statement registering the resale of the common shares underlying the private placement warrants under the Securities Act is not effective oravailable at any time after the six month anniversary of the date of issuance of the private placement warrants, the holder may, in its sole discretion, elect toexercise the private placement warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of commonshares determined according to the formula set forth in the warrant. If a registration statement covering the issuance of the shares under the Securities Act isnot effective or available at any time after the issuance of the December 2020 Warrants, January 2021 Warrants, and February 2021 Warrants, the holdermay, in its sole discretion, elect to exercise the such warrants through a cashless exercise, in which case the holder would receive upon such exercise the netnumber of common shares determined according to the formula set forth in the warrant. If we do not issue the shares in a timely fashion, the warrant containscertain liquidated damages provisions. 47 From June 22, 2020 through to date, we issued 5,550 common shares pursuant to exercises of outstanding Class A Warrants. As of the date of this annualreport, no June PP Warrants, July PP Warrants, December 2020 Warrants, January 2021 Warrants, or February 2021 Warrants have been exercised. On October 21, 2020, we effected a 1-100 reverse stock split which reduced the number of shares outstanding from 175,675,651 to 1,756,720 (adjustmentswere made based on fractional shares). Unless otherwise noted, all historical share numbers, per share amounts, including common share, preferred sharesand warrants, have been adjusted to give effect to this reverse split. On June 12, 2020, we entered into a stock purchase agreement and issued 50 of our newly-designated Series B preferred shares, par value $0.001 per share,to Goldenmare Limited, a company controlled by our Chief Executive Officer, Athanasios Feidakis, in return for $150,000, which amount was settled byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In July 2020, we issued an additional 250 of our Series B preferred shares to Goldenmare Limited in return for $150,000. The $150,000 was paid byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In addition, weincreased the maximum voting rights under the Series B preferred shares from 49.0% to 49.99%. As of December 31, 2020, our issued and outstanding capital stock consisted of 3,040,123 common shares and 300 Series B preferred shares. In March 2021, we issued an additional 10,000 of our Series B preferred shares to Goldenmare Limited in return for $130,000, which was settled byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. Each Series B preferred share entitles the holder thereof to 25,000 votes per share on all matters submitted to a vote of the shareholders of the Company,provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to Series B preferred shares that would result in theaggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant to ownership of Series B preferred shares, common sharesor otherwise) to exceed 49.99% of the total number of votes eligible to be cast on any matter submitted to a vote of shareholders of the Company. To thefullest extent permitted by law, the holders of Series B preferred shares shall have no special voting or consent rights and shall vote together as one class withthe holders of the common shares on all matters put before the shareholders. The Series B preferred shares are not convertible into common shares or anyother security. They are not redeemable and have no dividend rights. Upon any liquidation, dissolution or winding up of the Company, the Series B preferredshares are entitled to receive a payment with priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferredshareholder has no other rights to distributions upon any liquidation, dissolution or winding up of the Company. All issued and outstanding Series Bpreferred shares must be held of record by one holder, and the Series B preferred shares shall not be transferred without the prior approval of our Board ofDirectors. Finally, in the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides the outstandingcommon shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to the number ofoutstanding Series B preferred shares. Each issuance of Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Board of Directors of the Company,which (in each instance) received a fairness opinion from an independent financial advisor that the transaction was for a fair value. Our executive office is located at the office of Globus Shipmanagement Corp., which we refer to as our Manager, at 128 Vouliagmenis Avenue, 3rd Floor,166 74 Glyfada, Athens, Greece. Our telephone number is +30 210 960 8300. Our registered agent in the Marshall Islands is The Trust Company of theMarshall Islands, Inc. and our registered address in the Marshall Islands is Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, MarshallIslands MH96960. We maintain our website at www.globusmaritime.gr. Information that is available on or accessed through our website does not constitutepart of, and is not incorporated by reference into, this annual report on Form 20-F. The SEC maintains an internet site that contains reports, proxy andinformation statements, and other information regarding us and other issuers that file electronically with the SEC at http://www.sec.gov. 48 In October 2020, we purchased a 2015-built Kamsarmax dry bulk carrier for $18.4 million. The vessel was delivered on October 29, 2020 and was namedGalaxy Globe. Galaxy Globe was built at the Hudong-Zhonghua Shipyard in China and has a carrying capacity of 81,167 dwt. Following this acquisition, thefleet of Globus comprises of six dry bulk carriers with a total carrying capacity of 381,738 dwt. Our fleet is currently comprised of a total of six dry bulk vessels consisting of one Kamsarmax, one Panamax and four Supramaxes. The weighted averageage of the vessels we owned as of December 31, 2020 was 11.2 years, and their carrying capacity was 381,738 dwt. In February, 2021, the Company, through a separate wholly owned subsidiary, entered into, an agreement with an unaffiliated third party to purchase a 2011-built Kamsarmax vessel built by the Universal Shipbuilding Corporation, Japan. The agreement is subject to customary closing conditions. The price for thevessel is $16.5 million if the ship is delivered on or before May 31, 2021 and $16.2 million if the ship is delivered between June 1, 2021 and August 15,2021, with the date of delivery to be determined by the seller. In March 2021, the Company, through a separate wholly owned subsidiary, entered into an agreement with an unaffiliated third party to purchase for $27million a 2018-built Kamsarmax vessel built by Jiangsu New Yangzi Shipbuilding Co., Ltd, with a carrying capacity of 81,800 dwt. The agreement is subjectto customary closing conditions and the vessel is expected to be delivered within the next few months. Our capital expenditures, which principally consist of purchasing, operating and maintaining dry bulk vessels, for the years 2020, 2019 and 2018 consisted ofdrydocking costs of $3.8 million, $0.6 million and $2.1 million, respectively. B. Business Overview We are an integrated dry bulk shipping company, providing marine transportation services on a worldwide basis. We own, operate and manage a fleet of drybulk vessels that transport iron ore, coal, grain, steel products, cement, alumina and other dry bulk cargoes internationally. We intend to grow our fleetthrough timely and selective acquisitions of modern vessels in a manner that we believe will provide an attractive return on equity and will be accretive toour earnings and cash flow based on anticipated market rates at the time of purchase. There is no guarantee however, that we will be able to find suitablevessels to purchase or that such vessels will provide an attractive return on equity or be accretive to our earnings and cash flow. Our operations are managed by our Athens, Greece-based wholly owned subsidiary, Globus Shipmanagement Corp., which we refer to as our Manager,which provides in-house commercial and technical management for our vessels and provided consulting services for an affiliated ship-management company.Our Manager has entered into a ship management agreement with each of our wholly owned vessel-owning subsidiaries to provide services that includemanaging day-to-day vessel operations, such as supervising the crewing, supplying, maintaining of vessels and other services. 49 The following table presents information concerning the vessels we own: Vessel YearBuilt Flag DirectOwner Shipyard Vessel Type DeliveryDate CarryingCapacity(dwt)m/v River Globe 2007 MarshallIslands Devocean MaritimeLtd. Yangzhou Dayang Supramax December2007 53,627m/v Sky Globe 2009 MarshallIslands Domina Maritime Ltd. Taizhou Kouan Supramax May 2010 56,855m/v Star Globe 2010 MarshallIslands Dulac Maritime S.A. Taizhou Kouan Supramax May 2010 56,867m/v Moon Globe 2005 MarshallIslands Artful ShipholdingS.A. Hudong-Zhonghua Panamax June 2011 74,432m/v Sun Globe 2007 Malta Longevity MaritimeLimited Tsuneishi Cebu Supramax September2011 58,790m/v Galaxy Globe 2015 MarshallIslands Serena MaritimeLimited Hudong-Zhonghua Kamsarmax October 2020 81,167 Total: 381,738 We own each of our vessels through separate, wholly owned subsidiaries, five of which are incorporated in the Marshall Islands, and one of which isincorporated in Malta. All of our Supramax vessels are geared. Geared vessels can operate in ports with minimal shore-side infrastructure. Due to the abilityto switch between various dry bulk cargo types and to service a wider variety of ports, the day rates for geared vessels tend to have a premium. We budget 20 days per year in drydocking per vessel. Actual length will vary based on the condition of each vessel, shipyard schedules and other factors. Employment of our Vessels Our long-term strategy to maximize the value of our fleet is to employ our vessels on a mix of all types of charter contracts, including in the spot market andon bareboat charters and time charters. We believe this strategy provides the cash flow stability, reduced exposure to market downturns and high utilizationrates of the charter market, while at the same time enabling us to benefit from periods of increasing spot market rates. But our short-term strategy at anygiven point in time is dictated by a multitude of factors and the chartering opportunities before us. We may, for example, seek to employ a greater portion ofour fleet on the spot market or on time charters with longer durations, should we believe it to be in our best interests. We generally prefer spot or short-termcontracts in order to be versatile, to be able to move quickly to capture a market upswing, and to be more selective with the cargos we carry. Long termcharters, however, provide desirable cash flow stability, albeit at the cost of missing upswings in cargo rates. Accordingly, our mix between spot charters andlonger-term charters changes from time-to-time. When our ships are not all on the spot market, we generally seek to stagger the expiration dates of ourcharters to reduce exposure to volatility in the shipping cycle when our vessels come off of charter. We also continually monitor developments in the drybulk shipping industry and, subject to market demand, will adjust the number of vessels on charters and the charter periods for our vessels according tomarket conditions. We and our Manager have developed relationships with a number of international charterers, vessel brokers, financial institutions, insurers and shipbuilders.We have also developed a network of relationships with vessel brokers who help facilitate vessel charters and acquisitions. On the date of the filing of this annual report on 20-F, all of our vessels were employed on time charters. Each of our vessels travels across the world and not on any particular route. The charterers of our vessels, whether time, bareboat or on the spot market,select the locations to which our vessels travel. 50 Time Charter A time charter is a contract for the use of a vessel for a fixed period of time at a specified daily rate. Under a time charter, the vessel owner provides crewing,insuring, repairing and maintenance and other services related to the vessel’s operation, the cost of which is included in the daily rate, and the customer isresponsible for substantially all of the vessel voyage costs, including the cost of bunkers (fuel oil) and canal and port charges. The owner also payscommissions typically ranging from 0% to 6.25% of the total daily charter hire rate of each charter to unaffiliated ship brokers and to in-house brokersassociated with the charterer, depending on the number of brokers involved with arranging the charter. Basic Hire Rate and Term “Basic hire rate” refers to the basic payment from the customer for the use of the vessel. The hire rate is generally payable semi-monthly or 15 days, inadvance, in U.S. dollars as specified in the charter. Off-hire When the vessel is “off-hire,” the charterer generally is not required to pay the basic hire rate, and we are responsible for all costs. Prolonged off-hire maylead to vessel substitution or termination of the time charter. A vessel generally will be deemed off-hire if there is a loss of time due to, among other things,operational deficiencies; drydocking for examination or painting the bottom; equipment breakdowns; damages to the hull; or similar problems. Ship Management and Maintenance We are responsible for the technical management of the vessel and for maintaining the vessel, periodic drydocking, cleaning and painting and performingwork required by regulations. Globus Shipmanagement provides the technical, commercial and day-to-day operational management of our vessels. Technicalmanagement includes crewing, maintenance, repair and drydockings. During the 2020 year, we paid Globus Shipmanagement $700 per vessel per day. Allfees payable to Globus Shipmanagement for vessels that we own are eliminated upon consolidation of our accounts. Termination We are generally entitled to suspend performance under the time charter if the customer defaults in its payment obligations. Either party may terminate thecharter in the event of war in specified countries. Commissions During the year ended December 31, 2020, we paid commissions ranging from 5% to 6.25% relevant to each time charter agreement then in effect. Bareboat Charter A bareboat charter is a contract pursuant to which the vessel owner provides the vessel to the charterer for a fixed period of time at a specified daily rate, andthe charterer provides for all of the vessel’s operating expenses. The charterer undertakes to maintain the vessel in a good state of repair and efficientoperating condition and drydock the vessel during this period as per the classification society requirements. Redelivery Upon the expiration of a bareboat charter, typically the charterer must redeliver the vessel in as good structure, state, condition and class as that in which thevessel was delivered. Ship Management and Maintenance Under a bareboat charter, the charterer is responsible for all of the vessel’s operating expenses, including crewing, insuring, maintaining and repairing thevessel, any drydocking costs, and the stores, lube oils and communication expenses. Under a bareboat charter, the charterer is also responsible for the voyagecosts, and generally assumes all risk of operation. The charterer covers the costs associated with the vessel’s special surveys and related drydocking fallingwithin the charter period. Commissions Commissions on bareboat charters typically range from 0% to 3.75%. 51 Our Customers We seek to charter our vessels to customers who we perceive as creditworthy thereby minimizing the risk of default by our charterers. We also try to selectcharterers depending on the type of product they want to carry and the geographical areas in which they tend to trade. Our assessment of a charterer’s financial condition and reliability is an important factor in negotiating employment for our vessels. We generally charter ourvessels to operators, trading houses (including commodities traders), shipping companies and producers and government-owned entities and generally avoidchartering our vessels to companies we believe to be speculative or undercapitalized entities. Since our operations began in September 2006, our customershave included Hyundai Glovis Co. Ltd., Dampskibsselskabet NORDEN A/S, ED & F Man Shipping Limited, Transgrain and Far Eastern Silo and Shipping(Panama) S.A. In addition, during the periods when some of our vessels were trading on the spot market, they have been chartered to charterers such asCargill International SA, Oldendorff GmbH & Co KG, Western Bulk Pte. Ltd., Ausca Shipping HK Limited and others, thus expanding our customer base. Competition Our business fluctuates in line with the main patterns of trade of the major dry bulk cargoes and varies according to changes in the supply and demand forthese items. We operate in markets that are highly competitive and based primarily on supply and demand. We compete for charters on the basis of price,vessel location, size, age and condition of the vessel, as well as on our reputation as an owner and operator. We compete with other owners of dry bulkvessels in the Panamax, Supramax and Kamsarmax dry bulk vessels, but we also compete with owners for the purchase and sale of vessels of all sizes. Thosecompetitors may be better capitalized or have more liquidity than we do. In this period of significantly depressed pricing and over capacity, better liquiditymay be a major competitive advantage, and we believe that some of our competitors may be better capitalized than we are. Ownership of dry bulk vessels is highly fragmented. It is likely that we will face substantial competition for long-term charter business from a number ofexperienced companies. Many of these competitors will have larger dry bulk vessel fleets and greater financial resources than us, which may make themmore competitive. It is also likely that we will face increased numbers of competitors entering into our transportation sectors, including in the dry bulk sector.Many of these competitors have strong reputations and extensive resources and experience. Increased competition may cause greater price competition,especially for long-term charters. We believe that no single competitor has a dominant position in the markets in which we compete. The process for obtaining longer term time charters generally involves a lengthy and intensive screening and vetting process and the submission ofcompetitive bids. In addition to the quality and suitability of the vessel, longer term shipping contracts may be awarded based upon a variety of other factorsrelating to the vessel operator, including: Øenvironmental, health and safety record; Øcompliance with regulatory industry standards; Øreputation for customer service, technical and operating expertise; Øshipping experience and quality of vessel operations, including cost-effectiveness; Øquality, experience and technical capability of crews; Øthe ability to finance vessels at competitive rates and overall financial stability; Øenvironmental, social, and governance criteria; Ørelationships with shipyards and the ability to obtain suitable berths; Øconstruction management experience, including the ability to procure on-time delivery of new vessels according to customer specifications; Øwillingness to accept operational risks pursuant to the charter, such as allowing termination of the charter for force majeure events; and Øcompetitiveness of the bid in terms of overall price. As a result of these factors, we may be unable to expand our relationships with existing customers or obtain new customers for long-term time charters on aprofitable basis, if at all. However, even if we are successful in employing our vessels under longer term charters, our vessels will not be available for tradingon the spot market during an upturn in the market cycle, when spot trading may be more profitable. If we cannot successfully employ our vessels inprofitable charters, our results of operations and operating cash flow could be materially adversely affected. 52 The Dry Bulk Shipping Industry The world dry bulk fleet is generally divided into six major categories, based on a vessel’s cargo carrying capacity. These categories consist of: Handysize,Handymax/Supramax, Panamax, Kamsarmax, Capesize and Very Large Ore Carrier. Ø Handysize. Handysize vessels have a carrying capacity of up to 39,999 dwt. These vessels are primarily involved in carrying minor bulk cargoes.Increasingly, vessels of this type operate on regional trading routes, and may serve as trans-shipment feeders for larger vessels. Handysize vessels are wellsuited for small ports with length and draft restrictions. Their cargo gear enables them to service ports lacking the infrastructure for cargo loading andunloading. Ø Handymax/Supramax. Handymax vessels have a carrying capacity of between 40,000 and 59,999 dwt. These vessels operate on a large number ofgeographically dispersed global trade routes, carrying primarily iron ore, coal, grains and minor bulks. Within the Handymax category there is also a sub-sector known as Supramax. Supramax bulk vessels are vessels between 50,000 to 59,999 dwt, normally offering cargo loading and unloading flexibility withon-board cranes, while at the same time possessing the cargo carrying capability approaching conventional Panamax bulk vessels. Hence, the earningspotential of a Supramax dry bulk vessel, when compared to a conventional Handymax vessel of 45,000 dwt, is greater. Ø Panamax. Panamax vessels have a carrying capacity of between 60,000 and 79,999 dwt. These vessels carry coal, grains, and, to a lesser extent,minor bulks, including steel products, forest products and fertilizers. The term “Panamax” refers to vessels that were able to pass through the Panama Canalbefore the Panama Canal was expanded in June 2016 (to allow vessels of up to 120,000 dwt, a size sometimes referred to as New Panamax). Panamaxvessels are more versatile than larger vessels. Ø Kamsarmax. Kamsarmax vessels typically have a carrying capacity of between 80,000 and 109,999 dwt. These vessels tend to be shallower andhave a larger beam than a standard Panamax vessel with a higher cubic capacity. They have been designed specifically for loading high cubic cargoes fromdraught restricted ports. The term Kamsarmax stems from Port Kamsar in Guinea, where large quantities of bauxite are exported from a port with only 13.5meter draught and a 229 meter length overall restriction, but no beam restriction. Ø Capesize. Capesize vessels have carrying capacities of between 110,000 and 199,999 dwt. Only the largest ports around the world possess theinfrastructure to accommodate vessels of this size. Capesize vessels are mainly used to transport iron ore or coal and, to a lesser extent, grains, primarily onlong-haul routes. Ø VLOC. Very large ore carriers are in excess of 200,000 dwt. VLOCs are built to exploit economies of scale on long-haul iron ore routes. The supply of dry bulk shipping capacity, measured by the amount of suitable vessel tonnage available to carry cargo, is determined by the size of theexisting worldwide dry bulk fleet, the number of new vessels on order, the scrapping of older vessels and the number of vessels out of active service (i.e.,laid up or otherwise not available for hire). In addition to prevailing and anticipated freight rates, factors that affect the rate of newbuilding, scrapping andlaying-up include newbuilding prices, secondhand vessel values in relation to scrap prices, costs of bunkers and other voyage expenses, costs associated withclassification society surveys, normal maintenance and insurance coverage, the efficiency and age profile of the existing fleets in the market and governmentand industry regulation of marine transportation practices. The supply of dry bulk vessels is not only a result of the number of vessels in service, but also theoperating efficiency of the fleet. Dry bulk trade is influenced by the underlying demand for the dry bulk commodities which, in turn, is influenced by thelevel of worldwide economic activity. Generally, growth in gross domestic product and industrial production correlate with peaks in demand for marine drybulk transportation services. Dry bulk vessels are one of the most versatile elements of the global shipping fleet in terms of employment alternatives. They seldom operate on round tripvoyages with high ballasting times. Rather, they often participate in triangular or multi-leg voyages. 53 Charter Rates In the time charter market, rates vary depending on the length of the charter period and vessel specific factors such as age, speed, size and fuel consumption.In the voyage charter market, rates are influenced by cargo size, commodity, port dues and canal transit fees, as well as delivery and redelivery regions. Ingeneral, a larger cargo size is quoted at a lower rate per ton than a smaller cargo size. Routes with costly ports or canals generally command higher rates.Voyages loading from a port where vessels usually discharge cargo, or discharging from a port where vessels usually load cargo, are generally quoted atlower rates. This is because such voyages generally increase vessel efficiency by reducing the unloaded portion (or ballast leg) that is included in thecalculation of the return charter to a loading area. Within the dry bulk shipping industry, the freight rate indices issued by the Baltic Exchange in London are the references most likely to be monitored. Thesereferences are based on actual charter hire rates under charters entered into by market participants as well as daily assessments provided to the BalticExchange by a panel of major shipbrokers. The Baltic Exchange, an independent organization comprised of shipbrokers, shipping companies and othershipping players, provides daily independent shipping market information and has created freight rate indices reflecting the average freight rates (thatincorporate actual business concluded as well as daily assessments provided to the exchange by a panel of independent shipbrokers) for the major bulk vesseltrading routes. These indices include the Baltic Panamax Index, the index with the longest history and, more recently, the Baltic Capesize Index. Charter (or hire) rates paid for dry bulk vessels are generally a function of the underlying balance between vessel supply and demand. Over the past 25 years,dry bulk cargo charter rates have passed through cyclical phases and changes in vessel supply and demand have created a pattern of rate “peaks” and“troughs.” Generally, spot/voyage charter rates will be more volatile than time charter rates, as they reflect short term movements in demand and marketsentiment. The BDI remained significantly depressed from 2008-2018. In 2019 the BDI was volatile and ranged from 595 on February 11, 2019 to as high as2,518 on September 3, 2019. In 2020, the BDI fell to a low of 407 on May 15, 2020 before rising in June, reaching a high of 2,020 on October 2, 2020.During calendar year 2021 to date, the BDI has ranged from a high of 2,319 (on March 22, 2021) to a low of 1,333 on February 5, 2021. Vessel Prices New-building vessel prices generally fell as part of the sudden and steep decline in freight rates after August 2008, and have continued to gradually decline. In broad terms, the secondhand market is affected by both the newbuilding prices as well as the overall freight expectations and sentiment observed at anygiven time. As with newbuild prices, secondhand vessel values have continued to gradually decline since August 2008. Seasonality Our fleet consists of dry bulk vessels that operate in markets that have historically exhibited seasonal variations in demand and, as a result, in charter rates.The dry bulk sector is typically stronger in the fall and winter months in anticipation of increased consumption of coal and other raw materials in thenorthern hemisphere during the winter months. Such seasonality will affect the rates we obtain on the vessels in our fleet that operate on the spot market. 54 Permits and Authorizations We are required by various governmental and quasi-governmental agencies to obtain certain permits, licenses and certificates with respect to our vessels. Thekinds of permits, licenses and certificates required depend upon several factors, including the commodity transported, the waters in which the vesseloperates, the nationality of the vessel’s crew and the age of a vessel. We have been able to obtain all permits, licenses and certificates currently required topermit our vessels to operate. Additional laws and regulations, environmental or otherwise, may be adopted which could limit our ability to do business orincrease our cost of doing business. Disclosure of Activities pursuant to Section 13(r) of the U.S. Securities Exchange Act of 1934 Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012 added Section 13(r) to the Exchange Act. Section 13(r) requires an issuer todisclose whether it or any of its affiliates knowingly engaged in certain activities, transactions or dealings relating to Iran. Disclosure is required even wherethe activities, transactions or dealings are conducted in compliance with applicable law. Provided in this section is information concerning the activities of usand our affiliates that occurred in 2020 and which we believe may be required to be disclosed pursuant to Section 13(r) of the Exchange Act.In 2020, our vessels did not call on any port call in Iran. Our charter party agreements for our vessels restrict the charterers from calling in Iran in violation of U.S. sanctions, or carrying any cargo to Iran which issubject to U.S. sanctions. However, there can be no assurance that our vessels will not, from time to time in the future on charterer's instructions, performvoyages which would require disclosure pursuant to Exchange Act Section 13(r). January 16, 2016 was “implementation day” under the Joint Comprehensive Plan of Action (“JCPOA”) among the P5+1 (China, France, Germany, Russia,the United Kingdom, and the United States), the E.U., and Iran to ensure that Iran’s nuclear program will be exclusively peaceful, and the United States andthe E.U. lifted nuclear-related sanctions on Iran. However, in 2018, President Trump withdrew the United States from the JCPOA, resulting in the completereimposition of U.S. sanctions. As of now, the EU and other parties to the JCPOA have not withdrawn, and the EU and United Nations sanctions that werelifted have not been reimposed. We intend to continue to charter our vessels to charterers and sub-charterers, including, as the case may be, Iran-relatedparties, who may make, or may sub-let the vessels to sub-charterers who may make, port calls to Iran, so long as the activities continue to be permissible andnot sanctionable under applicable U.S. and E.U. and other applicable laws (including U.S. “secondary sanctions”). Inspection by Classification Societies Every oceangoing vessel must be “classed” by a classification society. The classification society certifies that the vessel is “in class,” signifying that thevessel has been built and maintained in accordance with the rules of the classification society and complies with applicable rules and regulations of thevessel’s country of registry and the international conventions of which that country is a member. In addition, where surveys are required by internationalconventions and corresponding laws and ordinances of a flag state, the classification society will undertake them on application or by official order, acting onbehalf of the authorities concerned. The classification society also undertakes on request other surveys and checks that are required by regulations and requirements of the flag state. Thesesurveys are subject to agreements made in each individual case and/or to the regulations of the country concerned. For maintenance of the class certification,regular and extraordinary surveys of hull, machinery, including the electrical plant, and any special equipment classed are required to be performed asfollows: ØAnnual Surveys. For seagoing vessels, annual surveys are conducted for the hull and the machinery, including the electrical plant and whereapplicable for special equipment classed, at intervals of 12 months from the date of commencement of the class period indicated in the certificate. ØIntermediate Surveys. Extended annual surveys are referred to as intermediate surveys and typically are conducted two and one-half years aftercommissioning and each class renewal. Intermediate surveys may be carried out on the occasion of the second or third annual survey. ØClass Renewal Surveys. Class renewal surveys, also known as special surveys, are carried out for the vessel’s hull, machinery, including theelectrical plant, and for any special equipment classed, at the intervals indicated by the character of classification for the hull. At the special surveythe vessel is thoroughly examined, including audio-gauging to determine the thickness of the steel structures. Should the thickness be found to beless than class requirements, the classification society would prescribe steel renewals. The classification society may grant a one-year grace periodfor completion of the special survey. Substantial amounts of money may have to be spent for steel renewals to pass a special survey if the vesselexperiences excessive wear and tear. In lieu of the special survey every four or five years, depending on whether a grace period was granted, ashipowner has the option of arranging with the classification society for the vessel’s hull or machinery to be on a continuous survey cycle, in whichevery part of the vessel would be surveyed within a five-year cycle. At an owner’s application, the surveys required for class renewal may be splitaccording to an agreed schedule to extend over the entire period of class. This process is referred to as continuous class renewal. 55 All areas subject to survey as defined by the classification society are required to be surveyed at least once per class period, unless shorter intervals betweensurveys are prescribed elsewhere. The period between two subsequent surveys of each area must not exceed five years. Most insurance underwriters make it a condition for insurance coverage that a vessel be certified as “in class” by a classification society that is a member ofthe International Association of Classification Societies. All the vessels that we own and operate are certified as being “in class” by Nippon Kaiji Kyokai(Class NK), DNV GL or Bureau Veritas. Typically, all new and secondhand vessels that we purchase must be certified “in class” prior to their delivery underour standard purchase contracts and memoranda of agreement. Under our standard purchase contracts, unless negotiated otherwise, if the vessel is notcertified on the date of closing, we would have no obligation to take delivery of the vessel. Although we may not have an obligation to accept any vessel thatis not certified on the date of closing, we may determine nonetheless to purchase the vessel, should we determine it to be in our best interests. If we do so, wemay be unable to charter such vessel after we purchase it until it obtains such certification, which could increase our costs and affect the earnings weanticipate from the employment of the vessel. Vessels are drydocked during intermediate and special surveys for repairs of their underwater parts. If “in water survey” notation is assigned, the vesselowner has the option of carrying out an underwater inspection of the vessel in lieu of drydocking, subject to certain conditions. In the event that an “in watersurvey” notation is assigned as part of a particular intermediate survey, drydocking would be required for the following special survey thereby generallyachieving a higher utilization for the relevant vessel. Drydocking can be undertaken as part of a special survey if the drydocking occurs within 15 monthsprior to the special survey deadline. The following table lists the dates by which we expect to carry out the next drydockings and special surveys for the vessels in our fleet: Vessel NameDrydockingSpecial SurveyClassification Societym/v River GlobeDecember 2022December 2022Class NKm/v Sky GlobeJanuary 2023November 2024Class NKm/v Star GlobeAugust 2023May 2025DNV GLm/v Moon GlobeDecember 2023November 2025Class NKm/v Sun GlobeAugust 2022August 2022Bureau Veritasm/v Galaxy GlobeOctober 2023October 2025Class NK Following an incident or a scheduled survey, if any defects are found, the classification surveyor will issue a “recommendation or condition of class” whichmust be rectified by the vessel owner within the prescribed time limits. 56 Risk Management and Insurance General The operation of any cargo vessel embraces a wide variety of risks, including the following: Ømechanical failure or damage, for example by reason of the seizure of a main engine crankshaft; Øcargo loss, for example arising from hull damage; Øpersonal injury, for example arising from collision or piracy; Ølosses due to piracy, terrorist or war-like action between countries; Øenvironmental damage, for example arising from marine disasters such as oil spills and other environmental mishaps; Øphysical damage to the vessel, for example by reason of collision; Ødamage to other property, for example by reason of cargo damage or oil pollution; and Øbusiness interruption, for example arising from strikes and political or regulatory change. The value of such losses or damages may vary from modest sums, for example for a small cargo shortage damage claim, to catastrophic liabilities, forexample arising out of a marine disaster, such as a serious oil or chemical spill, which may be virtually unlimited. While we maintain the traditional range ofmarine and liability insurance coverage for our fleet (hull and machinery insurance, war risks insurance and protection and indemnity coverage) in amountsand to extents that we believe are prudent to cover normal risks in our operations, we cannot insure against all risks, and we cannot be assured that allcovered risks are adequately insured against. Furthermore, there can be no guarantee that any specific claim will be paid by the insurer or that it will alwaysbe possible to obtain insurance coverage at reasonable rates. Any uninsured or under-insured loss could harm our business and financial condition. Hull and Machinery and War Risks The principal coverages for marine risks (covering loss or damage to the vessels, rather than liabilities to third parties) are hull and machinery insurance andwar risk insurance. These address the risks of the actual or constructive total loss of a vessel and accidental damage to a vessel’s hull and machinery, forexample from running aground or colliding with another ship. These insurances provide coverage which is limited to an agreed “insured value” which, as amatter of policy, is never less than the particular vessel’s fair market value. Reimbursement of loss under such coverage is subject to policy deductibles thatvary according to the vessel and the nature of the coverage. Hull and machinery deductibles may, for example, be between $75,000 and $150,000 perincident whereas the war risks insurance has a more modest incident deductible of, for example, $30,000. Protection and Indemnity Insurance Protection and indemnity insurance is a form of mutual indemnity insurance provided by mutual marine protection and indemnity associations, or “P&IClubs,” formed by vessel owners to provide protection from large financial loss to one club member by contribution towards that loss by all members. Each of the vessels that we operate is entered in the Gard P&I (Bermuda) Ltd. which we refer to as the Club, for third party liability marine insurancecoverage. The Club is a mutual insurance vehicle. As a member of the Club, we are insured, subject to agreed deductibles and our terms of entry, for ourlegal liabilities and expenses arising out of our interest in an entered ship, out of events occurring during the period of entry of the ship in the Club and inconnection with the operation of the ship, against specified risks. These risks include liabilities arising from death of crew and passengers, loss or damage tocargo, collisions, property damage, oil pollution and wreck removal. The Club benefits from its membership in the International Group of P&I Clubs, or the International Group, for its main reinsurance program, and maintainsa separate complementary insurance program for additional risks. The Club’s policy year commences each February. The mutual calls are levied by way of Estimated Total Premiums, or ETP, and the amount of the finalinstallment of the ETP varies in accordance with the actual total premium ultimately required by the Club for a particular policy year. Members have aliability to pay supplementary calls which may be levied by the Club if the ETP is insufficient to cover the Club’s outgoings in a policy year. Cover per claim is generally limited to an unspecified sum, being the amount available from reinsurance plus the maximum amount collectable frommembers of the International Group by way of overspill calls. Certain exceptions apply, including a $1.0 billion limit on claims in respect of oil pollution, a$3.0 billion limit on cover for passenger and crew claims and a sub-limit of $2.0 billion for passenger claims. 57 To the extent that we experience either a supplementary or an overspill call, our policy is to expense such amounts. To the extent that the Club depends onfunds paid in calls from other members in our industry, if there were an industry-wide slow-down, other members might not be able to meet the call and wemight not receive a payout in the event we made a claim on a policy. Uninsured Risks Not all risks are insured and not all risks are insurable. The principal insurable risks which nevertheless remain uninsured across our fleet are “loss of hire”and “strikes.” We will not insure these risks because we regard the costs as disproportionate. These insurances provide, subject to a deductible, a limitedindemnity for hire that is not receivable by the shipowner for reasons set forth in the policy. For example, loss of hire risk may be covered on a 14/90/90basis, with a 14 days deductible, 90 days cover per incident and a 90-day overall limit per vessel per year. Should a vessel on time charter, where the vessel ispaid a fixed hire day by day, suffer a serious mechanical breakdown, the daily hire will no longer be payable by the charterer. The purpose of the loss of hireinsurance is to secure the loss of hire during such periods. Environmental and Other Regulations Sources of Applicable Rules and Standards Shipping is one of the world’s most heavily regulated industries, and it is subject to many industry standards. Government regulation significantly affects theownership and operation of vessels. These regulations consist mainly of rules and standards established by international conventions, but they also includenational, state and local laws and regulations in force in jurisdictions where vessels may operate or are registered, and which may be more stringent thaninternational rules and standards. This is the case particularly in the United States and, increasingly, in Europe. A variety of governmental and private entities subject vessels to both scheduled and unscheduled inspections. These entities include local port authorities(the U.S. Coast Guard, harbor masters or equivalent entities), classification societies, flag state administration (country vessel of registry), and charterers,particularly terminal operators. Certain of these entities require vessel owners to obtain permits, licenses and certificates for the operation of their vessels.Failure to maintain necessary permits or approvals could require a vessel owner to incur substantial costs or temporarily suspend operation of one or more ofits vessels. Heightened levels of environmental and quality concerns among insurance underwriters, regulators and charterers continue to lead to greater inspection andsafety requirements on all vessels and may accelerate the scrapping of older vessels throughout the industry. Increasing environmental concerns have createda demand for vessels that conform to stricter environmental standards. Vessel owners are required to maintain operating standards for all vessels that willemphasize operational safety, quality maintenance, continuous training of officers and crews and compliance with U.S. and international regulations.Because laws and regulations are frequently changed and may impose increasingly stricter requirements, we cannot predict the ultimate cost of complyingwith these requirements, or the impact of these requirements on the resale value or useful lives of our vessels. In addition, a future serious marine incidentthat causes significant adverse environmental impact could result in additional legislation or regulation that could negatively affect our profitability. The following is a non-exhaustive overview of certain material conventions, laws and regulations that affect our business and the operation of our vessels. Itis not a comprehensive summary of all the conventions, laws and regulations to which we are subject. The International Maritime Organization, or IMO, is a United Nations agency setting standards and creating a regulatory framework for the shipping industryand has negotiated and adopted a number of international conventions. These fall into two main categories, consisting firstly of those concerned generallywith vessel safety and security standards, and secondly of those specifically concerned with measures to prevent pollution from vessels. 58 Ship Safety Regulation A primary international safety convention is the Safety of Life at Sea Convention of 1974, as amended, or SOLAS, including the regulations and codes ofpractice that form part of its regime. Much of SOLAS is not directly concerned with preventing pollution, but some of its safety provisions are intended toprevent pollution as well as promote safety of life and preservation of property. These regulations have been and continue to be regularly amended as newand higher safety standards are introduced with which we are required to comply. An amendment of SOLAS introduced in 1993 the International Management Code for the Safe Operation of Ships and for Pollution Prevention, or ISMCode, which has been mandatory since July 1998. The purpose of the ISM Code is to provide an international standard for the safe management andoperation of vessels and for pollution prevention. Under the ISM Code, the party with operational control of a vessel is required to develop, implement andmaintain an extensive safety management system that includes, among other things, the adoption of a safety and environmental protection policy setting forthinstructions and procedures for operating its vessels safely and protecting the environment and describing procedures for responding to emergencies. TheISM Code requires that vessel operators obtain a Safety Management Certificate for each vessel they operate. This certificate issued after verification that thevessel’s operator and its shipboard management operate in accordance with the approved safety management system and evidences that the vessel complieswith the requirements of the ISM Code. No vessel can obtain a Safety Management Certificate unless its operator has been awarded a document ofcompliance, issued by the respective flag state for the vessel, under the ISM Code. Another amendment of SOLAS, made after the terrorist attacks in the United States on September 11, 2001, introduced special measures to enhancemaritime security, including the International Ship and Port Facility Security Code, or ISPS Code, which sets out measures for the enhancement of securityof vessels and port facilities. The vessels that we operate maintain ISM and ISPS certifications for safety and security of operations. Regulations to Prevent Pollution from Ships In the second main category of international regulation which deals with prevention of pollution, the primary convention is the International Convention forthe Prevention of Pollution from Ships 1973 as amended by the 1978 Protocol, or MARPOL, which imposes environmental standards on the shippingindustry set out in its Annexes I-VI. These contain regulations for the prevention of pollution by oil (Annex I), by noxious liquid substances in bulk (AnnexII), by harmful substances in packaged forms within the scope of the International Maritime Dangerous Goods Code (Annex III), by sewage (Annex IV), bygarbage (Annex V) and by air emissions (Annex VI). These regulations have been and continue to be regularly amended and supplemented as new and higher standards of pollution prevention are introducedwith which we are required to comply. For example, MARPOL Annex VI sets limits on Sulphur Oxides (SOx) and Nitrogen Oxides (NOx) and particulate matter emissions from vessel exhaustsand prohibits deliberate emissions of ozone depleting substances. It also regulates the emission of volatile organic compounds (VOC) from cargo tankers andcertain gas carriers, as well as shipboard incineration of specific substances. Annex VI also includes a global cap on the sulphur content of fuel oil with alower cap on the sulphur content applicable inside special areas, the “Emission Control Areas” or ECAs. Already established ECAs include the Baltic Sea,the North Sea, including the English Channel, the North American area and the US Caribbean Sea area. The global cap on the sulphur content of fuel oil wasreduced to 0.5% as of January 1, 2020, regardless of whether a ship is operating outside a designated ECA. From January 1, 2015 the cap on the sulphurcontent of fuel oil for vessels operating in ECAs has been 0.1%. Additional amendments to Annex VI revising, among other terms, the definition of “Sulphurcontent of fuel oil” and “low-flashpoint fuel”, and pertaining to the sampling and testing of onboard fuel oil, will become effective in 2022. Annex VI also provides for progressive reductions in NOx emissions from marine diesel engines installed in vessels. Limiting NOx emissions is set on athree tier reduction, the final tier (“Tier III”) applying to engines installed on vessels constructed on or after January 1, 2016 and which operate in the NorthAmerican ECA or the US Caribbean Sea ECA. The Tier III requirements would also apply to engines of vessels operating in other ECAs as may bedesignated in the future by the IMO’s Marine Environment Protection Committee (or MEPC) for Tier III NOx control. In October 2016, the MEPC approvedthe designation of the North Sea and the Baltic Sea as ECAs for NOx emissions. These two new NOx ECAs and the related amendments to Annex VI wereadopted by IMO’s MEPC in 2017 and the two new ECAs and the related amendments (with some exceptions) entered into effect on January 1, 2019. TheTier III requirements do not apply to engines installed on vessels constructed prior to January 1, 2021, if they are of less than 500 gross tons, of 24 meters orover in length, and have been designed and used solely for recreational purposes. We anticipate incurring costs at each stage of implementation on all theseareas. Currently we are compliant in all our vessels. Additionally, amendments to Annex II, which strengthen discharge requirements for cargo residues andtank washings in specified sea areas (including North West European waters, Baltic Sea area, Western European waters and Norwegian Sea), came into effectin January 2021, 59 Greenhouse Gas Emissions In February 2005, the Kyoto Protocol to the United Nations Framework Convention on Climate Change entered into force. Pursuant to the Kyoto Protocol,adopting countries are required to implement national programs to reduce emissions of certain gases, generally referred to as greenhouse gases, which aresuspected of contributing to global warming. Currently, the greenhouse gas emissions from international shipping do not come under the Kyoto Protocol (thistask having been delegated to the IMO). In December 2009, more than 27 nations, including the United States, entered into the Copenhagen Accord. TheCopenhagen Accord is non-binding, but is intended to pave the way for a comprehensive, international treaty on climate change. On December 12, 2015 theParis Agreement was adopted by 195 countries. The Paris Agreement deals with greenhouse gas emission reduction measures and targets from 2020 in orderto limit the global temperature increases above pre-industrial levels to well below 2˚ Celsius. Although shipping was ultimately not included in the ParisAgreement, it is expected that the adoption of the Paris Agreement may lead to regulatory changes in relation to curbing greenhouse gas emissions fromshipping. The Paris Agreement has been ratified by a large number of countries and entered into force on November 4, 2016. On November 4, 2019, theUnited States began the process of withdrawing from the Paris AgreementThe United States rejoined the Paris Agreement in February 2021. In July 2011 the IMO adopted regulations imposing technical and operational measures for the reduction of greenhouse gas emissions. These new regulationsformed a new chapter in Annex VI of MARPOL and became effective on January 1, 2013. The new technical and operational measures include the “EnergyEfficiency Design Index,” which is mandatory for newbuilding vessels, and the “Ship Energy Efficiency Management Plan,” which is mandatory for allvessels. In October 2016 the MEPC adopted updated guidelines for the calculation of the Energy-Efficiency Design Index. In addition, the IMO is evaluatingvarious mandatory measures to reduce greenhouse gas emissions from international shipping, which may include market-based instruments or a carbon tax.In October 2016, the IMO adopted a mandatory data collection system under which vessels of 5,000 gross tonnage and above are to collect fuel consumptiondata and to report the aggregated data to their flag state at the end of each calendar year. The new requirements entered into force on March 1, 2018. In April2018, the MEPC adopted an initial strategy on the reduction of greenhouse gas emissions from ships, which envisages a reduction in total greenhouse gasemissions from international shipping by at least 50% by 2050 compared to 2008. The EU adopted Regulation (EU) 2015/757 on the monitoring, reporting and verification of carbon dioxide emissions from vessels (or the MRV Regulation),which was published in the Official Journal on May 19, 2015 and entered into force on July 1, 2015 (as amended by Regulation (EU) 2016/2071). The MRVRegulation applies to all vessels over 5,000 gross tonnage (except for a few types, such as, amongst others, warships and fish catching or fish processingvessels), irrespective of flag, in respect of carbon dioxide emissions released during intra-EU voyages and EU incoming and outgoing voyages. The firstreporting period commenced on January 1, 2018. The monitoring, reporting and verification system adopted by the MRV Regulation may be the precursor toa market-based mechanism to be adopted in the future. The EU continues to consider proposals for the inclusion of shipping in the EU Emissions TradingSystem in the absence of a comparable system operating under the IMO; an announcement from the EU concerning the inclusion of shipping in the EUEmissions Trading Scheme is expected in June 2021. Individual EU Member States may impose additional requirements. In the United States, the U.S.Environmental Protection Agency, or EPA, issued an “endangerment finding” regarding greenhouse gases under the Clean Air Act. While this finding initself does not impose any requirements on our industry, it authorizes the EPA to regulate directly greenhouse gas emissions through a rule-making process.Any passage of new climate control legislation or other regulatory initiatives by the IMO, EU, the United States or other countries or states where we operatethat restrict emissions of greenhouse gases could have a significant financial and operational impact on our business through increased compliance costs oradditional operational restrictions that we cannot predict with certainty at this time. Anti-Fouling Requirements In 2001, the IMO adopted the International Convention on the Control of Harmful Anti-fouling Systems on Ships, or the Anti-fouling Convention. The Anti-fouling Convention, which entered into force in September 2008, prohibits and/or restricts the use of organotin compound coatings to prevent the attachmentof mollusks and other sea life to the hulls of vessels. Vessels of over 400 gross tons engaged in international voyages must obtain an International Anti-Fouling System Certificate and undergo a survey before the vessel is put into service or before the Anti-fouling System Certificate is issued for the first timeand when the anti-fouling systems are altered or replaced. 60 Other International Regulations to Prevent Pollution In addition to MARPOL, other more specialized international instruments have been adopted to prevent different types of pollution or environmental harmfrom vessels. In February 2004, the IMO adopted an International Convention for the Control and Management of Ships’ Ballast Water and Sediments, or the BWMConvention. The BWM Convention, which entered into force on September 8, 2017, aims to prevent the spread of harmful aquatic organisms from oneregion to another, by establishing standards and procedures for the management and control of vessels’ ballast water and sediments. The BWM Convention’simplementing regulations require vessels to conduct ballast water management in accordance with the standards set out in the convention, which includeperformance of ballast water exchange in accordance with the requirements set out in the relevant regulation and the gradual phasing in of a ballast waterperformance standard which requires ballast water treatment and the installation of ballast water treatment systems on board the vessels. Under the BWMConvention, vessels are required to implement a Ballast Water and Sediments Management Plan, carry a Ballast Water Record Book and an InternationalBallast Water Management Certificate. Pursuant to the BWM Convention amendments that entered into force in October 2019, ballast water managementsystems (“BWMSs”) installed on or after October 28, 2020 shall be approved in accordance with BWMS Code, while BWMSs installed before October 23,2020 must be approved taking into account guidelines developed by the IMO or the BWMS Code. Ships sailing in U.S. waters are required to employ a type-approved BWMS which is compliant with USCG regulations. The U.S. Coast Guard has approved a number of BWMS. Amendments to the BWMConvention concerning commissioning testing of BWMS will become effective in 2022. The Hong Kong International Convention for the Safe and Environmentally Sound Recycling of Ships adopted by the IMO in 2009, or the RecyclingConvention, deals with issues relating to ship recycling and aims to address the occupational health and safety, as well as environmental risks relating to shiprecycling. It contains regulations regarding the design, construction, operation, maintenance and recycling of vessels, as well as regarding their survey andcertification to verify compliance with the requirements of the Recycling Convention. The Recycling Convention, amongst other things, prohibits and/orrestricts the installation or use of hazardous materials on vessels and requires vessels to have on board an inventory of hazardous materials specific to eachvessel. It also requires ship recycling facilities to develop a ship-recycling plan for each vessel prior to its recycling. Parties to the Recycling Convention areto ensure that ship-recycling facilities are designed, constructed and operated in a safe and environmentally sound manner and that they are authorized bycompetent authorities after verification of compliance with the requirements of the Recycling Convention. The Recycling Convention (which is not effectiveyet) is to enter into force 24 months after a specified minimum number of states with a combined gross tonnage and maximum annual recycling volumeduring the preceding 10 years have ratified it. A MARPOL regulation and the International Convention on Oil Pollution Preparedness, Response and Co-operation, 1990 also require owners and operatorsof vessels to adopt Shipboard Oil Pollution Emergency Plans. Another MARPOL regulation sets out similar requirements for the adoption of shipboardmarine pollution emergency plans for noxious liquid substances with respect to vessels carrying such substances in bulk. Periodic training and drills forresponse personnel and for vessels and their crews are required. European Regulations European regulations in the maritime sector are in general based on international law most of which were promulgated by the IMO and then adopted by theMember States. However, since the Erika incident in 1999, when the Erika broke in two off the coast of France while carrying heavy fuel oil, the EuropeanUnion (or EU) has become increasingly active in the field of regulation of maritime safety and protection of the environment. It has been the driving forcebehind a number of amendments of MARPOL (including, for example, changes to accelerate the timetable for the phase-out of single hull tankers, andprohibiting the carriage in such tankers of heavy grades of oil), and if dissatisfied either with the extent of such amendments or with the timetable for theirintroduction it has been prepared to legislate on a unilateral basis. In some instances where it has done so, international regulations have subsequently beenamended to the same level of stringency as that introduced in the EU, but the risk is well established that EU regulations (and other jurisdictions) may fromtime to time impose burdens and costs on shipowners and operators which are additional to those involved in complying with international rules andstandards. In some areas of regulation the EU has introduced new laws without attempting to procure a corresponding amendment of international law. Notably, itadopted in 2005 a directive on ship-source pollution (which was amended in 2009), imposing criminal sanctions for discharges of oil and other noxioussubstances from vessels sailing in its waters, irrespective of their flag not only where such pollution is caused by intent or recklessness (which would be anoffense under MARPOL), but also where it is caused by “serious negligence.” The directive could therefore result in criminal liability being incurred incircumstances where it would not be incurred under international law. Experience has shown that in the emotive atmosphere often associated with pollutionincidents, retributive attitudes towards vessel interests have found expression in negligence being alleged by prosecutors and found by courts on groundswhich the international maritime community has found hard to understand. Moreover, there is skepticism that the notion of “serious negligence” is likely toprove any narrower in practice than ordinary negligence. Criminal liability for a pollution incident could not only result in us incurring substantial penaltiesor fines but may also, in some jurisdictions, facilitate civil liability claims for greater compensation than would otherwise have been payable. 61 The EU has also adopted legislation requiring the use of low sulphur fuel. Under Council Directive 1999/32/EC as subsequently amended, from January 1,2015, vessels have been required to burn fuel with a sulphur content not exceeding 0.1% while within EU member states’ territorial seas, exclusive economiczones and pollution control zones falling within sulphur oxide (SOx) Emission Control Areas (or SECAs), such as the Baltic Sea and the North Sea,including the English Channel. Further sea areas may be designated as SECAs in the future by the IMO in accordance with MARPOL Annex VI. Directive1999/32/EC was repealed and codified by 2016/802/EU to align with the revised Annex VI. The EU has also adopted legislation (Directive 2009/16/EC on Port State Control, as subsequently amended) which requires the Member States to refuseaccess to their ports to certain sub-standard vessels according to various factors, such as the vessel’s condition, flag and number of previous detentions withincertain preceding periods; creates obligations on the part of EU member port states to inspect minimum percentages of vessels using their ports annually; andprovides for increased surveillance of vessels posing a high risk to maritime safety or the marine environment. If deficiencies are found that are clearlyhazardous to safety, health or the environment, the state is required to detain the vessel or stop loading or unloading until the deficiencies are addressed.Member states are also required to implement their own separate systems of proportionate penalties for breaches of these standards. Commission Regulation (EU) No 802/2010, which was adopted by the European Commission in September 2010, as part of the implementation of the PortState Control Directive and came into force on January 1, 2011, as subsequently amended by Regulation 1205/2012 of December 14, 2012, introduced aranking system (published on a public website and updated daily) displaying shipping companies operating in the EU with the worst safety records. Theranking is judged upon the results of the technical inspections carried out on the vessels owned by a particular shipping company. Those shipping companiesthat have the most positive safety records are rewarded by being subjected to fewer inspections, whilst those with the most safety shortcomings or technicalfailings recorded upon inspection are to be subjected to a greater frequency of official inspections of their vessels. By Directive 2009/15/EC of April 23, 2009 (on common rules and standards for ship inspection and survey organizations and for the relevant activities ofmaritime administrations) as amended by Directive 2014/111/EU of December 17, 2014, the European Union has established measures to be followed by theMember States for the exercise of authority and control over classification societies, including the ability to seek to suspend or revoke the authority ofclassification societies that are negligent in their duties. The EU has also adopted Regulation (EU) No 1257/2013 which lays down rules in relation to ship recycling and management of hazardous materials onvessels. The Regulation lays down requirements for the recycling of vessels in an environmentally sound manner at approved recycling facilities which meetcertain requirements, so as to minimize the adverse effects of recycling on human health and the environment. The Regulation also lays down rules for thecontrol and proper management of hazardous materials on vessels and prohibits or restricts the installation or use of certain hazardous materials on vessels.The Regulation aims at facilitating the ratification of the Recycling Convention. It applies to vessels flying the flag of a Member State and certain of itsprovisions apply to vessels flying the flag of a third country calling at a port or anchorage of a Member State. For example, when calling at a port oranchorage of a Member State, the vessels flying the flag of a third country will be required, amongst other things, to have on board an inventory of hazardousmaterials which complies with the requirements of the Regulation and to be able to submit to the relevant authorities of that Member State a copy of astatement of compliance issued by the relevant authorities of the country of their flag and verifying the inventory. The Regulation generally entered into forceon December 31, 2018, although certain of its provisions are to apply at different stages, with certain of them applicable from December 31, 2020. Pursuantto the Regulation, the EU Commission publishes from time to time a European List of approved ship recycling facilities meeting the requirements of theRegulation. On November 11, 2020 the EU Commission published an implementing decision which included an updated version of the European List. 62 Compliance Enforcement The flag state, as defined by the United Nations Convention on the Law of the Sea, has overall responsibility for the implementation and enforcement ofinternational maritime regulations for all vessels granted the right to fly its flag. The “Shipping Industry Guidelines on Flag State Performance” issued by theInternational Chamber of Shipping in cooperation with other international shipping associations evaluates flag states based on factors such as port statecontrol record, ratification of major international maritime treaties, use of recognized organizations conducting survey work on their behalf which complywith the IMO guidelines, age of fleet, compliance with reporting requirements and participation at IMO meetings. The vessels that we operate are flagged inthe Marshall Islands and Malta. Marshall Islands- and Malta-flagged vessels have historically received a good assessment in the shipping industry. Noncompliance with the ISM Code or other IMO regulations may subject the shipowner or bareboat charterer to increased liability and, if the implementinglegislation so provides, to criminal sanctions, may lead to decreases in available insurance coverage for affected vessels or may invalidate or result in the lossof existing insurance cover and may result in the denial of access to, or detention in, some ports. The U.S. Coast Guard and European Union authorities have,for example, indicated that vessels not in compliance with the ISM Code will be prohibited from trading in U.S. and European Union ports, respectively. Asof the date of this annual report on Form 20-F, each of our vessels is ISM Code certified. However, there can be no assurance that such certificate will bemaintained. The IMO, the EU and other regulatory authorities continue to review and introduce new regulations. It is impossible to predict what additional regulations, ifany, may be passed by the IMO, the EU and/or other regulatory authorities and what effect, if any, such regulations may have on our operations. United States Environmental Regulations and Laws Governing Civil Liability for Pollution Environmental legislation in the United States merits particular mention as it is in many respects more onerous than international laws, representing a high-water mark of regulation with which shipowners and operators must comply, and of liability likely to be incurred in the event of non-compliance or anincident causing pollution. U.S. federal legislation, including notably the OPA, establishes an extensive regulatory and liability regime for the protection and cleanup of the environmentfrom oil spills, including bunker oil spills from dry bulk vessels as well as cargo or bunker oil spills from tankers. The OPA affects all owners and operatorswhose vessels trade in the United States, its territories and possessions or whose vessels operate in United States waters, which includes the United States’territorial sea and its 200 nautical mile exclusive economic zone. Under the OPA, vessel owners, operators and bareboat charterers are “responsible parties”and are jointly, severally and strictly liable without regard to fault (unless the spill results solely from the act or omission of a third party, an act of God or anact of war) for all containment and clean-up costs and other damages arising from discharges or substantial threats of discharges of oil from their vessels. TheOPA expressly allows the individual states of the United States to impose their own liability regimes for the discharge of petroleum products. In addition topotential liability under the OPA as the relevant federal legislation, vessel owners may in some instances incur liability on an even more stringent basis understate law in the particular state where the spillage occurred. The OPA requires the owner or operator of any non-tank vessel of 400 gross tons or more that carries oil of any kind as a fuel for main propulsion, includingbunkers, to prepare and submit a response plan for each vessel. The vessel response plans must include detailed information on actions to be taken by vesselpersonnel to prevent or mitigate any discharge or substantial threat of such a discharge of oil from the vessel. The OPA limits the liability of responsible parties to the greater of $1,200 per gross ton or $997,100 per non-tank vessel (subject to possible adjustment forinflation). However, these limits of liability do not apply if an incident was proximately caused by violation of applicable United States federal safety,construction or operating regulations or by a responsible party’s gross negligence or willful misconduct, or if the responsible party fails or refuses to reportthe incident or to cooperate and assist in connection with oil removal activities. In addition, the Comprehensive Environmental Response, Compensation, and Liability Act, or CERCLA, which applies to the discharge of hazardoussubstances (other than oil) whether on land or at sea, contains a similar liability regime and provides for cleanup, removal and natural resource damages.Liability under CERCLA is limited to the greater of $300 per gross ton or $0.5 million for vessels not carrying hazardous substances as cargo or residue (orthe greater of $300 per gross ton or $5.0 million for vessels carrying hazardous substances) unless the incident is caused by gross negligence, willfulmisconduct or a violation of certain regulations, in which case liability is unlimited. 63 We maintain, for each of our vessels, protection and indemnity coverage against pollution liability risks in the amount of $1.0 billion per event. Thisinsurance coverage is subject to exclusions, deductibles and other terms and conditions. If any liabilities or expenses fall within an exclusion from coverage,or if damages from a catastrophic incident exceed the $1.0 billion limitation of coverage per event, our cash flow, profitability and financial position could beadversely impacted. We believe our insurance and protection and indemnity coverage as described above meets the requirements of the OPA. The OPA requires owners and operators of all vessels over 300 gross tons, even those that do not carry petroleum or hazardous substances as cargo, toestablish and maintain with the U.S. Coast Guard evidence of financial responsibility sufficient to meet their potential liabilities under the OPA. Under theregulations, vessel owners and operators may evidence their financial responsibility by showing proof of insurance, surety bond, self-insurance or guaranty. Under the OPA, an owner or operator of a fleet of vessels is required only to demonstrate evidence of financial responsibility in an amount sufficient to coverthe vessel in the fleet having the greatest limited liability under the OPA. The U.S. Coast Guard’s regulations concerning certificates of financial responsibility provide, in accordance with the OPA, that claimants may bring suitdirectly against an insurer or guarantor that furnishes the guaranty that supports the certificates of financial responsibility. In the event that such insurer orguarantor is sued directly, it is prohibited from asserting any contractual defense that it may have had against the responsible party and is limited to assertingthose defenses available to the responsible party and the defense that the incident was caused by the willful misconduct of the responsible party. The OPA specifically permits individual states to impose their own liability regimes with regard to oil pollution incidents occurring within their boundaries,and some states have enacted legislation providing for unlimited liability for oil spills. In some cases, states that have enacted such legislation have not yetissued implementing regulations defining vessels owners’ responsibilities under these laws. We intend to comply with all applicable state regulations in theports where our vessels call. The United States Clean Water Act, or CWA, prohibits the discharge of oil or hazardous substances in U.S. navigable waters and imposes strict liability inthe form of penalties for unauthorized discharges. The CWA also imposes substantial liability for the costs of removal, remediation and damages andcomplements the remedies available under CERCLA. The EPA enacted rules governing the regulation of ballast water discharges and other discharges incidental to the normal operation of vessels within U.S.waters. Under the rules, commercial vessels 79 feet in length or longer (other than commercial fishing vessels), or Regulated Vessels, are required to obtain aCWA permit regulating and authorizing such normal discharges. This permit, which the EPA had designated as the Vessel General Permit for DischargesIncidental to the Normal Operation of Vessels, or VGP, incorporated the then current U.S. Coast Guard requirements for ballast water management as well assupplemental ballast water requirements, including limits applicable to specific discharge streams, such as deck runoff, bilge water and gray water. The VGPwas set to be effective to December 18, 2018. The Vessel Incidental Discharge Act (or VIDA) was signed into law on December 4, 2018, and establishes anew framework for the regulation of vessel incidental discharges under the CWA. VIDA requires the EPA to develop performance standards for incidentaldischarges, and requires the U.S. Coast Guard to develop regulations within two years of the EPA’s promulgation of standards. Under VIDA, all provisionsof the Vessel General Permit remain in force and effect as currently written until the EPA publishes future standards and the U.S. Coast Guard publishescorresponding implementing regulations (anticipated in 2022). Vessels that are constructed after December 1, 2013 are subject to the ballast water numeric effluent limitations. Several U.S. states, including California,have added specific requirements to the VGP and, in some cases, may require vessels to install ballast water treatment technology to meet biologicalperformance standards. Security Regulations Since the terrorist attacks of September 11, 2001, there have been a variety of initiatives intended to enhance vessel security. In November 2002, the MTSAcame into effect. To implement certain portions of the MTSA, in July 2003, the U.S. Coast Guard issued regulations requiring the implementation of certainsecurity requirements aboard vessels operating in waters subject to the jurisdiction of the United States. Similarly, in December 2002, amendments toSOLAS created a new chapter of the convention dealing specifically with maritime security. The new chapter went into effect on July 1, 2004, and imposesvarious detailed security obligations on vessels and port authorities, most of which are contained in the newly created ISPS Code. Among the variousrequirements are: 64 Øon-board installation of automatic information systems to enhance vessel-to-vessel and vessel-to-shore communications; Øon-board installation of ship security alert systems; Øthe development of vessel security plans; and Øcompliance with flag state security certification requirements. The U.S. Coast Guard regulations, intended to be aligned with international maritime security standards, exempt non-U.S. vessels from MTSA vesselsecurity measures, provided such vessels have on board a valid International Ship Security Certificate that attests to the vessel’s compliance with SOLASsecurity requirements and the ISPS Code. The vessels in our fleet that we operate have on board valid International Ship Security Certificates and, therefore,will comply with the requirements of the MTSA. Other United States’ Regulations The U.S. Coast Guard and Customs and Border Protection, or other local governmental agencies, may enact additional and/or temporary measures,nationally or regionally, in relation to the novel coronavirus (COVID-19). For example, in March 2020, Customs and Border Protection issued temporaryrestrictions on crew leave in the Port of New Orleans, and the U.S. Coast Guard issued a Marine Safety Information Bulletin reminder that notification ofdeaths and illnesses of persons on board a vessel must be reported to the Coast Guard, and mandating immediate notification to the Coast Guard and theCenter for Disease Control and Prevention of such death or illness related to COVID-19. International Laws Governing Civil Liability to Pay Compensation or Damages Although the United States is not a party to the International Convention on Civil Liability for Oil Pollution Damage of 1969, as amended by the 1992Protocol and further amended in 2000, or the CLC (which has been adopted by the IMO and sets out a liability regime in relation to oil pollution damage),many countries are parties and have ratified either the original CLC or its 1992 Protocol. Under the CLC, a vessel’s registered owner is strictly liable forpollution damage caused in the territorial waters or, under the 1992 Protocol, in the exclusive economic zone or equivalent area, of a contracting state bydischarge of persistent oil, subject to certain defenses and subject to the right to limit liability. The original CLC applies to vessels carrying oil as cargo andnot in ballast, whereas the CLC as amended by the 1992 Protocol applies to tanker vessels and combination carriers (i.e., vessels which sometimes carry oilin bulk and sometimes other cargoes) but only when the latter carry oil in bulk as cargo and during any voyage following such carriage (to the extent theyhave oil residues on board). The limits on liability are based on the use of the International Monetary Fund currency unit of Special Drawing Rights, or SDR.The value of the SDR is based on a basket of five major currencies – the U.S. dollar, the Euro, the Chinese renminbi, the Japanese yen, and the Great Britishpound sterling. Under the 2000 amendment to the 1992 Protocol that became effective on November 1, 2003, for vessels between 5,000 and 140,000 grosstons (a unit of measurement for the total enclosed spaces within a vessel), liability is limited to approximately 4.51 million SDR plus 631 SDR for eachadditional gross ton over 5,000. For vessels of over 140,000 gross tons, liability is limited to 89.77 million SDR. Under the original CLC, the right to limitliability is forfeited where the incident causing the damage is caused by the owner’s actual fault or privity and under the 1992 Protocol where the relevantincident is caused by the owner’s personal act or omission, committed with the intent to cause such damage, or recklessly and with knowledge that suchdamage would probably result. Vessels trading with states that are parties to these conventions must provide evidence of insurance covering the liability ofthe owner. In jurisdictions where the CLC has not been adopted, various legislative schemes or common law govern, and liability is imposed either on thebasis of fault or in a manner similar to that of the convention. We believe that our protection and indemnity insurance will cover the liability under the regimeadopted by the IMO. The CLC is supplemented by the International Convention on the Establishment of an International Fund for Compensation for Oil Pollution Damage 1971,as amended (or the Fund Convention). The purpose of the Fund Convention was the creation of a supplementary compensation fund (the International OilPollution Compensation Fund, or IOPC Fund) which provides additional compensation to victims of a pollution incident who are unable to obtain adequateor any compensation under the CLC. 65 In 2001, the IMO adopted the International Convention on Civil Liability for Bunker Oil Pollution Damage, or the Bunker Convention, which covers liabilityand compensation for pollution damage caused in the territorial waters or the exclusive economic zone or equivalent area of ratifying states by discharges of“bunker oil.” The Bunker Convention defines “bunker oil” as “any hydrocarbon mineral oil, including lubricating oil, used or intended to be used for theoperation or propulsion of the ship, and any residues of such oil.” The Bunker Convention imposes strict liability (subject to certain defenses) on theshipowner (which term includes the registered owner, bareboat charterer, manager and operator of the vessel). It also requires registered owners of vesselsover a certain size to maintain insurance for pollution damage in an amount equal to the limits of liability under the applicable national or internationallimitation regime (but not exceeding the amount calculated in accordance with the Convention on Limitation of Liability for Maritime Claims of 1976, asamended by the 1996 Protocol to it, or the 1976 Convention). The Bunker Convention entered into force in November 2008. In other jurisdictions, liabilityfor spills or releases of oil from vessels’ bunkers continues to be determined by the national or other domestic laws in the jurisdiction where the events ordamages occur. The IMO’s International Convention on Liability and Compensation for Damage in Connection with the Carriage of Hazardous and Noxious Substances bySea 1996, as superseded by the 2010 Protocol, or the HNS Convention, sets out a liability regime for loss or damage caused by hazardous or noxioussubstances carried on board a vessel. These substances are listed in the convention itself or defined by reference to lists of substances included in variousIMO conventions and codes. The HNS Convention covers loss or damage by contamination to the environment, costs of preventive measures and furtherdamage caused by such measures, loss or damage to property outside the ship and loss of life or personal injury caused by such substances on board oroutside the ship. It imposes strict liability (subject to certain defenses) on the registered owner of the vessel and provides for limitation of liability andcompulsory insurance. The owner’s right to limit liability is lost if it is proved that the damage resulted from the owner’s personal act or omission, committedwith the intent to cause such damage, or recklessly and with knowledge that such damage would probably result. The HNS Convention has not entered intoforce yet. Outside the United States, national laws generally provide for the owner to bear strict liability for pollution, subject to a right to limit liability underapplicable national or international regimes for limitation of liability. The most widely applicable international regime limiting maritime pollution liability isthe 1976 Convention. However, claims for oil pollution damage within the meaning of the CLC or any Protocol or amendment to it are expressly exceptedfrom the limitation regime set out in the 1976 Convention. Rights to limit liability under the 1976 Convention are forfeited where it is proved that the lossresulted from the shipowner’s personal act or omissions, committed with the intent to cause such loss, or recklessly and with knowledge that such loss wouldprobably result. Some states have ratified the 1996 Protocol to the 1976 Convention, which provides for liability limits substantially higher than those setforth in the original 1976 Convention to apply in such states. Finally, some jurisdictions are not a party to either the 1976 Convention or the 1996 Protocol,and some are parties to other earlier limitation of liability conventions and, therefore, shipowners’ rights to limit liability for maritime pollution in suchjurisdictions may be different or uncertain. The Maritime Labour Convention The International Labour Organization’s Maritime Labour Convention was adopted in 2006 (“MLC 2006”). The basic aims of the MLC 2006 are to ensurecomprehensive worldwide protection of the rights of seafarers and to establish a level playing field for countries and ship owners committed to providingdecent working and living conditions for seafarers, protecting them from unfair competition on the part of substandard ships. The Convention was ratified onAugust 20, 2012, and all our vessels have been certified, as required. The MLC 2006 requirements have not had a material effect on our operations. C. Organizational Structure Globus Maritime Limited is a holding company. As of the date of this annual report, Globus wholly owns eight operational subsidiaries, seven of which areMarshall Islands corporations and one of which is incorporated in Malta. Six of our operational subsidiaries each own one vessel, and one of our operationalsubsidiaries is our Manager and does not own a vessel, and our Manager provides the technical and day-to-day commercial management of our fleet.Another of our subsidiaries has entered into an agreement to acquire a 2011-built Kamsarmax vessel, which is subject to customary closing conditions. OurManager previously provided consultancy services to an affiliated ship-management company. Our Manager maintains ship management agreements witheach of our vessel-owning subsidiaries. D. Property, Plants and Equipment In August 2006, our Manager entered into a rental agreement for 350 square meters of office space for our operations within a building owned by CyberonicaS.A., a related party to us. Rental expense was €14,578 per month until December 31, 2015. The rental agreement provided for an annual increase in rent of2% above the rate of inflation as set by the Bank of Greece. The contract ran for nine years and could have been terminated by us with six months’ notice,and terminated at the end of 2015. In 2016 we renewed the rental agreement at a monthly rate of €10,360 ($11,900) with a lease period ending January 2,2025. We do not presently own any real estate. As of December 31, 2020, we owed Cyberonica approximately $76,000 of back rent. 66 For information about our vessels and how we account for them, see “Item 5. Operating and Financial Review and Prospects. A. Operating Results – Resultsof Operations – Critical Accounting Policies – Impairment of Long-Lived Assets.” Other than our vessels, we do not have any material property. Five of ourvessels are subject to priority mortgages, which secure our obligations under a credit facility. For further details regarding our loan agreements and credit facilities, please see “Item 5. Operating and Financial Review and Prospects — B. Liquidity andCapital Resources — Indebtedness.” We have no manufacturing capacity, nor do we produce any products. We believe that our existing facilities are adequate to meet our needs for the foreseeable future. Item 4A. Unresolved Staff Comments None. Item 5. Operating and Financial Review and Prospects The following discussion should be read in conjunction with our consolidated financial statements and the accompanying notes thereto included elsewhere inthis annual report on Form 20-F. We believe that the following discussion contains forward-looking statements that involve risks and uncertainties. Actualresults or plan of operations could differ materially from those anticipated by forward-looking information due to factors discussed under “Item 3.D. RiskFactors” and elsewhere in this annual report on Form 20-F. Please see the section “Cautionary Note Regarding Forward-Looking Statements” at thebeginning of this annual report on Form 20-F. A. Operating Results Overview We are an integrated dry bulk shipping company, which began operations in September 2006, providing marine transportation services on a worldwide basis.We own, operate and manage a fleet of dry bulk vessels that transport iron ore, coal, grain, steel products, cement, alumina and other dry bulk cargoesinternationally. Following the conclusion of our initial public offering on June 1, 2007, our common shares were listed on the AIM under the ticker“GLBS.L.” On July 29, 2010, we effected a 1-4 reverse stock split, with our issued share capital resulting in 7,240,852 common shares of $0.004 each. OnNovember 24, 2010, we redomiciled into the Marshall Islands pursuant to the BCA and a resale registration statement for our common shares was declaredeffective by the SEC. Once the resale registration statement was declared effective by the SEC, our common shares began trading on the Nasdaq GlobalMarket under the ticker “GLBS.” We delisted our common shares from the AIM on November 26, 2010. On June 30, 2011, we completed a follow-on public offering in the United States under the Securities Act, of 2,750,000 common shares at a price of $8.00per share, the net proceeds of which amounted to approximately $20 million. (These figures do not reflect the 1-4 reverse stock split which occurred inOctober 2016, the 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split occurred in October 2020.) As of December 31, 2010, our fleet consisted of five dry bulk vessels (three Supramaxes, one Panamax and one Kamsarmax) with an aggregate carryingcapacity of 319,664 dwt. In March 2011, we purchased from an unaffiliated third party a 2007-built Supramax vessel for $30.3 million. The vessel wasdelivered in September 2011 and was named Sun Globe. In May 2011, we purchased from an unaffiliated third party a 2005-built Panamax vessel for $31.4million. The vessel was delivered in June 2011 and was named Moon Globe. In July 2015, we sold m/v Tiara Globe, a 1998-built Panamax. 67 In March 2016, we reached a settlement agreement with Commerzbank relating to the loan agreement between Kelty Marine Ltd. and Commerzbank.Commerzbank agreed to settle the outstanding indebtedness of $15.65 million in return for the sale of the shares of Kelty Marine Ltd. for $6.86 million plusoverdue interest of $40,708, to an unrelated third party. On April 11, 2016 our common shares began trading on the Nasdaq Capital Market and ceased trading on the Nasdaq Global Market, without a change in ourticker. On October 20, 2016, we effected a 1-4 reverse stock split which reduced the number of outstanding common shares from 10,510,741 to 2,627,674 shares(adjustments were made based on fractional shares). (These figures do not reflect the 1-10 reverse stock split which occurred in October 2018 or the 1-100reverse stock split occurred in October 2020.) In July 2016, we redeemed the remaining 2,567 of our Series A Preferred Shares that were issued and outstanding. We conducted a private placement on February 8, 2017, in which we issued, for gross proceeds of $5 million, an aggregate of 5 million common shares andwarrants to purchase 25 million common shares at a price of $1.60 per share (subject to adjustment; these figures do not reflect a 1-10 reverse stock splitwhich occurred in October 2018), in a private placement to a group of private investors. The Company has used the proceeds from the sale of common sharesand warrants for general corporate purposes and working capital including repayment of debt. In connection with the February 2017 private placement, weterminated an aggregate of $20 million of the outstanding principal and interest of the Firment Credit Facility and the Silaner Credit Facility in exchange forissuing 20 million shares and warrants exercisable for 7,380,017 common shares at a price of $1.60 per share (subject to adjustment; these figures do notreflect a 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split occurred in October 2020) to nominees of the lenders. Ineach instance, the outstanding amounts were paid in their entirety subsequent to the close of the February 2017 private placement, but the Facilities remainedavailable to the Company. Both lenders are related parties to the Company. On October 19, 2017, we entered into a Share and Warrant Purchase Agreement pursuant to which we sold for $2.5 million an aggregate of 2.5 million of ourcommon shares and a warrant to purchase 12.5 million of our common shares at a price of $1.60 per share (subject to adjustment; these figures do not reflecta 1-10 reverse stock split which occurred in October 2018 or the 1-100 reverse stock split occurred in October 2020) to an investor in a private placement. On October 15, 2018, we effected a 1-10 reverse stock split which reduced the number of outstanding common shares from 32,065,077 to 3,206,495 shares(adjustments were made based on fractional shares). (These figures do not reflect the 1-100 reverse stock split occurred in October 2020.) In November 2018, we entered into a credit facility for up to $15 million with Firment Shipping Inc., a related party to us, for the purpose of financing ourgeneral working capital needs, which facility was amended and restated on May 8, 2020. The Firment Shipping Credit Facility is unsecured and remainsavailable until its final maturity date at October 31, 2021, as amended. We have the right to drawdown any amount up to $15 million (with $14.2 millionremaining) or prepay any amount in multiples of $100,000. Any prepaid amount cannot be re-borrowed. Interest on drawn and outstanding amounts ischarged at 3.5% per annum until December 31, 2020, and thereafter at 7% per annum. No commitment fee is charged on the amounts remaining availableand undrawn. Interest is payable the last day of a period of three months after the drawdown date, after this period in case of failure to pay any sum due adefault interest of 2% per annum above the regular interest is charged. We have also the right, in our sole option, to convert in whole or in part theoutstanding unpaid principal amount and accrued but unpaid interest under this Agreement into common shares. The conversion price shall equal the higherof (i) the average of the daily dollar volume-weighted average sale price for the common stock on the Principal Market on any trading day during the periodbeginning at 9.30 a.m. New York City time and ending at 4.00 p.m. over the Pricing Period multiplied by 80%, where the “Pricing Period” equals the tenconsecutive trading days immediately preceding the date on which the conversion notice was executed or (ii) $280.00. The outstanding amount under theFirment Shipping Credit Facility was fully repaid on July 27, 2020. The available amount to be drawn under this Facility is $14.2 million as of the date ofthis annual report. On April 23, 2019, the Company converted the outstanding principal amount of $3.1 million plus the accrued interest of approximately $0.1 million with aconversion price of $2.80 per share and issued 1,132,191 new common shares on behalf of Firment Shipping Inc. in accordance with the provisions of theFirment Shipping Credit Facility. This conversion resulted in a gain of approximately $0.1 million. As of December 31, 2019, there was an amount of $11.1million available to be drawn under the Firment Shipping Credit Facility. (These figures do not reflect the 1-100 reverse stock split occurred in October2020.) As of December 31, 2020, $14.2 million was available to be drawn under the Firment Shipping Credit Facility. 68 In December 2018, through our wholly owned subsidiaries, Artful Shipholding S.A. (“Artful”) and Longevity Maritime Limited (“Longevity”), we enteredinto a loan agreement with Macquarie Bank International Limited, which we refer to as our Macquarie Loan Agreement, for an amount up to $13.5 millionand used funds borrowed thereunder to refinance part of the repayment of the then existing loan agreement with DVB, which we refer to as the DVB LoanAgreement, for the m/v Moon Globe and m/v Sun Globe. Globus guaranteed this loan. On March 13, 2019, the Company signed a securities purchase agreement with a private investor and on March 13, 2019 issued, for gross proceeds of $5million, a senior convertible note (the “Convertible Note”) that was convertible into shares of the Company’s common stock, par value $0.004 per share. Ifnot converted or redeemed beforehand pursuant to the terms of the Convertible Note, the Convertible Note was scheduled to mature on March 13, 2020, thefirst anniversary of its issue, but its holder waived the Convertible Note’s maturity until March 13, 2021. The waiver also provided that the floor price bywhich the Convertible Note may be converted adjusts for share splits, share dividends, share combinations, and similar transactions. The Convertible Notewas issued in a transaction exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). On May 8, 2020, the holder of our Convertible Note waived (the “May 8, 2020 Waiver”) its right to participate in (a) public offerings which close beforeAugust 31, 2020, and (b) issuances of shares and other securities (including common shares, Class B common shares, and new or existing series of preferredshares) to directors, officers, their respective affiliates, and to affiliates of the Company. The holder of our Convertible Note also consented to the amendmentand restatement of the Firment Shipping Credit Facility and waived (a) without the Company having admitted fault, certain potential prior technical breachesof the Convertible Note; (b) the holder’s right to require the redemption of the Convertible Note upon a change of control (as such term is used within theConvertible Note), but only if such change of control results from certain underwritten offering or issuances of our securities to directors, officers, theirrespective affiliates, and to affiliates of the Company; (c) temporarily reduced, until August 31, 2020, the amount the noteholder will receive upon aredemption of the Convertible Note at the Company’s option, such that the Convertible Note could have been redeemed at the Company’s option by payingthe greater of (i) the aggregate amounts then outstanding pursuant to the Convertible Note (rather than 120% of such amounts) and (ii) the product of (x) thenumber of shares issuable upon a conversion of the Convertible Note (with respect to the amount being redeemed at the time) multiplied by (y) the greatestclosing sale price of the Company’s common shares on any trading day between the date immediately preceding the first such redemption at the Company’soption and the trading day immediately prior to the final Company payment under the Convertible Note. All of the foregoing was subject to the Company’sredemption of all or part of the Convertible Note in cash with an amount equal to the lesser of (a) the aggregate amounts then outstanding pursuant to theConvertible Note and (b) 25% of the net proceeds of any public offering of its securities that close before August 31, 2020. The outstanding balance of the Convertible Note not previously converted into shares was fully repaid in June 2020. The Convertible Note provided for interest to accrue at 10% annually and paid at maturity, unless the Convertible Note was converted or redeemed pursuantto its terms beforehand. The interest could have been paid in common shares of the Company, if certain conditions described within the Convertible Notewere met. The following summaries of the conversion and redemption provisions of the Convertible Note are qualified in their entirety to the terms of theConvertible Note itself: ·The Convertible Note could have been converted, in whole or in part, into the Company’s common stock at any time by its holder, in which case allprincipal, interest, and other amounts owed pursuant to the Convertible Note would have converted at a price per share which would have differedbased upon the performance of the Company’s stock price. The price per share for conversion purposes was the lowest of (a) the Conversion Priceof $450 and (b) the highest of (i) $100 (the “Floor Price”) and (ii) 87.5% of the average of the high and low bid price from any day chosen by theholder during the ten (10) consecutive trading day period ending on and including the trading day immediately prior to the applicable conversiondate (the “Alternate Conversion Price”) regardless of the subsequent stock price. The Floor Price adjusted for share splits, share dividends, sharecombinations, and similar transactions. ·The Convertible Note could have been redeemed, in whole or in part, by request of its holder upon: Oan Event of Default (as defined within the Convertible Note), in exchange for the higher of (a) 120% of all amounts owed under theConvertible Note, and (b) the value of the stock to which the Convertible Note could be converted (as calculated within Section 4(b) of theConvertible Note); oa Change in Control (as defined within the Convertible Note) of the Company, in exchange for the higher of (a) 120% of all amounts owedunder the Convertible Note and (b) the value of the stock to which the Convertible Note could have been converted (as calculated withinSection 5(c) of the Convertible Note), unless such Change in Control occurred as described in the May 8, 2020 Waiver described above; or Oany time after an uninterrupted ten Trading Day period in which the common shares traded below the Floor Price, in exchange for 100% ofall amounts owed under the Convertible Note. 69 ·The Convertible Note could have been redeemed, in whole or in part, at any time by the Company. If we elected to redeem the Convertible Note,and such redemption did not occur as set forth within the May 8, 2020 Waiver, we would have been obligated to pay the holder the greater of (a)120% of all amounts owed under the Convertible Note and (b) the value of the stock to which the Convertible Note could be converted (ascalculated within Section 8(a) of the Convertible Note). If we elected to redeem the Convertible Note, we (as a procedural matter) would have firstprovided the holder notice, which could have allowed the holder to convert prior to payment by us of the redemption amount. ·If any portion of the Convertible Note was not redeemed or converted prior to its maturity date, on the maturity date, we would have been requiredto pay all outstanding principal in cash and may have elected whether to pay the interest (and any other amounts owed) in cash or shares of ourcommon stock. If interest was paid in common stock, the Alternate Conversion Price per share would have applied. The Convertible Note also forbade us from undertaking certain major transactions (referred to within the Convertible Note as “Fundamental Transactions” ora “Change of Control”) if we do not either (a) redeem the note at 120% of all amounts owed under the Convertible Note beforehand or (b) we or oursuccessor does not reaffirm its obligations under the Convertible Note. The Convertible Note included anti-dilution protections to its holder. The Convertible Note initially contained a Floor Price of $225 and allowed theCompany, with the holder’s consent, to reduce the Floor Price or the then current conversion price, as to any amount and for any period of time deemedappropriate by the Company’s board of directors, but to a price no less than $1.00 per share, which subsequently was so reduced to $100. Although it wasoriginally agreed that the floor price would not adjust upon share splits, share dividends, share combinations, and similar transactions, we and the holdersubsequently agreed that the floor price would adjust proportionately under these circumstances. Under the terms of the Convertible Note, the Company could not have issued shares to the extent such issuance would cause the Holder, together with itsaffiliates and attribution parties, to beneficially own a number of common shares which would exceed 4.99% (which may be increased upon no less than 61days’ notice, but not to exceed 9.99%) of our then outstanding common shares immediately following such issuance, excluding for purposes of suchdetermination common shares issuable upon subsequent conversion of principal or interest on the Convertible Note. This provision did not limit a Holderfrom acquiring up to 4.99% of our common shares, selling all of their common shares, and immediately thereafter re-acquiring up to 4.99% of our commonshares. The Convertible Note further entitled its holder to any options, convertible securities or rights to purchase shares, warrants, securities or otherproperty if the Company should issue such pro rata to all or substantially all of the record holders of any class of common shares, in each instance as thoughthe Convertible Note had converted in full at the Alternate Conversion Price and as though the aforementioned limitation on conversion and issuance did notexist. The Company also signed a registration rights agreement with the private investor pursuant to which we agreed to register for resale the shares that could beissued pursuant to the Convertible Note, and subsequently filed a registration statement registering the resale of the maximum number of common sharesissuable pursuant to the Convertible Note, including payment of interest on the notes through its maturity date, determined as if the Convertible Note(including interest) was converted in full at the lowest price at which the note may convert pursuant to its terms. The registration rights agreement containedliquidated damages if we were unable to register for resale the shares into which the convertible note may convert, and maintain such registration. On June 22, 2020, we completed a public offering of 34,285,714 units of the Company. Each unit consisted of one common share and one Class A Warrantto purchase one common share (a “Class A Warrant”), for $35 per unit. At the time of the closing, the underwriters exercised and closed a part of their over-allotment option, and purchased an additional 5,139,286 common shares and Class A Warrants to purchase 5,139,286 common shares. Upon the 1-100reverse split which occurred in October 2020, the number of outstanding warrants was not adjusted, but the number of shares issuable upon exercise thereofand the price per share was proportionately adjusted to reflect the split. The figures above do not reflect the split. 70 The exercise price of the Class A Warrants is $35 per whole share at any time after their original issuance up to the date that is five years after their originalissuance. If a registration statement registering the issuance of the common shares underlying the warrants under the Securities Act is not effective oravailable, the holder may, in its sole discretion, elect to exercise the warrant through a cashless exercise, in which case the holder would receive upon suchexercise the net number of common shares determined according to the formula set forth in the warrant. We may be required to pay certain amounts asliquidated damages as specified in the warrants in the event it does not deliver common shares upon exercise of the warrants within the time periodsspecified in the warrants. On June 30, 2020, we issued 458,500 of our common shares in a registered direct offering and 458,500 of our June PP Warrants in a concurrent privateplacement for a purchase price of $27 per common share and June PP Warrant. The exercise price of each June PP Warrant was originally $30 per share, butin July 2020 was reduced to $18 per share. On July 21, 2020, we issued 833,333 of our common shares in a registered direct offering and 833,333 of our July PP Warrants to purchase common sharesin a concurrent private placement for a purchase price of $18 per common share and July PP Warrant. The exercise price of each July PP Warrant is $18 pershare. On December 9, 2020, we issued (a) 1,256,765 common shares, (b) pre-funded warrants to purchase 155,000 common shares, and (c) warrants (the“December 2020 Warrants”) to purchase 1,270,587 common shares. The pre-funded warrants have all been exercised. No December 2020 Warrants havebeen exercised as of the date hereof, and may be exercised at any time prior to 5:00 PM New York time on June 9, 2026. The exercise price of the December2020 Warrants was reduced from $8.50 per share to $6.25 per share on January 29, 2021. On January 29, 2021, we issued (a) 2,155,000 common shares, (b) pre-funded warrants to purchase 445,000 common shares, and (c) warrants (the “January2021 Warrants”) to purchase 1,950,000 common shares at an exercise price of $6.25 per share, which may be exercised at any time prior to 5:00 PM NewYork time on July 29, 2026. The pre-funded warrants were all exercised prior to the date of this annual report. No January 2021 Warrants have beenexercised as of the date hereof. On February 17, 2021, we issued (a) 3,850,000 common shares, (b) pre-funded warrants to purchase 950,000 common shares, and (c) warrants (the“February 2021 Warrants”) to purchase 4,800,000 common shares at an exercise price of $6.25 per share, which may be exercised at any time prior to 5:00PM New York time on August 17, 2026. The pre-funded warrants have all been exercised. No February 2021 Warrants have been exercised as of the datehereof. Each of the June PP Warrants, July PP Warrants, December 2020 Warrants, January 2021 Warrants, and February 2021 Warrants is exercisable for a periodof five and one-half years commencing on the date of issuance. The warrants are exercisable at the option of each holder, in whole or in part by delivering tous a duly executed exercise notice with payment in full in immediately available funds for the number of common shares purchased upon such exercise. If aregistration statement registering the resale of the common shares underlying the private placement warrants under the Securities Act is not effective oravailable at any time after the six month anniversary of the date of issuance of the private placement warrants, the holder may, in its sole discretion, elect toexercise the private placement warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of commonshares determined according to the formula set forth in the warrant. If a registration statement covering the issuance of the shares under the Securities Act isnot effective or available at any time after the issuance of the December 2020 Warrants, January 2021 Warrants, and February 2021 Warrants, the holdermay, in its sole discretion, elect to exercise the such warrants through a cashless exercise, in which case the holder would receive upon such exercise the netnumber of common shares determined according to the formula set forth in the warrant. If we do not issue the shares in a timely fashion, the warrant containscertain liquidated damages provisions. From June 22, 2020 through to date, we issued 5,550 common shares pursuant to exercises of outstanding Class A Warrants. As of the date of this annualreport, no June PP Warrants, July PP Warrants, December 2020 Warrants, January 2021 Warrants, or February 2021 Warrants have been exercised. On October 21, 2020, we effected a 1-100 reverse stock split which reduced the number of shares outstanding from 175,675,651 to 1,756,720 (adjustmentswere made based on fractional shares). Unless otherwise noted, all historical share numbers, per share amounts, including common share, preferred sharesand warrants, have been adjusted to give effect to this reverse split. As of December 31, 2020, our issued and outstanding capital stock consisted of 3,040,123 common shares and 300 Series Preferred Shares. 71 On June 12, 2020, we entered into a stock purchase agreement and issued 50 of our newly-designated Series B preferred shares, par value $0.001 per share,to Goldenmare Limited, a company controlled by our Chief Executive Officer, Athanasios Feidakis, in return for $150,000, which amount was settled byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In July 2020, we issued an additional 250 of our Series B preferred shares to Goldenmare Limited in return for $150,000. The $150,000 was paid byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In addition, weincreased the maximum voting rights under the Series B preferred shares from 49.0% to 49.99%. In March 2021, we issued an additional 10,000 of our Series B preferred shares to Goldenmare Limited in return for $130,000, which was settled byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. Each Series B preferred share entitles the holder thereof to 25,000 votes per share on all matters submitted to a vote of the shareholders of the Company,provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to Series B preferred shares that would result in theaggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant to ownership of Series B preferred shares, common sharesor otherwise) to exceed 49.99% of the total number of votes eligible to be cast on any matter submitted to a vote of shareholders of the Company. To thefullest extent permitted by law, the holders of Series B preferred shares shall have no special voting or consent rights and shall vote together as one class withthe holders of the common shares on all matters put before the shareholders. The Series B preferred shares are not convertible into common shares or anyother security. They are not redeemable and have no dividend rights. Upon any liquidation, dissolution or winding up of the Company, the Series B preferredshares are entitled to receive a payment with priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferredshareholder has no other rights to distributions upon any liquidation, dissolution or winding up of the Company. All issued and outstanding Series Bpreferred shares must be held of record by one holder, and the Series B preferred shares shall not be transferred without the prior approval of our Board ofDirectors. Finally, in the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides the outstandingcommon shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to the number ofoutstanding Series B preferred shares. Each issuance of the Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Board of Directors of theCompany, which (in each instance) received a fairness opinion from an independent financial advisor that the transaction was for a fair value. In March 2021, the Company reached an arrangement with a financial institution for a loan facility of up to $34.25 million bearing interest at LIBOR plus amargin of 3.75% per annum. The arrangement is subject to definite documentation and customary closing conditions. The proceeds of this financing areexpected to be used to repay the outstanding balance of EnTrust Loan Facility and/or for general corporate purposes. However, there can be no assurance thatwe will ultimately agree to definitive documentation and/or that the terms will be what we currently expect to be. We intend to stabilize and then try to grow our fleet through timely and selective acquisitions of modern vessels in a manner that we believe will provide anattractive return on equity and will be accretive to our earnings and cash flow based on anticipated market rates at the time of purchase. There is no guaranteehowever, that we will be able to find suitable vessels to purchase or that such vessels will provide an attractive return on equity or be accretive to ourearnings and cash flow. Our strategy is to generally employ our vessels on a mix of all types of charter contracts, including bareboat charters, time charters and spot charters. Wemay, from time to time, enter into charters with longer durations depending on our assessment of market conditions. We seek to manage our fleet in a manner that allows us to maintain profitability across the shipping cycle and thus maximize returns for our shareholders. Toaccomplish this objective we have historically deployed our vessels primarily on a mix of bareboat and time charters (with terms of between one month andfive years). According to our assessment of market conditions, we have historically adjusted the mix of these charters to take advantage of the relativelystable cash flow and high utilization rates associated with time charters or to profit from attractive spot charter rates during periods of strong charter marketconditions. The average number of vessels in our fleet for the year ended December 31, 2020 was 5.2 and for the years ended December 31, 2019 and 2018 was 5.0. 72 Our operations are managed by our Athens, Greece-based wholly owned subsidiary, Globus Shipmanagement Corp., our Manager, who provides in-housecommercial and technical management services to our vessels and consultancy services to an affiliated ship-management company. Our Manager enters intoa ship management agreement with each of our wholly owned vessel-owning subsidiaries to provide such services and previously entered into a consultancyagreement with an affiliated ship-management company, which agreement terminated. Lack of Historical Operating Data for Vessels Before their Acquisition Consistent with shipping industry practice, we were not and have not been able obtain the historical operating data for the secondhand vessels we purchase,in part because that information is not material to our decision to acquire such vessels, nor do we believe such information would be helpful to potentialinvestors in our common shares in assessing our business or profitability. We purchased our vessels under a standardized agreement commonly used inshipping practice, which, among other things, provides us with the right to inspect the vessel and the vessel’s classification society records. The standardagreement does not provide us the right to inspect, or receive copies of, the historical operating data of the vessel. Accordingly, such information was notavailable to us. Prior to the delivery of a purchased vessel, the seller typically removes from the vessel all records, including past financial records andaccounts related to the vessel. Typically, the technical management agreement between a seller’s technical manager and the seller is automatically terminatedand the vessel’s trading certificates are revoked by its flag state following a change in ownership. In addition, and consistent with shipping industry practice, we treat the acquisition of vessels from unaffiliated third parties as the acquisition of an assetrather than a business. We believe that, under the applicable provisions of Rule 11-01(d) of Regulation S-X under the Securities Act, the acquisition of ourvessels does not constitute the acquisition of a “business” for which historical or pro forma financial information would be provided pursuant to Rules 3-05and 11-01 of Regulation S-X. Although vessels are generally acquired free of charter, we may in the future acquire some vessels with charters. Where a vessel has been under a voyagecharter, the vessel is usually delivered to the buyer free of charter. It is rare in the shipping industry for the last charterer of the vessel in the hands of theseller to continue as the first charterer of the vessel in the hands of the buyer. In most cases, when a vessel is under time charter and the buyer wishes toassume that charter, the vessel cannot be acquired without the charterer’s consent and the buyer entering into a separate direct agreement, called a novationagreement, with the charterer to assume the charter. The purchase of a vessel itself does not transfer the charter because it is a separate service agreementbetween the vessel owner and the charterer. If the Company acquires a vessel subject to a time charter, it amortizes the amount of the component that is attributable to favorable or unfavorable termsrelative to market terms and is included in the cost of that vessel, over the remaining term of the lease. The amortization is included in line “amortization offair value of time charter attached to vessels” in the income statement component of the consolidated statement of comprehensive (loss)/income. If we purchase a vessel and assume or renegotiate a related time charter, we must take the following steps before the vessel will be ready to commenceoperations: Øobtain the charterer’s consent to us as the new owner; Øobtain the charterer’s consent to a new technical manager; Øin some cases, obtain the charterer’s consent to a new flag for the vessel; Øarrange for a new crew for the vessel, and where the vessel is on charter, in some cases, the crew must be approved by the charterer; Øreplace all hired equipment on board, such as gas cylinders and communication equipment; Ønegotiate and enter into new insurance contracts for the vessel through our own insurance brokers; Øregister the vessel under a flag state and perform the related inspections in order to obtain new trading certificates from the flag state; Øimplement a new planned maintenance program for the vessel; and Øensure that the new technical manager obtains new certificates for compliance with the safety and vessel security regulations of the flag state. 73 The following discussion is intended to help you understand how acquisitions of vessels affect our business and results of operations. Our business is comprised of the following main elements: Øemployment and operation of our dry bulk vessels and management of a vessel owned by a third party; and Ømanagement of the financial, general and administrative elements involved in the conduct of our business and ownership of our dry bulkvessels. The employment and operation of our vessels and the vessel we manage require the following main components: Øvessel maintenance and repair; Øcrew selection and training; Øvessel spares and stores supply; Øcontingency response planning; Øonboard safety procedures auditing; Øaccounting; Øvessel insurance arrangement; Øvessel chartering; Øvessel security training and security response plans (ISPS); Øobtaining ISM certification and audit for each vessel within the six months of taking over a vessel; Øvessel hire management; Øvessel surveying; and Øvessel performance monitoring. The management of financial, general and administrative elements involved in the conduct of our business and ownership of our vessels requires thefollowing main components: Ømanagement of our financial resources, including banking relationships, i.e., administration of bank loans and bank accounts; Ømanagement of our accounting system and records and financial reporting; Øadministration of the legal and regulatory requirements affecting our business and assets; and Ømanagement of the relationships with our service providers and customers. 74 The principal factors that affect our profitability, cash flows and shareholders’ return on investment include: Ørates and periods of hire; Ølevels of vessel operating expenses, including repairs and drydocking; Øpurchase and sale of vessels; Ømanagement fees for any third party ships that we manage; Ødepreciation expenses; Øfinancing costs; and Øfluctuations in foreign exchange rates. Revenue Overview We generate revenues by charging our customers for the use of our vessels to transport their dry bulk commodities. Under a time charter, the charterer paysus a fixed daily charter hire rate and bears all voyage expenses, including the cost of bunkers (fuel oil) and port and canal charges. We remain responsible forpaying the chartered vessel’s operating expenses, including the cost of crewing, insuring, repairing and maintaining the vessel, the costs of spares andconsumable stores, tonnage taxes and other miscellaneous expenses. Under a bareboat charter, the charterer pays us a fixed daily charter hire rate and bearsall voyage expenses, as well as the vessel’s operating expenses. Spot charters can be spot voyage charters or spot time charters. Spot voyage charters involve the carriage of a specific amount and type of cargo on a load-port to discharge-port basis, subject to various cargo handling terms, and the vessel owner is paid on a per-ton basis. Under a spot voyage charter, the vesselowner is responsible for the payment of all expenses including capital costs, voyage expenses, such as port, canal and bunker costs. A spot time charter is acontract to charter a vessel for an agreed period of time at a set daily rate. Under spot time charters, the charterer pays the voyage expenses. Voyage revenues and management & consulting fee income Our voyage revenues are driven primarily by the number of vessels in our fleet, the number of days during which our vessels operate and the amount of dailyhire rates that our vessels earn under charters or on the spot market, which, in turn, are affected by a number of factors, including: Øthe duration of our charters; Øthe number of days our vessels are hired to operate on the spot market; Øour decisions relating to vessel acquisitions and disposals; Øthe amount of time that we spend positioning our vessels for employment; Øthe amount of time that our vessels spend in drydocking undergoing repairs; Ømaintenance and upgrade work; Øthe age, condition and specifications of our vessels; Ølevels of supply and demand in the dry bulk shipping industry; and Øother factors affecting spot market charter rates for dry bulk vessels. In 2020, our voyage revenues decreased when compared to 2019, mainly due to lower daily time charter and spot rates earned on average from our vesselson a year over year basis. Our voyage revenues in 2019 and 2018 decreased compared to their respective prior year mainly due to lower daily time charterand spot rates earned on average from our vessels on a year over year basis. 75 Employment of our Vessels As of the date of this annual report on Form 20-F, we employed our vessels as follows: Øm/v Star Globe – on a time charter that began in January 2021 and is expected to expire in May 2021, at a gross rate of $10,000 per day. Øm/v Sky Globe – on a time charter that began in March 2021 and is expected to expire in June 2021, at a gross rate of $15,500 per day. Øm/v Moon Globe – on a time charter that began in January 2021 and is expected to expire in April 2021, at a gross rate of $10,000 per day. Øm/v Sun Globe – on a time charter that began in February 2021 and is expected to expire in May 2021, at a gross rate of $11,850 per day. Øm/v Galaxy Globe – on a time charter that began in November 2020 and is expected to expire in August 2021, at a gross rate of $11,100 per day. M/v River Globe was in drydocking as of the date of this annual report on Form 20-F and not employed. Our charter agreements subject us to counterparty risk. In depressed market conditions, charterers may seek to renegotiate the terms of their existing charterparties or avoid their obligations under those contracts. Should counterparties to one or more of our charters fail to honor their obligations under theiragreements with us, we could sustain significant losses which could have a material adverse effect on our business, financial condition, results of operations,cash flows and ability to pay dividends. One of our wholly-owned subsidiaries is also under contract with an unaffiliated third party to purchase a 2011-built Kamsarmax vessel built by theUniversal Shipbuilding Corporation, Japan. The agreement is subject to customary closing conditions. Voyage Expenses We charter our vessels primarily through time charters under which the charterer is responsible for most voyage expenses, such as the cost of bunkers (fueloil), port expenses, agents’ fees, canal dues, extra war risks insurance and any other expenses related to the cargo. Whenever we employ our vessels on a voyage basis (such as trips for the purpose of geographically repositioning a vessel or trip(s) after the end of one timecharter and up to the beginning of the next time charter), we incur voyage expenses that include port expenses and canal charges and bunker (fuel oil)expenses. If we charter our vessels on bareboat charters, the charterer will pay for most of the voyage expenses and operating expenses. As is common in the shipping industry, we have historically paid commissions ranging from 1.25% to 2.50% of the total daily charter hire rate of eachcharter to unaffiliated ship brokers and in-house brokers associated with the charterers, depending on the number of brokers involved with arranging thecharter. For the year ended December 31, 2020, commissions amounted to $0.2 million. For the year ended December 31, 2019, commissions amounted to $0.2million and for the year ended December 31, 2018, commissions amounted to $0.3 million. We believe that the amounts and the structures of our commissions are consistent with industry practices. These commissions are directly related to our revenues. We therefore expect that the amount of total commissions will increase if the size of our fleet growsas a result of additional vessel acquisitions and employment of those vessels or if charter rates increase. 76 Vessel Operating Expenses Vessel operating expenses include costs for crewing, insurance, repairs and maintenance, lubricants, spare parts and consumable stores, statutory andclassification tonnage taxes and other miscellaneous expenses. We calculate daily vessel operating expenses by dividing vessel operating expenses byownership days for the relevant time period excluding bareboat charter days. Our vessel operating expenses have historically fluctuated as a result of changes in the size of our fleet. In addition, a portion of our vessel operatingexpenses is in currencies other than the U.S. dollar, such as costs related to repairs, spare parts and consumables. These expenses may increase or decrease asa result of fluctuation of the U.S. dollar against these currencies. We expect that crewing costs will increase in the future due to the shortage in the supply of qualified sea-going personnel. In addition, we expect thatmaintenance costs will increase as our vessels age. Other factors that may affect the shipping industry in general, such as the cost of insurance, may alsocause our expenses to increase. To the extent that we purchase additional vessels, we expect our vessel operating expenses to increase accordingly. Depreciation The cost of each of the Company’s vessels is depreciated on a straight-line basis over each vessel’s remaining useful economic life, after considering theestimated residual value of each vessel, beginning when the vessel is ready for its intended use. Management estimates that the useful life of new vessels is25 years, which is consistent with industry practice. The residual value of a vessel is the product of its lightweight tonnage and estimated scrap value perlightweight ton. The residual values and useful lives are reviewed at each reporting date and adjusted prospectively, if appropriate. During the first quarter of2018, the Company adjusted the scrap rate from $250/ton to $300/ton due to the increased scrap rates worldwide. This resulted to a decrease ofapproximately $178,000 of the depreciation charge included in the consolidated statement of comprehensive loss for 2018. For the years 2020 and 2019, wemaintained the scrap rate at the same level of $300/ton. We do not expect these assumptions to change significantly in the near future. We expect that these charges will increase if we acquire additional vessels. Depreciation of Drydocking Costs Approximately every 2.5 years, our vessels are required to be taken out of service and removed from water (known as “drydocking”) for major repairs andmaintenance that cannot be performed while the vessels are operating. The costs associated with the drydockings are capitalized and depreciated on astraight-line basis over the period between drydockings, to a maximum of 2.5 years. At the date of acquisition of a vessel, we estimate the component of thecost that corresponds to the economic benefit to be derived until the first scheduled drydocking of the vessel under our ownership and this component isdepreciated on a straight-line basis over the remaining period through the estimated drydocking date. We expect that drydocking costs will increase as ourvessels age and if we acquire additional vessels. Amortization of Fair Value of Time Charter Attached to Vessels If the Company acquires a vessel subject to a time charter, it amortizes the amount of the component that is attributable to favorable or unfavorable termsrelative to market terms and is included in the cost of that vessel, over the remaining term of the lease. The amortization is included in line “amortization offair value of time charter attached to vessels” in the income statement component of the consolidated statement of comprehensive (loss)/income. Administrative Expenses Our administrative expenses include payroll expenses, traveling, promotional and other expenses associated with us being a public company, which includethe preparation of disclosure documents, legal and accounting costs, director and officer liability insurance costs and costs related to compliance. We expectthat our administrative expenses will increase as we enlarge our fleet. 77 Administrative Expenses Payable to Related Parties Our administrative expenses payable to related parties include cash remuneration of our executive officers and directors. Share Based Payments We operate an equity-settled, share based compensation plan. The value of the service received in exchange of the grant of shares is recognized as anexpense. The total amount to be expensed over the vesting period, if any, is determined by reference to the fair value of the share awards at the grant date.The relevant expense is recognized in the income statement component of the consolidated statement of comprehensive (loss)/income, with a correspondingimpact in equity. Impairment Loss We assess at each reporting date whether there is an indication that a vessel that we own may be impaired. The vessel’s recoverable amount is estimatedwhen events or changes in circumstances indicate the carrying value may not be recoverable. If such indication exists and where the carrying value exceedsthe estimated recoverable amounts, the vessel is written down to its recoverable amount. The recoverable amount is the greater of fair value less costs to selland value-in-use. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a discount rate that reflects currentmarket assessments of the time value of money and the risks specific to the vessel. Impairment losses are recognized in the consolidated statement ofcomprehensive (loss)/income. A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine theasset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverableamount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss beenrecognized for the asset in prior years. Such reversal is recognized in the consolidated statement of comprehensive (loss)/income. After such a reversal, thedepreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over itsremaining useful life. As of March 31, 2020 and 2019, the Company concluded that the recoverable amounts of the vessels were lower than their carryingamounts and recognized an impairment loss of approximately $4.6 and $29.9 million, respectively. Gain/ (Loss) on Sale of Vessels Gain or loss on the sale of vessels is the residual value remaining after deducting from the vessels’ sale proceeds, the carrying value of the vessels at therespective date of delivery to their new owners and the total expenses associated with the sale. Other (Expenses)/ Income, Net We include other operating expenses or income that is not classified otherwise. It mainly consists of provisions for insurance claims deductibles and refundsfrom insurance claims. Interest Income from Bank Balances & Bank Deposits We earn interest on the funds we have deposited with certain banks as well as from short-term certificates of deposit. Interest Expense and Finance Costs We incur interest expense and financing costs in connection with the indebtedness under our credit arrangements. We also incurred financing costs inconnection with establishing those arrangements, which is included in our finance costs and amortization and write-off of deferred finance charges. As ofDecember 31, 2020, 2019 and 2018, we had $37 million, $41.1 million and $37.9 million of indebtedness outstanding under our then existing creditarrangements, respectively. We incurred interest expense and financing costs relating to our outstanding debt as well as our available but undrawn creditfacilities, if any. We will incur additional interest expense in the future on our outstanding borrowings and under future borrowings to finance futureacquisitions. Please see “Item 5.B. Liquidity and Capital Resources—Indebtedness” for further information. 78 Gain/ (Loss) on Sale of Subsidiary Gain or loss on disposal of subsidiary is the difference between (a) the carrying amount of the net assets and (b) the proceeds of sale. Gain/ (Loss) on Derivative Financial Instruments Derivative financial instruments, including embedded derivative financial instruments, are initially recognized at fair value on the date a derivative contractis entered into and are subsequently remeasured at fair value. Changes in the fair value of these derivative instruments are recognized immediately in theincome statement component of the consolidated statement of comprehensive (loss)/income. Foreign Exchange Gains/ (Losses), Net We generate substantially all of our revenues from the trading of our vessels in U.S. dollars but incur a portion of our expenses in currencies other than theU.S. dollar. We convert U.S. dollars into foreign currencies to pay for our non-U.S. dollar expenses, which we then hold on deposit until the date of eachtransaction. Fluctuations in foreign exchange rates create foreign exchange gains or losses when we mark-to-market these non-U.S. dollar deposits. Becausea portion of our expenses is payable in currencies other than the U.S. dollar, our expenses may from time to time increase relative to our revenues as a resultof fluctuations in exchange rates, which could affect the amount of net income that we report in future periods. Factors Affecting Our Results of Operations We believe that the important measures for analyzing trends in our results of operations consist of the following: ØOwnership days. We define ownership days as the aggregate number of days in a period during which each vessel in our fleet has been owned byus. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses thatwe record during a period. ØAvailable days. We define available days as the number of our ownership days less the aggregate number of days that our vessels are off-hire due toscheduled repairs or repairs under guarantee, vessel upgrades or special surveys. The shipping industry uses available days to measure the numberof days in a period during which vessels should be capable of generating revenues. ØOperating days. Operating days are the number of available days in a period less the aggregate number of days that the vessels are off-hire due toany reason, including unforeseen circumstances but excluding days during which vessels are seeking employment. The shipping industry usesoperating days to measure the aggregate number of days in a period during which vessels generate revenues. ØFleet utilization. We calculate fleet utilization by dividing the number of our operating days during a period by the number of our available daysduring the period. The shipping industry uses fleet utilization to measure a company’s efficiency in finding suitable employment for its vessels andminimizing the amount of days that its vessels are off-hire for reasons other than scheduled repairs or repairs under guarantee, vessel upgrades andspecial surveys. ØAverage number of vessels. We measure average number of vessels by the sum of the number of days each vessel was part of our fleet during arelevant period divided by the number of calendar days in such period. ØTCE rates. We define TCE rates as our revenue less net revenue from our bareboat charters less voyage expenses during a period divided by thenumber of our available days during the period excluding bareboat charter days, which is consistent with industry standards. TCE is a non-GAAPmeasure. TCE rate is a standard shipping industry performance measure used primarily to compare daily earnings generated by vessels on timecharters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally notexpressed in per day amounts while charter hire rates for vessels on time charters generally are expressed in such amounts. 79 The following table reflects our ownership days, available days, operating days, average number of vessels and fleet utilization for the periods indicated. Year Ended December 31, 2020 2019 2018 2017 2016 Ownership days 1,894 1,825 1,825 1,825 1,908 Available days 1,778 1,788 1,755 1,787 1,885 Operating days 1,733 1,756 1,723 1,745 1,830 Bareboat charter days - - - - - Fleet utilization 97.5% 98.2% 98.2% 97.6% 97.1%Average number of vessels 5.2 5.0 5.0 5.0 5.2 Daily time charter equivalent (TCE) rate* $5,210 $7,564 $9,213 $6,993 $3,962 *Amounts subject to rounding. We utilize TCE because we believe it is a meaningful measure to compare period-to-period changes in our performance despite changes in the mix of chartertypes (i.e., voyage charters, spot charters and time charters) under which our vessels may be employed between the periods. Our management also utilizesTCE to assist them in making decisions regarding employment of our vessels. We believe that our method of calculating TCE is consistent with industrystandards and is determined by dividing revenue after deducting voyage expenses, and net revenue from our bareboat charters, by available days for therelevant period excluding bareboat charter days. Voyage expenses primarily consist of brokerage commissions and port, canal and fuel costs that are uniqueto a particular voyage, which would otherwise be paid by the charter under a time charter contract. The following table reflects the Voyage Revenues to Daily Time Charter Equivalent (“TCE”) Reconciliation for the periods presented. Year Ended December 31, (Expressed in Thousands of U.S. Dollars, except number of days and daily TCE rates) 2020 2019 2018 2017 2016 Voyage revenues 11,753 15,623 17,354 13,852 8,423 Less: Voyage expenses 2,490 2,098 1,188 1,352 954 Net revenue 9,263 13,525 16,166 12,500 7,469 Available days 1,778 1,788 1,755 1,787 1,885 Daily TCE rate* 5,210 7,564 9,213 6,993 3,962 *Amounts subject to rounding. Results of Operations The following is a discussion of our operating results for the year ended December 31, 2020 compared to the year ended December 31, 2019 and for the yearended December 31, 2019 compared to the year ended December 31, 2018. Variances are calculated on the numbers presented in the discussion overoperating results. Year ended December 31, 2020 compared to the year ended December 31, 2019 As of December 31, 2020 and 2019, our fleet consisted of six (four Supramaxes, one Kamsarmax and one Panamax) with an aggregate carrying capacity of381,738 dwt and five dry bulk vessels (four Supramaxes and one Panamax) with an aggregate carrying capacity of 300,571 dwt, respectively. During theyears ended December 31, 2020 and 2019 we had an average of 5.2 and 5.0 dry bulk vessels in our fleet, respectively. During the year ended December 31, 2020, we had an operating loss of $11.4 million, while during the year ended December 31, 2019, we had an operatingloss of $33.6 million. 80 Voyage revenues. Voyage revenues decreased by $3.8 million, or 24%, to $11.8 million in 2020, compared to $15.6 million in 2019. The decrease isprimarily attributable to a decrease in average TCE rates. In 2020, we had total operating days of 1,733 and fleet utilization of 97.5%, compared to 1,756operating days and a fleet utilization of 98.2% in 2019. The foregoing fleet utilization percentage are based upon the available days of each vessel, being thenumber of our ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairs under guarantee, vesselupgrades or special surveys. We also had 1,894 and 1,825 ownership days in 2020 and 2019, respectively. Voyage expenses. Voyage expenses increased by $0.4 million, or 19%, to $2.5 million in 2020, compared to $2.1 million in 2019. This increase is attributedto the more expensive low sulphur fuel we needed to procure for our vessels in order to comply with the IMO’s low sulphur fuel oil requirement, which cutssulphur levels from 3.5% to 0.5% and became effective as of January 1, 2020. Another factor that contributed to the increase was the considerably longerperiods that our vessels were travelling seeking employment due to the decrease of demand, which is attributed to the outbreak of COVID-19 virus. Vessel operating expenses. Vessel operating expenses decreased by $0.3 million, or 3%, to $8.6 million in 2020, compared to $8.9 million in 2019. Thebreakdown of our operating expenses for the year 2020 was as follows: Crew expenses 57%Repairs and spares 18%Insurance 8%Stores 9%Lubricants 5%Other 3% The decrease is mainly attributed to the decrease of the daily operating expenses of the vessels. Daily vessel operating expenses were $4,531 in 2020compared to $4,867 in 2019, representing a decrease of 7%. The decrease is partly attributed to the decrease of crew traveling expenses as due to COVID-19there are restrictions on travelling in many jurisdictions and it is increasingly hard, if not restrictive, for our crews to be relieved by new crew members. Depreciation. Depreciation charge during the year ended December 31, 2020 reached $2.4 million compared to $4.7 million during 2019. This is mainlyattributed to the impairment loss of $4.6 million and $29.9 million we recognized in the first quarter of 2020 and in December 2019, respectively, as therecoverable amounts of the vessels were lower than their respective carrying amounts. Depreciation of dry-docking costs. Depreciation of dry-docking costs decreased by $0.4 million, or 24%, to $1.3 million in 2020, compared to $1.7 million in2019. This is due to the increased cost of dry-dockings that three of our vessels underwent in 2018 and subsequently resulted to a higher depreciation chargein 2019. Administrative expenses. Administrative expenses increased by $0.3 million or 19% to $1.9 million in 2020 from $1.6 million in 2019 mainly due to theincrease of Directors and Officers insurance premium by approximately $93,000 from approximately $77,000 in 2019 to approximately $170,000 in 2020and audit fees by approximately $45,000, from approximately $98,000 in 2019 to approximately $143,000 in 2020. Administrative expenses payable to related parties. Administrative expenses payable to related parties increased by $1.5 million, or 375%, to $1.9 million in2020 compared to $0.4 million in 2019. This is mainly attributed to the agreement in December 2020 to increase the consultancy fees of GoldenmareLimited, an affiliated entity of our CEO, from 200,000 Euro to 400,000 Euro per annum and additionally a one-time cash bonus of $1.5 million to theconsultant pursuant to the consultancy agreement. Share-based payments. Share-based payments for 2020 and 2019 amounted to $40,000. Impairment Loss. During the first quarter of 2020, the Company concluded that the recoverable amounts of the vessels were lower than their respectivecarrying amounts and recognized an impairment loss of $4.6 million. No further impairment was recorded during the remaining quarters of 2020. As ofDecember 31, 2019, the Company concluded that the recoverable amounts of the vessels were lower than their carrying amounts and recognized animpairment loss of $29.9 million. Interest expense and finance costs. Interest expense and finance costs decreased by $0.5 million, or 11%, to $4.2 million in 2020, compared to $4.7 million in2019. This decrease is mainly attributed to the prepayment fees and the write off of unamortized loan fees for the early termination of Macquarie LoanAgreement during 2019. Our weighted average interest rate for 2020 was 9.44% compared to 8.66% during 2019. Total borrowings outstanding as ofDecember 31, 2020 amounted to $37 million compared to $41.1 million as of December 31, 2019. All of our credit and loan facilities are denominated inU.S. dollars. 81 Gain / (Loss) on derivative financial instruments. For the year ended December 31, 2020 the loss on the derivative financial instruments is mainly attributedto the conversions and the repayment of the Convertible Note. Further to the conversion clause included into the Convertible Note during the first half of2020 a total amount of approximately $1.2 million, principal and accrued interest, was converted to common shares with the conversion price of $100 pershare and a total number of approximately 11,677 new shares issued in name of the holder of the Convertible Note. These conversions resulted to a loss ofapproximately $0.3 million recognized in the consolidated statement of comprehensive loss. Furthermore, with the repayment of the Convertible Note onJune 25, 2020, we recognized a loss of $1.3 million in the consolidated statement of comprehensive loss. For the year ended December 31, 2019, the gain onthe derivative financial instruments is mainly attributed to the valuation of the Convertible Note. Year ended December 31, 2019 compared to the year ended December 31, 2018 As of December 31, 2019 and 2018, our fleet consisted of five dry bulk vessels (four Supramaxes and one Panamax) with an aggregate carrying capacity of300,571 dwt. During the years ended December 31, 2019 and 2018 we had an average of 5.0 dry bulk vessels in our fleet. During the year ended December 31, 2019, we had an operating loss of $33.6 million, while during the year ended December 31, 2018, we had an operatingloss of $1.4 million. Voyage revenues. Voyage revenues decreased by $1.8 million, or 10%, to $15.6 million in 2019, compared to $17.4 million in 2018. The decrease isprimarily attributable to a decrease in average TCE rates. In 2019, we had total operating days of 1,756 and fleet utilization of 98.2%, compared to 1,723operating days and a fleet utilization of 98.2% in 2018. The foregoing fleet utilization percentage are based upon the available days of each vessel, being thenumber of our ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairs under guarantee, vesselupgrades or special surveys. We also had 1,825 ownership days both in 2019 and 2018. Voyage expenses. Voyage expenses increased by $0.9 million, or 75%, to $2.1 million in 2019, compared to $1.2 million in 2018. The increase is mainlyattributed to the increase in bunkers expenses. Vessel operating expenses. Vessel operating expenses decreased by $1 million, or 10%, to $8.9 million in 2019, compared to $9.9 million in 2018. Thebreakdown of our operating expenses for the year 2019 was as follows: Crew expenses 53%Repairs and spares 21%Insurance 7%Stores 9%Lubricants 6%Other 4% The decrease is mainly attributed to the decrease of the daily operating expenses of the vessels. Daily vessel operating expenses were $4,867 in 2019compared to $5,438 in 2018, representing a decrease of 11%. The decrease is mainly attributed to our continuing efforts to keep our operating expenses low. Depreciation of dry-docking costs. Depreciation of dry-docking costs increased by $0.5 million, or 42%, to $1.7 million in 2019, compared to $1.2 million in2018. This is due to the increased cost of dry-dockings that 3 of our vessels underwent during 2018 and subsequently resulted to a higher depreciation chargein 2019. Administrative expenses payable to related parties. Administrative expenses payable to related parties decreased by $157,000, or 30%, to $371,000 in 2019compared to $528,000 in 2018. This is attributed to the adoption of IFRS 16 as of January 1, 2019. Due to the adoption of IFRS 16, we identified the rentalagreement with Cyberonica S.A., a related party to the Company, to give rise to a right of use asset and a corresponding liability. The depreciation charge forright-of-use asset for the year ended December 31, 2019, was approximately $112,000 and the interest expense on lease liabilities for the same period wasapproximately $51,000 and recognized in the income statement component of the consolidated statement of comprehensive loss under depreciation andinterest expense and finance costs, respectively. 82 Administrative expenses. Administrative expenses increased by $0.2 million or 14% to $1.6 million in 2019 from $1.4 million in 2018 mainly due to theincrease of consulting fees by approximately $223,000, from approximately $234,000 in 2018 to approximately $457,000 in 2019. Share-based payments. Share-based payments for 2019 and 2018 amounted to $40,000. Impairment Loss. As of December 31, 2019, the Company concluded that the recoverable amounts of the vessels were lower than their carrying amounts andrecognized an impairment loss of $29.9 million. As of December 31, 2018, no impairment loss was recognized as the vessels’ recoverable amounts exceededtheir carrying amounts. Interest expense and finance costs. Interest expense and finance costs increased by $2.6 million, or 124%, to $4.7 million in 2019, compared to $2.1 millionin 2018. This increase is mainly attributed to the higher weighted average interest rate in 2019 compared to 2018, the prepayment fees and the write off ofunamortized loan fees for the early termination of Macquarie Loan Agreement. Our weighted average interest rate for 2019 was 8.66% compared to 4.97%during 2018. Total borrowings outstanding as of December 31, 2019 amounted to $41.1million compared to $37.9 million as of December 31, 2018. All ofour credit and loan facilities are denominated in U.S. dollars. Gain / (Loss) on derivative financial instruments. The gain on the derivative financial instruments is mainly attributed to the valuation of the “ConvertibleNote”. As per the conversion clause included in this agreement, we have recognized it as a hybrid instrument which includes an embedded derivative. Thishybrid instrument was separated to the derivative component and the non-derivative host. The derivative component is shown separately from the non-derivative host at fair value. The changes in the fair value of the derivative financial instrument are recognized in the consolidated statement ofcomprehensive loss. As of December 31, 2019 we recognized a gain on this derivative financial instrument amounting to $1.8 million. Inflation Inflation has only a moderate effect on our expenses given current economic conditions. In the event that significant global inflationary pressures appear,these pressures would increase our operating, voyage, administrative and financing costs. Critical Accounting Policies The discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have beenprepared in accordance with IFRS as issued by the IASB. The preparation of those consolidated financial statements requires us to make estimates andjudgments that affect the reported amounts of assets and liabilities, revenues and expenses and related disclosure of contingent assets and liabilities at thedate of our consolidated financial statements. Actual results may differ from these estimates under different assumptions and conditions. Critical accounting policies are those that reflect significant judgments of uncertainties and potentially result in material different results under differentassumptions and conditions. We have described below what we believe are our most critical accounting policies, because they generally involve acomparatively higher degree of judgment in their application. For a description of all our significant accounting policies, see Note 2 to our consolidatedfinancial statements included in this annual report on Form 20-F. Impairment of Long-Lived Assets: We assess at each reporting date whether there is an indication that a vessel may be impaired. The vessel’s recoverableamount is estimated when events or changes in circumstances indicate the carrying value may not be recoverable. If such indication exists and where the carrying value exceeds the estimated recoverable amounts, the vessel is written down to its recoverable amount. Therecoverable amount is the greater of fair value less costs to sell and value-in-use. In assessing value-in-use, the estimated future cash flows are discounted totheir present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the vessel. Thisassessment is made at the individual vessel level as separately identifiable cash flow information for each vessel is available. We determine the fair value ofour assets based on management estimates and assumptions and by making use of available market data and taking into consideration third party valuations. 83 Discounted future cash flows for each vessel were determined and compared to the vessel’s carrying value. For the discount factor, we applied the WeightedAverage Cost of Capital rate that was calculated to be 4.06% as at December 31, 2020. The projected net discounted future cash flows for the first year weredetermined by considering an estimate daily time charter equivalent based on the most recent blended (for modern and older vessels) FFA (i.e., ForwardFreight Agreements) time charter rate for the remaining year of 2020 for each type of vessel. For the remaining useful life of the vessels, we used thehistorical ten-year blended average one-year time charter rates substituting for the year 2016 that was considered as extreme value, with the year 2010.Expected outflows for scheduled vessels maintenance were taken into consideration as well as vessel operating expenses assuming an average annualincrease rate of approximately 1% based on the historical trend deriving from actual results for the Company’s vessels since their delivery under Company’stechnical management. The average time charter rates used were in line with the overall chartering strategy, especially in periods/years of depressed charterrates; reflecting the full operating history of vessels of the same type and particulars with the Company’s operating fleet (Supramax, Panamax andKamsarmax vessels with a deadweight tonnage of more than 50,000, 70,000 and 80,000, respectively) and they covered at least one full business cycle.Effective fleet utilization was assumed at 87% and 90% (including ballast days) for the Supramaxes and the Panamaxes/Kamsarmaxes, respectively, takinginto account the period(s) each vessel is expected to undergo her scheduled maintenance (drydocking and special surveys), as well as an estimate of theperiod(s) needed for finding suitable employment and off-hire for reasons other than scheduled maintenance, assumptions in line with the Company’sexpectations for future fleet utilization under the current fleet deployment strategy. In addition, in terms of our estimates for the charter rates for the unfixed period, we consider that the FFA for the remaining year of 2021, which is applied inour model for the first year which is not fixed, approximates historical low levels and fully reflects the conceivable downside scenario. Impairment losses are recognized in the consolidated statement of comprehensive (loss)/income. A previously recognized impairment loss is reversed only ifthere has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case,the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have beendetermined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the consolidatedstatement of comprehensive (loss)/income. After such a reversal, the depreciation charge is adjusted in future periods to allocate the asset’s revised carryingamount, less any residual value, on a systematic basis over its remaining useful life. For the year ended December 31, 2020 and 2019 we recognized an impairment loss of $4.6 and $29.9 million, respectively, for the vessels of our fleet. The carrying value of each of our vessels does not necessarily represent its fair market value or the amount that could be obtained if the vessel were sold. Ourestimates of the market values assume that the vessels are in good and seaworthy condition without need for repair and, if inspected, would be certified asbeing in class without any recommendations of any kind. Because vessel values are highly volatile, these estimates may not be indicative of either current orfuture prices that we could achieve if we were to sell any of the vessels. We would not record impairment for any of the vessels for which the fair marketvalue is below its carrying value unless and until we either determine to sell the vessel for a loss or determine that the vessel’s carrying amount is notrecoverable. During the year ended December 31, 2018 we did not recognize an impairment loss. Although we believe that the assumptions used to evaluate impairment are reasonable and appropriate, these assumptions are highly subjective and we arenot able to estimate the variability between the assumptions used and actual results that is reasonably likely to result in the future. As of December 31, 2020 and 2019 we owned and operated a fleet of six vessels and five vessels, respectively, with an aggregate carrying value of $62.4 and$48.2 million, respectively. 84 A vessel-by-vessel carrying value summary as of December 31, 2020 and 2019 follows: Dry bulk Vessels Dwt Year Built Month and Year of Acquisition Purchase Price (inmillions of U.S. Dollars) Carrying Value as of December 31, 2020 (in millions ofU.S. Dollars) Carrying Value as of December 31, 2019 (in millions ofU.S. Dollars) m/v River Globe 53,627 2007 December 2007 57.5 7.0 7.7 m/v Sky Globe 56,855 2009 May 2010 32.8 7.7 9.0 m/v Star Globe 56,867 2010 May 2010 32.8 9.4* 9.4 m/v Sun Globe 58,790 2007 September 2011 30.3 9.1 11.2 m/v Moon Globe 74,432 2005 June 2011 31.4 10.8* 10.9*m/v Galaxy Globe 81,167 2015 October 2020 18.4 18.4 - 62.4 48.2 * Indicates vessels which we believe, as of December 31, 2020 and 2019, may have fair values below their carrying values. As of December 31, 2020, and2019, we believe that the aggregate carrying value of these two vessels exceeded their market value by $2.7 and $2.9 million, respectively. Vessels, net: Vessels are stated at cost, less accumulated depreciation (including depreciation of drydocking costs and component attributable to favorable orunfavorable lease terms relative to market terms) and accumulated impairment losses. Vessel cost consists of the contract price for the vessel and anymaterial expenses incurred upon acquisition (initial repairs, improvements and delivery expenses, interest and on-site supervision costs incurred during theconstruction periods). Any seller’s credit, which is the amounts received from the seller of the vessels until date of delivery, is deducted from the cost of thevessel. Subsequent expenditures for conversions and major improvements are also capitalized when the recognition criteria are met. Otherwise, theseamounts are charged to expenses as incurred. Vessels Depreciation: The cost of each of the Company’s vessels is depreciated on a straight-line basis over each vessel’s remaining useful economic life,after considering the estimated residual value of each vessel, beginning when the vessel is ready for its intended use. Management estimates that the usefullife of new vessels is 25 years, which is consistent with industry practice. The residual value of a vessel is the product of its lightweight tonnage andestimated scrap value per lightweight ton. The residual values and useful lives are reviewed at each reporting date and adjusted prospectively, if appropriate.Depreciation is based on the cost of the vessel less its estimated residual value. Secondhand vessels are depreciated from the date of their acquisition throughtheir remaining estimated useful lives. A decrease in the useful life of a vessel or in its residual value would have the effect of increasing the annualdepreciation charge. When regulations place limitations over the ability of a vessel to trade on a worldwide basis, its useful life is adjusted to end at the datesuch regulations become effective. During the first quarter of 2018, the Company adjusted the scrap rate from $250/ton to $300/ton due to the increasedscrap rates worldwide. This resulted to a decrease of approximately $178,000 of the depreciation charge included in the consolidated statement ofcomprehensive (loss)/income for 2018. For the years ended December 31, 2020 and 2019 we maintained the same scrap rate of $300/ton. Drydocking costs: Approximately every 2.5 years, our vessels are required to be taken out of service and removed from water (known as “drydocking”) formajor repairs and maintenance that cannot be performed while the vessels are operating. The costs associated with the drydockings are capitalized anddepreciated on a straight-line basis over the period between drydockings, to a maximum of 2.5 years. At the date of acquisition of a vessel, managementestimates the component of the cost that corresponds to the economic benefit to be derived until the first scheduled drydocking of the vessel under ourownership and this component is depreciated on a straight-line basis over the remaining period through the estimated drydocking date. Costs capitalized arelimited to actual costs incurred, such as shipyard rent, paints and related works and surveyor fees in relation to obtaining the class certification. If adrydocking is performed prior to the scheduled date, the remaining unamortized balances of previous drydockings are immediately written off. Unamortizedbalances of vessels that are sold are written off and included in the calculation of the resulting gain or loss in the period of the vessel’s sale. Trade receivables, net: The amount shown as trade receivables at each financial position date includes estimated recoveries from charterers for hire, freightand demurrage billings, net of an allowance for doubtful accounts. Trade accounts receivable without a significant financing component are initiallymeasured at their transaction price and subsequently measured at amortized cost less impairment losses, which are recognized in the consolidated statementof comprehensive loss. At each financial position date, all potentially uncollectible accounts are assessed individually for the purpose of determining theappropriate allowance for doubtful accounts. Derivative financial instruments: Derivative financial instruments, including embedded derivative financial instruments, are initially recognized at fair valueon the date a derivative contract is entered into and are subsequently remeasured at fair value. The fair value of these instruments at each reporting date isderived or corroborated by observable market data or estimated based on inputs from unobservable data. Depending of the type of derivative financialinstrument, inputs include quoted prices for similar assets, liabilities (risk adjusted) and market-corroborated inputs, such as market comparables, interestrates, risk free rates, yield curves, dividend yields, volatility of quoted market prices and other items that allow value to be determined. Changes in the fairvalue of these derivative instruments are recognized immediately in the income statement component of the consolidated statement of comprehensive(loss)/income. 85 Share based payments: The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instrumentsat the date at which they are granted. Estimating fair value for share-based payment transactions may require determination of the most appropriate valuationmodel, which is depended on the terms and conditions of the grant. This estimate also requires determination of the most appropriate inputs to the valuationmodel including, expected volatility and dividend yield and making assumptions about them. B. Liquidity and Capital Resources As of December 31, 2020, we had $2.1 million in “restricted cash”. In addition we had an amount of $14.2 million available to be drawn under a RevolvingCredit Facility dated November 21, 2018 with Firment Shipping Inc. as lender (the “Firment Shipping Credit Facility”). As of December 31, 2020, we had an aggregate debt outstanding of $36.6 million, gross of unamortized debt costs, from the EnTrust Loan Facility. Weexpect to prepay in March 2021 $6.0 million, representing all amounts that would otherwise come due during calendar year 2021. As a result, after this pre-payment (if we make it), we expect to have an aggregate debt outstanding of $31 million, gross of unamortized debt costs, from the Entrust Loan Facility. Please see “Item 5.B. Liquidity and Capital Resources—Indebtedness” for further information about our loan agreements and credit facilities. Our primary uses of funds have been vessel operating expenses, general and administrative expenses, expenditures incurred in connection with ensuring thatour vessels comply with international and regulatory standards, financing expenses and repayments of bank loans. We do not have any commitments fornewbuilding contracts. In February, 2021, the Company, through a separate wholly owned subsidiary, entered into, an agreement with an unaffiliated third party to purchase a 2011-built Kamsarmax vessel built by the Universal Shipbuilding Corporation, Japan. The agreement is subject to customary closing conditions. The price for thevessel is $16.5 million if the ship is delivered on or before May 31, 2021 and $16.2 million if the ship is delivered between June 1, 2021 and August 15,2021, with the date of delivery to be determined by the seller. In March 2021, the Company, through a separate wholly owned subsidiary, entered into an agreement with an unaffiliated third party to purchase for $27million a 2018-built Kamsarmax vessel built by Jiangsu New Yangzi Shipbuilding Co., Ltd, with a carrying capacity of 81,800 dwt. The agreement is subjectto customary closing conditions and the vessel is expected to be delivered within the next few months. In March 2021, the Company reached an arrangement with a financial institution for a loan facility of up to $34.25 million bearing interest at LIBOR plus amargin of 3.75% per annum. The arrangement is subject to definite documentation and customary closing conditions. The proceeds of this financing areexpected to be used to repay the outstanding balance of EnTrust Loan Facility and/or for general corporate purposes. However, there can be no assurance thatwe will ultimately agree to definitive documentation and/or that the terms will be what we currently expect to be. Since our operations began in 2006, we have financed our capital requirements mainly through equity subscriptions from shareholders, long-term bank debtand cash from operations, including cash from sales of vessels. To finance further vessel acquisitions of either new or secondhand vessels, we anticipate thatour primary sources of funds will be our current cash, cash from continuing operations, additional indebtedness to be raised and, possibly, future equity ordebt financings. Working capital, which is current assets, minus current liabilities, amounted to $9.2 million as of December 31, 2020 and to a working capital deficit of $3.2million as of December 31, 2019. If we are unable to satisfy our liquidity requirements, we may not be able to continue as a going concern. Five of ourvessels are pledged as collateral to the banks, and therefore if we were to sell one or more of those vessels, the net proceeds of such sale would be used firstto repay the outstanding debt to which the vessel collateralized, and the remainder, if any, would be for our use, subject to the terms of our remaining loanand credit arrangements. 86 Cash Flows Cash and cash equivalents were $19 million in unrestricted bank deposits as of December 31, 2020, $2.4 million in unrestricted bank deposits as ofDecember 31, 2019 and $46,000 in unrestricted bank deposits as of December 31, 2018. Restricted cash that consist of cash pledged as collateral was $2.1 million at the end of 2020, $2.4 million at the end of 2019 and $1.4 million at the end of2018. We consider highly liquid investments such as bank time deposits with an original maturity of three months or less to be cash equivalents. Net Cash Generated From / (Used In) Operating Activities Net cash used in operating activities in 2020 amounted to $6.2 million compared to net cash generated from operating activities of $0.2 million in 2019. Thedecrease is primarily attributable to a decrease in the general shipping rates and average TCE rates achieved by the vessels in our fleet. Net cash generated from operating activities in 2019 amounted to $0.2 million compared to $3.9 million in 2018. The decrease is primarily attributable to adecrease in the general shipping rates and average TCE rates achieved by the vessels in our fleet. Net Cash Used In Investing Activities Net cash used in investing activities was $18.5 million during the year ended December 31, 2020, which was mainly attributable to the purchase of GalaxyGlobe in October 2020. Net cash used in investing activities was approximately $20,000 during the year ended December 31, 2019, which was mainly attributable to the purchase ofnew equipment for the vessels. Net cash used in investing activities was approximately $126,000 during the year ended December 31, 2018, which was mainly attributable to the purchaseof new equipment for the office. Net Cash Generated From / (Used in) Financing Activities Net cash generated from financing activities during the year ended December 31, 2020 amounted to $41.5 million and consisted of $49.3 million proceedsdrawn from the issuance of share capital plus $0.2 million from issuance of warrants, reduced by $1.1 million of transaction costs that we paid for theissuance of new common shares, $4.2 million of interest paid, $3 million of indebtedness that we repaid under our existing credit and loan facilities, a $0.4million decrease of pledged bank deposits and a $0.2 million repayment of lease liability. Net cash generated from financing activities during the year ended December 31, 2019 amounted to $2.1 million and consisted of $1.7 million in proceedsdrawn from the Firment Shipping Credit Facility entered into for financing general working capital needs, $37 million drawn from EnTrust Loan Facility and$5 million proceeds from the Convertible Note, reduced by $13.5 million of indebtedness that we repaid on the Macquarie Loan Agreement and $22.2million of indebtedness that we repaid on the Hamburg Commercial Loan Facility, a $1.1 million increase of pledged bank deposits, a $0.9 million paymentof financing costs for EnTrust Loan Facility, a $30,000 repayment of lease liability and $3.9 million of interest paid. Net cash used in financing activities during the year ended December 31, 2018 amounted to $6.4 million and consisted of $2.2 million in proceeds drawnfrom the Firment Shipping Credit Facility entered into for financing general working capital needs, $13.5 million drawn from the Macquarie LoanAgreement and $0.6 million proceeds drawn from the issuance of share capital due to exercise of warrants, reduced by $16.7 million of indebtedness that werepaid on the DVB Loan Facility and $2.8 million that we repaid to Hamburg Commercial Loan Facility, a $1.1 million increase of pledged bank deposits, a$203,000 payment of financing costs on the Macquarie Loan Agreement and $1.9 million of interest paid. Indebtedness We operate in a capital intensive industry which requires significant amounts of investment, and we fund a portion of this investment through long-term bankdebt. As of December 31, 2020, 2019 and 2018, we and our vessel-owning subsidiaries had outstanding borrowings under the DVB Loan Agreement, theHamburg Commercial Loan Agreement, the Firment Shipping Credit Facility, the Macquarie Loan Agreement, the Convertible Note and the EnTrust LoanFacility of an aggregate of $37 million, $41.1 million and $37.9 million, respectively. 87 DVB Loan Agreement In June 2011, Globus through its wholly owned subsidiaries, Artful Shipholding S.A. and Longevity Maritime Limited, entered into the DVB LoanAgreement for an amount up to $40.0 million with DVB Bank SE and used funds borrowed thereunder to finance part of the purchase price for the m/v MoonGlobe and m/v Sun Globe. Globus acted as guarantor for this loan. Interest on outstanding loan balances were payable at LIBOR plus 2.5% per annum andany outstanding amount under the DVB Loan Agreement could have been prepaid in a multiple of $500,000 with five days business prior written notice. Avariable prepayment fee applied in case of refinancing of the DVB loan agreement by another lender within the first three years of a new loan, but was notapplicable in case of the sale of a vessel or repayment of such facility by equity. The DVB Loan Agreement contained a standard security package, andfinancial and other covenants. As at December 13, 2018, the balance of both tranches of approximately $15 million was fully repaid using the proceeds fromthe Macquarie Loan Agreement and the Firment Shipping Credit Facility. Hamburg Commercial Loan Agreement In February 2015, through our wholly owned subsidiaries, Devocean Maritime Ltd. Domina Maritime Ltd. and Dulac Maritime S.A., we entered into theHamburg Commercial Loan Agreement for an amount up to $30.0 million with Hamburg Commercial Bank Ag (formerly known as HSH Nordbank AG)and used funds borrowed thereunder with the purpose to part refinance our then existing credit facility with Credit Suisse. On March 3, 2015, $29.4 millionwas drawn. As at June 27, 2019, the balances of all tranches of $20.8 million were fully repaid using the proceedings from the EnTrust Loan Facility. Firment Shipping Credit Facility In November 2018, we entered into a credit facility for up to $15 million with Firment Shipping Inc., a related party to us, for the purpose of financing ourgeneral working capital needs, which facility was amended and restated on May 8, 2020. The Firment Shipping Credit Facility is unsecured and remainsavailable until its final maturity date at October 31, 2021, as amended. We have the right to drawdown any amount up to $15 million (with $14.2 millionremaining) or prepay any amount in multiples of $100,000. Any prepaid amount cannot be re-borrowed. Interest on drawn and outstanding amounts ischarged at 3.5% per annum until December 31, 2020, and thereafter at 7% per annum. No commitment fee is charged on the amounts remaining availableand undrawn. Interest is payable the last day of a period of three months after the drawdown date, after this period in case of failure to pay any sum due adefault interest of 2% per annum above the regular interest is charged. We have also the right, in our sole option, to convert in whole or in part theoutstanding unpaid principal amount and accrued but unpaid interest under this Agreement into common shares. The conversion price shall equal the higherof (i) the average of the daily dollar volume-weighted average sale price for the common stock on the Principal Market on any trading day during the periodbeginning at 9.30 a.m. New York City time and ending at 4.00 p.m. over the Pricing Period multiplied by 80%, where the “Pricing Period” equals the tenconsecutive trading days immediately preceding the date on which the conversion notice was executed or (ii) $280.00. The Firment Shipping Credit Facility requires that Athanasios Feidakis remain our Chief Executive Officer and that Firment Shipping Inc. maintains at leasta 40% shareholding in us, other than due to actions taken by Firment Shipping Inc., such as sales of shares. The Company obtained waivers from FirmentShipping Inc. waiving this obligation in connection with the public offering on June 22, 2020, the registered direct offerings on June 30, 2020, July 21, 2020,December 10, 2020, January 29, 2021, and February 17, 2021, and the issuances of the Series B preferred shares. On July 27, 2020, the Company repaid the total outstanding principal and interest of the Firment Shipping Credit Facility amounting to approximately$863,000. As of December 31, 2020 and 2019, there was an amount of $14.2 and $11.1 million, respectively, available to be drawn under the Firment Shipping CreditFacility. The Amended and Restated Agreement converted the existing Revolving Credit Facility to a Term Credit Facility and extended the maturity date toOctober 31, 2021. Macquarie Loan Agreement In December 2018, through our wholly owned subsidiaries, Artful Shipholding S.A. (“Artful”) and Longevity Maritime Limited (“Longevity”), we enteredinto the Macquarie Loan Agreement for an amount up to $13.5 million with Macquarie Bank International Limited and used funds borrowed thereunder torefinance part of the repayment of the existing DVB Loan Agreement for the m/v Moon Globe and m/v Sun Globe. Globus acted as guarantor for this loan.In December 2018, $6 million (Artful Advance) and $7.5 million (Longevity Advance) were drawn down for the purpose of partly refinancing the existingDVB Loan Agreement for m/v Moon Globe and m/v Sun Globe, respectively. As at June 28, 2019, the balance of all tranches of $13 million was fully repaidusing the proceedings from the EnTrust Loan Facility. 88 Convertible Note On March 13, 2019, we signed a securities purchase agreement with a private investor and on the same date issued, for gross proceeds of $5 million, a seniorconvertible note (the “Convertible Note”) that was convertible into shares of the Company’s common stock, par value $0.004 per share. If not converted orredeemed beforehand pursuant to the terms of the Convertible Note, the Convertible Note was scheduled to mature on March 13, 2020, the first anniversaryof its issue, but its holder waived the Convertible Note’s maturity until March 13, 2021. The Convertible Note was issued in a transaction exempt fromregistration under the Securities Act of 1933, as amended (the “Securities Act”). The Company signed a registration rights agreement with the private investor pursuant to which we agreed to register for resale the shares that could beissued pursuant to the Convertible Note, and subsequently filed a registration statement registering the resale of the maximum number of common sharesissuable pursuant to the Convertible Note, including payment of interest on the notes through its maturity date, determined as if the Convertible Note(including interest) was converted in full at the lowest price at which the note may convert pursuant to its terms. The registration rights agreement containedliquidated damages if we were unable to register for resale the shares into which the convertible note may convert, and maintain such registration. As of December 31, 2019, the amount outstanding with respect to the Convertible Note was $3,308,750. On June 25, 2020, the Company repaid the totaloutstanding principal and interest of the Convertible Note amounting to approximately $2.5 million. EnTrust Loan Facility On June 24, 2019, the Company drew down $37,000,000 and fully prepaid the existing loan facilities with Hamburg Commercial Bank AG (formerly knownas HSH Nordbank AG) and Macquarie Bank International Limited. The EnTrust Loan Facility consists of five Tranches: Tranche (A) of $6,375,000 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v River Globe. Thebalance outstanding of tranche (A) at December 31, 2020, was $6,375,000 payable in 6 equal quarterly instalments of $265,625 starting, March 2021, as wellas a balloon payment of $4,781,250 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (B) of $7,375,000 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v Sky Globe. Thebalance outstanding of tranche (B) at December 31, 2020, was $7,375,000 payable in 6 equal quarterly instalments of $230,469 starting, March 2021, as wellas a balloon payment of $5,992,186 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which could have already decreased the balloon amount. Tranche (C) of $7,750,000 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v Star Globe. Thebalance outstanding of tranche (C) at December 31, 2020, was $7,750,000 payable in 6 equal quarterly instalments of $215,278 starting, March 2021, as wellas a balloon payment of $6,458,332 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (D) of $6,500,000 for the purpose of prepaying to Macquarie Bank International Limited the amount outstanding with respect to the m/v MoonGlobe. The balance outstanding of tranche (D) at December 31, 2020, was $6,500,000 payable in 6 equal quarterly instalments of $406,250 starting, March2021, as well as a balloon payment of $4,062,500 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject toalterations depending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (E) of $9,000,000 for the purpose of prepaying to Macquarie Bank International Limited the amount outstanding with respect to the m/v Sun Globe.The balance outstanding of tranche (E) at December 31, 2020, was $9,000,000 payable in 6 equal quarterly instalments of $375,000 starting, March 2021, aswell as a balloon payment of $6,750,000 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. 89 The EnTrust Loan Facility bears interest at LIBOR plus 8.5% (or 10.5% default interest), and is repayable by five consecutive quarterly installmentscommencing on December 31, 2019 each in the amount of the earnings of the ships after deducing interest on the EnTrust Loan Facility, operating expensesand reserves for drydocking, then by six consecutive quarterly installments commencing on March 31, 2021 each in the amount of $1,492,622, and by a finalinstallment on June 30, 2022 in the amount of $1,492,622 together with the remaining principal amount as a balloon payment. The loan is secured by: ·First preferred mortgage over m/v River Globe, m/v Sky Globe, m/v Star Globe, m/v Moon Globe and m/v Sun Globe. ·Guarantee from Globus and joint liability of the vessel owning companies. ·Shares pledges respecting each borrower. ·Pledges of bank accounts, charter assignments, and a general assignment over each ship's earnings, insurances and any requisition compensation inrelation to that ship. The EnTrust Loan Facility contains various covenants requiring the vessels owning companies and/or Globus to, among other things, ensure that: ØThe borrowers, being five of Globus Maritime’s shipowning subsidiaries (which own m/v River Globe, m/v Sky Globe, m/v Star Globe, m/v MoonGlobe and m/v Sun Globe), must maintain a minimum liquidity at all times of not less than $250,000 for each mortgaged ship. ØGlobus Maritime must maintain, on a consolidated basis, at the end of each calendar quarter liquid funds in an amount, in aggregate, of not less than5% of the consolidated financial indebtedness of the Group as reflected in the most recent financial statements of Globus Maritime. ØEach borrower must maintain in its earnings account during a “Cash Sweep Period”, which is the period commencing on June 24, 2019 and endingon September 30, 2019 and each three-month period thereafter commencing on January 1, April 1, July 1 and October 1 in each financial year of therelevant borrower, with the last such three-month period commencing on June 30, 2020 and ending on September 30, 2020, the applicable “BufferAmount”, which is in relation to a Borrower for a Cash Sweep Period, the product of: (a) an amount equal to the lower of: (i) $1,000; and (ii) the difference between the daily time charter equivalent rate of the ship owned by that borrower, as evidenced in the managementaccounts, and the break-even expenses of that ship for that Cash Sweep Period; and (b) the actual number of days lapsed during that Cash Sweep Period for that borrower. ØEach of Domina Maritime Ltd, Dulac Maritime S.A. and Artful Shipholding S.A. must create a reserve fund in the reserve account to meet theanticipated dry docking and special survey fees and expenses for the relevant ship owned by it by maintaining in the reserve account a minimumcredit balance that may not be withdrawn (other than for the purpose of covering the documented and incurred costs and expenses for the nextspecial survey of that ship), in an amount equal to, at each quarter end date, the product of: (i) $500; and (ii) the number of days elapsed from June 24, 2019 until such quarter end date, and that borrower shall ensure that the relevant creditbalance of the reserve account shall be increased to meet the required amount of the reserves by no later than each quarter end date. Each of Devocean Maritime Ltd. and Longevity Maritime Limited deposited on June 24, 2019 in the reserve account a minimum credit balance inan amount equal to $450,000 which may not be withdrawn to meet the anticipated dry docking and special survey fees and expenses for the shipwhich is owned by it (other than for the purpose of covering the documented and incurred costs and expenses for the next special survey of thatship). ØNo Borrower shall incur or permit to be outstanding any financial indebtedness except “Permitted Financial Indebtedness”. 90 "Permitted Financial Indebtedness" means: (a) any financial indebtedness incurred under the finance documents; (b) any financial indebtedness that is subordinated to all financial indebtedness incurred under the finance documents pursuant to a subordinationagreement or otherwise and which is, in the case of any such financial indebtedness of the borrower, the subject of subordinated debt security; and (c) any trade debt on arm's length commercial terms reasonably incurred in the ordinary course of owning, operating, trading, chartering,maintaining and repairing a ship which remains unpaid for over 15 days of its due date and which does not exceeds $400,000 (or the equivalent inany other currency) per ship at any relevant time. In April 2020, the EnTrust Loan Facility was amended to provide for, among other things, the deferral at the borrowers’ option of 50% of the amount ofinterest that accrued on the loan during the interest period that ended on March 31, 2020 and increased the deferred fee from 1.50% to 1.60%, among othermatters. The deferred interest that remains outstanding will accrue interest at the same rate and on the same repayment terms as interest on the loan. Thedeferred interest was required to be paid on September 30, 2020 and may be paid at the borrowers’ option on June 30, 2020. In May 2020 the lenders agreedto increase the maximum amount of trade debt permitted to be incurred in respect of the vessels financed under the loan agreement from $400,000 to$600,000 per ship. In addition, the covenant that the market value of our ships plus net realizable value of additional security granted plus the amountstanding to credit of the Liquidity Account and the Reserve Account must remain above 125% for the first two years of the loan and then 135% thereafter,was waived by the lenders until September 30, 2020. Our minimum liquidity per ship of $250,000 and group liquidity, on a consolidated basis, at the end ofeach calendar quarter of liquid funds in an amount, in aggregate, of not less than 5% of the consolidated financial indebtedness was also waived untilSeptember 30, 2020. As of December 31, 2020, the Company was in compliance with the covenants of EnTrust Loan Facility. We expect to prepay in March 2021 $6.0 million,representing all amounts that would otherwise come due during calendar year 2021. As a result, after this pre-payment (if we make it), we expect to have anaggregate debt outstanding of $31 million, gross of unamortized debt costs, from the Entrust Loan Facility. In March 2021, the Company reached an arrangement with a financial institution for a loan facility of up to $34.25 million bearing interest at LIBOR plus amargin of 3.75% per annum. The arrangement is subject to definite documentation and customary closing conditions. The proceeds of this financing areexpected to be used to repay the outstanding balance of EnTrust Loan Facility and/or for general corporate purposes. However, there can be no assurance thatwe will ultimately agree to definitive documentation and/or that the terms will be what we currently expect to be. Financial Instruments The major trading currency of our business is the U.S. dollar. Movements in the U.S. dollar relative to other currencies can potentially impact our operatingand administrative expenses and therefore our operating results. We believe that we have a low risk approach to treasury management. Cash balances are invested in term deposit accounts, with their maturity datesprojected to coincide with our liquidity requirements. Credit risk is diluted by placing cash on deposit with a variety of institutions in Europe, including asmall number of banks in Greece, which are selected based on their credit ratings. We have policies to limit the amount of credit exposure to any particularfinancial institution. As of December 31, 2020, 2019 and 2018, we did not use any financial instruments designated in our consolidated financial statements as those with hedgingpurposes. Capital Expenditures We make capital expenditures from time to time in connection with our vessel acquisitions or vessel improvements. In February, 2021, the Company entered into, through a separate wholly owned subsidiary, an agreement with an unaffiliated third party to purchase a 2011-built Kamsarmax vessel built by the Universal Shipbuilding Corporation, Japan. The agreement is subject to customary closing conditions. The price for thevessel is $16.5 million if the ship is delivered on or before May 31, 2021 and $16.2 million if the ship is delivered between June 1, 2021 and August 15,2021, with the date of delivery to be determined by the seller. 91 In March 2021, the Company, through a separate wholly owned subsidiary, entered into an agreement with an unaffiliated third party to purchase for $27million a 2018-built Kamsarmax vessel built by Jiangsu New Yangzi Shipbuilding Co., Ltd, with a carrying capacity of 81,800 dwt. The agreement is subjectto customary closing conditions and the vessel is expected to be delivered within the next few months. We have no other agreements to purchase any additional vessels, but may do so in the future. We expect that any purchases of vessels will be paid for withcash from operations, with funds from new credit facilities from banks with whom we currently transact business, with loans from banks with whom we donot have a banking relationship but will provide us funds at terms acceptable to us, with funds from equity or debt issuances or any combination thereof. We incur additional capital expenditures when our vessels undergo surveys. This process of recertification may require us to reposition these vessels from adischarge port to shipyard facilities, which will reduce our operating days during the period. The loss of earnings associated with the decrease in operatingdays, together with the capital needs for repairs and upgrades, is expected to result in increased cash flow needs. We expect to fund these expenditures withcash on hand. C. Research and Development, Patents and Licenses, etc. We incur, from time to time, expenditures relating to inspections for acquiring new vessels that meet our standards. Such expenditures are insignificant andthey are expensed as they incur. D. Trend Information Please read “Item 4.B. Information on the Company—Business Overview.” E. Off-Balance Sheet Arrangements We do not have any off-balance sheet arrangements. F. Tabular Disclosure of Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2020: Less thanOne Year One toThree Years Three toFive Years More thanFive years Total (in thousands of U.S. Dollars) Long term debt 5,970 31,030 - - 37,000 Interest on long term debt 3,084 1,333 - - 4,417 Lease payments 212 426 - - 638 Totals 9,266 32,789 - - 42,055 G. Safe Harbor See the section entitled “Cautionary Note Regarding Forward-Looking Statements” at the beginning of this annual report on Form 20-F. Item 6. Directors, Senior Management and Employees A. Directors and Senior Management The following table sets forth information regarding our executive officer, our directors and our secretary. Our articles of incorporation provide for a board ofdirectors serving staggered, three-year terms, other than any members of our board of directors that may serve at the option of the holders of preferred shares,if any are issued with relevant appointment powers. The term of our Class I directors expires at our annual general meeting of shareholders in 2023, the termof our Class II directors expires at our annual general meeting of shareholders in 2021, and the term of our Class III directors expires at our annual generalmeeting of shareholders in 2022. Officers are appointed from time to time by our board of directors and hold office until a successor is appointed or theiremployment is terminated. The business address of each of the directors and officers is c/o Globus Shipmanagement Corp., 128 Vouliagmenis Avenue, 3rdFloor, 166 74 Glyfada, Athens, Greece. 92 Name Position Age Georgios Feidakis Director, Chairman of the Board of Directors 70 Ioannis Kazantzidis Director 70 Jeffrey O. Parry Director 61 Athanasios Feidakis Director, President, Chief Executive Officer, Chief FinancialOfficer 34 Olga Lambrianidou Secretary 65 Georgios (“George”) Feidakis, a Class III director, is our founder and principal shareholder and has served as our non-executive chairman of the board ofdirectors since inception. Mr. George Feidakis is also the major shareholder and Chairman of F.G. Europe S.A., a company Mr. George Feidakis has beeninvolved with since 1994, and acts as a director and executive for several of its subsidiaries. FG Europe is active in four lines of business and distributeswell-known brands in Greece, the Balkans, Turkey, Italy and UK. FG Europe is also active in the air-conditioning and white/brown electric goods market inGreece and ten other countries in Europe as well as in the production of renewal energy. Mr. George Feidakis is also the director and chief executive officerof R.F. Energy S.A., a company that plans, develops and controls the operation of energy projects, and acts as a director and executive for several of itssubsidiaries. As of January 31, 2017, Mr. Feidakis is the majority shareholder of Eolos Shipmanagement SA. Athanasios (“Thanos”) Feidakis,* a Class I director was appointed to our board of directors in July 2013 to fill a vacancy in our board of directors. As ofDecember 28, 2015, Mr. Athanasios Feidakis was also appointed our President, CEO and CFO. From October 2011 through June 2013, Mr. AthanasiosFeidakis worked for our operations and chartering department as an operator. Prior to that and from September 2010 to May 2011, Mr. Athanasios Feidakisworked for ACM, a shipbroking firm, as an S&P broker, and from October 2007 to April 2008, he worked for Clarksons, a shipbroking firm, as a charteringtrainee on the dry cargo commodities chartering and on the sale and purchase of vessels. From April 2011 to April 2016, Mr. Athanasios Feidakis was adirector of F.G. Europe S.A., a company controlled by his family, specializing in the distribution of well-known brands in Greece, the Balkans, Turkey, Italyand UK. From December 2008 to December 2015, Mr. Athanasios Feidakis was the President of Cyberonica S.A., a family owned company specializing inreal estate development. Mr. Athanasios Feidakis holds a B.Sc. in Business Studies and a M.Sc. in Shipping Trade and Finance from the Cass BusinessSchool (City University London) and an MBA from London School of Economics. In addition, Mr. Athanasios Feidakis has professional qualifications indry cargo chartering and operations from the Institute of Chartered Shipbrokers. Jeffrey O. Parry, a Class II director, has served as our director since July 2010. Mr. Parry is currently the president of Mystic Marine Advisors LLC, aConnecticut based advisory firm specializing in turnaround and emerging shipping companies which he founded in 1998. Mr. Parry was chairman of theboard of directors of TBS Shipping Limited from April 2012 until March 2018. From July 2008 to October 2009, he was president and chief executiveofficer of Nasdaq-listed Aries Maritime Transport Limited. Mr. Parry holds a B.A. from Brown University and an MBA from Columbia University. Ioannis Kazantzidis, a Class I director, was appointed to our board in November 2016 to fill a vacancy in our board of directors. Mr. Kazantzidis has beenthe principal of Porto Trans Shipping LLC, a shipping and logistics company based in the United Arab Emirates, since 2007. Between 1987 to 2007, Mr.Kazantzidis was with HSBC Group, where he served in managerial positions participating in the development and implementation of financial systems inmultiple locations. Mr. Kazantzidis has since 2009 been a Director of Saeed Mohammed Heavy Equipment Trading LLC, a general trading company, basedin Jebel Ali, UAE. Mr. Kazantzidis has served as the Chairman of Nazaki Corporation, a private investment company based in the British Virgin Islands,since 1988. Mr. Kazantzidis has served, from 2015, to 2018 as the Chairman of W.M.Mendis Hotel Pvt Ltd in the Republic of Sri Lanka. From 1989 to 2015,he was the Chairman of Fishermans Wharf Pvt Ltd, and a director of Dow Corning Lanka Pvt Ltd from 2000 to 2013 and Propasax Pvt Ltd from 2010 to2015. Olga Lambrianidou, our secretary, has been a corporate consultant to the Company since November 2010, and was appointed as secretary to the Companyin December 2012. Prior to joining Globus, Ms. Lambrianidou was the Corporate Secretary and Investor Relations Officer of NewLead Holdings Ltd.,formerly known as Aries Maritime Limited from 2008 to 2010, and of DryShips Inc., a dry bulk publicly trading shipping company from 2006 to 2008. Ms.Lambrianidou was Corporate Secretary, Investor Relations Officer and Human Resources Manager with OSG Ship Management (GR) Ltd., formerly knownas Stelmar Shipping Ltd. from 2000 to 2006. Prior to 2000, Ms. Lambrianidou worked in the banking and insurance fields in the United States. She holds aBBA Degree in Marketing/English Literature from Pace University and an MBA Degree in Banking/Finance from the Lubin School of Business of PaceUniversity in New York. 93 *Athanasios Feidakis is the son of our Chairman, George Feidakis. Other than the aforementioned, there are no other family relationships between any of ourdirectors or senior management. There are no arrangements or understandings with major shareholders, customers, suppliers or others, pursuant to which anyperson referred to above was selected as a director or member of senior management. See, however, some of the covenants of our loan facilities. The Company is not aware of any agreements or arrangements between any director and any person or entity other than the Company relating to theCompensation or other payments in connection with such director’s candidacy or service as a director of the Company. B. Compensation In August 2016, the Company entered into a consultancy agreement with Goldenmare Limited, an affiliated company of our CEO, Mr. Athanasios Feidakis,for the purpose of providing consulting services to the Company in connection with the Company’s international shipping and capital raising activities,including but not limited to assisting and advising the Company’s CEO. The annual fees for the services provided previously amounted to €200,000. Theconsultant is eligible to receive bonus compensation (whether in the form of cash and/or equity and/or quasi-equity awards) for the services provided andsuch bonus shall be determined by the Remuneration Committee or the Board of the Company. If the Company terminates the agreement without cause, oreither party terminates after a change of control of the Company, then we will pay the consultant €400,000 plus the average annual bonus (including thevalue of equity awards) granted to the consultant throughout the term of the consultancy agreement. In December 2020, we agreed to increase theconsultancy fees of Goldenmare Limited from €200,000 to €400,000 per annum and additionally pay a one-time cash bonus of $1.5 million pursuant to theconsultancy agreement, of which $1 million has been paid subsequently to December 31, 2020. The timing of the payment of the remaining amount of theone-time bonus remains at the discretion of the Company. Each of our other directors has a contract relating to his appointment as a director. In 2020, the aggregate remuneration that should have been paid for our executive officer (namely, only our Chief Executive Officer) amounted toapproximately $1.8 million. The aggregate remuneration that should have been paid for our executive officer in 2019 was approximately $224,000, and wasapproximately $235,000 in 2018. The aggregate compensation, including bonuses, actually paid to members of our senior management (namely, only our Chief Executive Officer) or aconsulting company for which an executive officer is an owner was approximately $650,000 within 2020, $49,000 within 2019, and $100,000 within 2018.In addition, our senior management received no common shares in 2020, 2019 and 2018. Information about dividends paid to our shareholders, including toholders of Series A Preferred Shares, is contained in “Item 8. Financial Information - A. Consolidated Statements and Other Financial Information - OurDividends Policy and Restrictions on Dividends.” The aggregate compensation other than share based compensation paid to our non-executive directors (including our non-executive Chairman, Mr. GeorgeFeidakis) in 2020 was $311,250, in 2019 was approximately $30,000 and in 2018 was $70,000. In addition, in 2020, 2019 and 2018, non-executive directors(excluding our non-executive Chairman, Mr. George Feidakis) received an aggregate of 2,812 common shares, 180 common shares and 88 common shares,respectively. As of December 31, 2020, we had not yet paid our non-executive directors the cash amounts that we agreed to pay them for their prior service;such amount in the aggregate was $80,000 for 2020. We paid this outstanding amount in full in the first quarter of 2021. Our Greek employees are bound by Greek labor law, which provides certain payments to these employees upon their dismissal or retirement. We accrued asof December 31, 2020 a non-current liability of approximately $31,000 for such payments. We do not have a retirement plan for our officers or directors. 94 C. Board Practices Our board of directors and executive officer oversee and supervise our operations. Each director holds office until his successor is elected or appointed, unless his office is earlier vacated in accordance with the articles of incorporation orwith the provisions of the BCA. In addition to cash compensation, we pay each of Mr. Kazantzidis and Mr. Parry $20,000 in common shares annually. Themembers of our senior management are appointed to serve at the discretion of our board of directors. Our board of directors and committees of our board ofdirectors schedule regular meetings over the course of the year. Under the Nasdaq rules, we believe that Mr. Ioannis Kazantzidis and Mr. Parry areindependent. We have an Audit Committee, a Remuneration Committee and a Nomination Committee. The Audit Committee is comprised of Ioannis Kazantzidis and Jeffrey O. Parry. It is responsible for ensuring that our financial performance is properlyreported on and monitored, for reviewing internal control systems and the auditors’ reports relating to our accounts and for reviewing and approving allrelated party transactions. Our board of directors has determined that Ioannis Kazantzidis is our audit committee financial expert. Each Audit Committeemember has experience in reading and understanding financial statements, including statements of financial position, statements of comprehensive incomeand statements of cash flows. The Remuneration Committee is comprised of Jeffrey O. Parry, Athanasios Feidakis, and Ioannis Kazantzidis. It is responsible for determining, subject toapproval from our board of directors, the remuneration guidelines to apply to our executive officer, secretary and other members of the executivemanagement as our board of directors designates the Remuneration Committee to consider. It is also responsible for suggesting the total individualremuneration packages of each director including, where appropriate, bonuses, incentive payments and share options. The Remuneration Committee isresponsible for declaring dividends on our Series A Preferred Shares, if any. The Remuneration Committee will also liaise with the Nomination Committeeto ensure that the remuneration of newly appointed executives falls within our overall remuneration policies. While Athanasios Feidakis is not anindependent director, we believe that, as our Chief Executive Officer, he has a substantial vested interest in our success and his particular input willsignificantly aid and assist us. The Nomination Committee is comprised of George Feidakis, Ioannis Kazantzidis and Jeffrey O. Parry. It is responsible for reviewing the structure, size andcomposition of our board of directors and identifying and nominating candidates to fill board positions as necessary. For information about the term of each director, see “Item 6. Directors, Senior Management and Employees - A. Directors and Senior Management”. D. Employees As of December 31, 2020, we had twelve full-time employees and two consultants that we hired directly. All of our employees are located in Greece and areengaged in the service and management of our fleet. None of our employees are covered by collective bargaining agreements, although certain crewmembers are parties to collective bargaining agreements. We do not employ a significant number of temporary employees. E. Share Ownership With respect to the total number of common shares owned by our executive officer and our directors, individually and as a group, please read “Item 7. MajorShareholders and Related Party Transactions.” Incentive program We maintain an equity incentive program, because we believe that equity awards are important to align our employees’ interests with those of ourshareholders. Our equity incentive program is administered by our Remuneration Committee or, in certain circumstances, our board of directors. TheRemuneration Committee generally measures our performance in terms of total shareholder return, which is calculated based on changes in our share priceand our dividends paid over a calendar year, which we refer to as TSR. 95 Our board of directors believe that these awards keep our employees focused on our growth, as well as dividend growth and its impact on our share price,over an extended time period. The 2012 Equity Incentive Plan of Globus Maritime Limited, or the “EIP,” provides for the award of stock options, stock appreciation rights, restricted stock,restricted stock units and unrestricted stock, for directors, officers and employees (including any prospective officer or employee) of our Company and oursubsidiaries and affiliates and consultants and service providers (including individuals who are employed by or provide services to any entity that is itselfsuch a consultant or service provider) to our Company and our subsidiaries and affiliates, with the goal of providing such persons the incentive to enter intoand remain in the service of the Company or its affiliates, acquire a proprietary interest in the success of the Company, maximize their performanceand enhance the long-term performance of the Company. The EIP was amended August 12, 2016 to clarify that the full board of directors may act as planadministrator. Administration. The EIP is administered by the Remuneration Committee of our board of directors, or such other committee of the board of directorsdesignated by the board of directors (which could be the board of directors itself). We refer to the body administering the EIP as the “Administrator.” TheEIP allows the Administrator to delegate its rights to the extent consistent with applicable law and our organizational documents. The Administrator has theauthority to, among other things, designate the persons to receive awards under the EIP; determine the types of awards granted to a participant under the EIP;determine the number of shares to be covered by, or with respect to which payments, rights or other matters are to be calculated with respect to, awards;determine the terms and conditions of any awards; determine whether, and to what extent, and under what circumstances, awards may be settled or exercisedin cash, shares, other securities, other awards or other property, or cancelled, forfeited or suspended, and the methods by which awards may be settled,exercised, cancelled, forfeited or suspended; determine whether, to what extent, and under what circumstances cash, shares, other securities, other awards,other property and other amounts payable with respect to an award shall be deferred, either automatically or at the election of the holder thereof or theAdministrator; construe, interpret and implement the EIP and any Award Agreement; prescribe, amend, rescind or waive rules and regulations relating to theEIP, including rules governing its operation, and appoint such agents as it shall deem appropriate for the proper administration of the EIP; make alldeterminations necessary or advisable in administering the EIP; correct any defect, supply any omission and reconcile any inconsistency in the EIP or anyAward Agreement; and make any other determination and take any other action that the Administrator deems necessary or desirable for the administration ofthe EIP. The board of directors has the right to alter or amend the EIP. Number of Shares. Subject to adjustment in the event of any distribution, recapitalization, split, merger, consolidation or similar corporate event, 100,000 ofour common shares are available for delivery pursuant to awards granted under the EIP. Awards may not be paid in cash. Shares subject to an award underthe EIP that are cancelled, forfeited, exchanged, settled in cash or otherwise terminated, including withheld to satisfy exercise prices or tax withholdingobligations, are available for delivery pursuant to other awards. Shares issued pursuant to the EIP may be authorized but unissued common shares or treasuryshares. Award Agreements. Each award granted under the EIP shall be evidenced by a written certificate, which we refer to as an Award Agreement, which shallcontain such provisions as the Administrator may deem necessary or desirable and which may, but need not, require execution or acknowledgment by agrantee. Each Award shall be subject to all of the terms and provisions of the EIP and the applicable Award Agreement. Stock Options. A stock option is a right to purchase shares at a specified price during a specified time period. The EIP permits the grant of options coveringour common shares. The Administrator may make grants under the EIP to participants containing such terms as the Administrator shall determine. No optionshall be treated as an “incentive stock option” for purposes of the Code. Stock options granted will become exercisable over a period determined by theAdministrator. Each Award Agreement with respect to an option shall set forth the exercise price of such Award and, unless otherwise specifically providedin the Award Agreement, the exercise price of an option shall equal the fair market value of a common share on the date of grant; provided that in no eventmay such exercise price be less than the greater of the fair market value of a common share on the date of grant and the par value of a common share. Restricted Shares. A restricted share grant is an award of common shares that vests over a period of time and is subject to forfeiture until it has vested. TheAdministrator may determine to make grants of restricted shares under the EIP to participants containing such terms as the Administrator shall determine.The Administrator will determine the period over which restricted shares granted to participants will vest and the voting provisions. The Administrator, in itsdiscretion, may base its determination upon the achievement of specified financial objectives. Stock Appreciation Rights. A stock appreciation right is the right, subject to the terms of the EIP and the applicable Award Agreement, to receive from theCompany an amount equal to (i) the excess of the fair market value of a common share on the date of exercise of the stock appreciation right over theexercise price of the stock appreciation right, multiplied by (ii) the number of shares with respect to which the stock appreciation right is exercised. EachAward Agreement with respect to a stock appreciation right shall set forth the exercise price of such Award and, unless otherwise specifically provided in theAward Agreement, the exercise price of a stock appreciation right shall equal the fair market value of a common share on the date of grant; provided that inno event may such exercise price be less than the greater of (A) the fair market value of a common share on the date of grant and (B) the par value of acommon share. Payment upon exercise of a stock appreciation right shall be in cash or in common shares (valued at their fair market value on the date ofexercise of the stock appreciation right) or any combination of both, all as the Administrator shall determine. Upon the exercise of a stock appreciation rightgranted in connection with an option, the number of shares subject to the option shall be reduced by the number of shares with respect to which the stockappreciation right is exercised. Upon the exercise of an option in connection with which a stock appreciation right has been granted, the number of sharessubject to the stock appreciation right shall be reduced by the number of shares with respect to which the option is exercised. 96 Restricted Stock Unit. A restricted stock unit is a notional share that entitles the grantee to receive a common share upon the vesting of the restricted stockunit or, in the discretion of the Administrator, cash equivalent to the value of a common share. The Administrator may determine to make grants of restrictedstock units under the EIP to participants containing such terms as the Administrator shall determine. The Administrator will determine the period over whichrestricted stock units granted to participants will vest. Unrestricted Stock. The Administrator may grant (or sell at a purchase price at least equal to par value) common shares free of restrictions under the EIP toavailable participants and in such amounts and subject to such forfeiture provisions as the Administrator shall determine. Common shares may be thusgranted or sold in respect of past services or other valid consideration. Tax Withholding. At our discretion, and subject to conditions that the Administrator may impose, a participant may elect that his minimum statutory taxwithholding with respect to an award may be satisfied by withholding from any payment related to an award or by the withholding of shares issuablepursuant to the award based on the fair market value of the shares. Award Adjustments. If the Administrator determines that any dividend or other distribution (whether in the form of cash, Company shares, other securities orother property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase or exchangeof Company shares or other securities of the Company, issuance of warrants or other rights to purchase Company shares or other securities of the Company,or other similar corporate transaction or event affects the Company shares such that an adjustment is determined by the Administrator to be appropriate ordesirable, then the Administrator shall, in such manner as it may deem equitable or desirable, adjust any or all of the number of shares or other securities ofthe Company (or number and kind of other securities or property) with respect to which Awards may be granted under the EIP. The Administrator isauthorized to make adjustments in the terms and conditions of, and the criteria included in, Awards in recognition of unusual or nonrecurring events(including the events described above in the first sentence of this paragraph, the occurrence of a Change in Control (as defined in the EIP) affecting theCompany, any affiliate, or the financial statements of the Company or any affiliate, or of changes in applicable rules, rulings, regulations or otherrequirements of any governmental body or securities exchange, accounting principles or law, whenever the Administrator determines that such adjustmentsare appropriate or desirable, including providing for adjustment to (1) the number of shares or other securities of the Company (or number and kind of othersecurities or property) subject to outstanding Awards or to which outstanding Awards relate and (2) the exercise price with respect to any Award and asubstitution or assumption of Awards, accelerating the exercisability or vesting of, or lapse of restrictions on, Awards, or accelerating the termination ofAwards by providing for a period of time for exercise prior to the occurrence of such event, or, if deemed appropriate or desirable, providing for a cashpayment to the holder of an outstanding Award in consideration for the cancellation of such Award (it being understood that, in such event, any option orstock appreciation right having a per share exercise price equal to, or in excess of, the fair market value of a share subject to such option or stock appreciationright may be cancelled and terminated without any payment or consideration therefor). Change in Control. Upon a “change of control” (as defined in the EIP), and unless the Administrator decides otherwise: ·Any Award then outstanding shall become fully vested and any restriction and forfeiture provisions thereon imposed pursuant to the EIP and theAward Agreement shall lapse and any Award in the form of an option or stock appreciation right shall be immediately exercisable. ·To the extent permitted by law and not otherwise limited by the terms of the EIP, the Administrator may amend any Award Agreement in suchmanner as it deems appropriate. 97 ·An award recipient who is terminated or dismissed from their position for any reason other than “for cause” within one year of the change incontrol may, for a limited time, exercise any outstanding option or stock appreciation right, but only to the extent that the grantee was entitled toexercise the Award on the date of his or her termination of employment or consultancy/service relationship or dismissal from the board of directors. Termination of Employment or Service. The consequences of the termination of a grantee’s employment, consulting arrangement, or membership on theboard of directors will be determined by the Administrator in the terms of the relevant Award Agreement. Generally, the Administrator may modify theseconsequences. The Administrator can impose any forfeiture or vesting provisions in any Award Agreement. 2020, 2019, 2018 Grants No awards were granted pursuant to the equity incentive plan during the years ended December 31, 2020, 2019 and 2018, but we issued shares directly to ourdirectors, which was not part of the equity incentive program. Item 7. Major Shareholders and Related Party Transactions A. Major Shareholders The following table sets forth information concerning ownership of our common shares as of March 26, 2021 by persons who beneficially own more than5.0% of our outstanding common shares, each person who is a director of our company, the executive officer named in this annual report on Form 20-F andour directors and executive officer as a group. Beneficial ownership of shares is determined under rules of the SEC and generally includes any shares over which a person exercises sole or shared voting orinvestment power. Except as indicated in the footnotes to this table and subject to community property laws where applicable, the persons named in the tablehave sole voting and investment power with respect to all shares shown as beneficially owned by them. The numbers of shares and percentages of beneficial ownership are based on 10,572,069 common shares outstanding on March 26, 2021. All common sharesowned by the shareholders listed in the table below have the same voting rights as the other of our outstanding common shares. The address for those individuals for which an address is not otherwise indicated is: c/o Globus Shipmanagement Corp., 128 Vouliagmenis Avenue, 3rdFloor, 166 74 Glyfada, Athens, Greece. The beneficial ownership information set forth in the table below is based on beneficial ownership reports furnished to the SEC or information regarding thebeneficial ownership of our common shares delivered to us: Name and address of beneficial owner Number of common shares beneficially owned as of March 26, 2021 Percentage of common shares beneficially owned as of March 26, 2021 Executive Officer and Directors George Feidakis (1) 12,522 *%Ioannis Kazantzidis 1,704 *%Jeffrey O. Parry 1,684 *%Athanasios Feidakis(2) 118 *%Our executive officer and all directors as a group *%(2) *Less than 1.0% of the outstanding shares. (1) Mr. George Feidakis beneficially owns 12,522 common shares through Firment Shipping Inc., a Marshall Islands corporation for which he exercises solevoting and investment power. Mr. George Feidakis and Firment Shipping Inc., disclaim beneficial ownership over such common shares except to the extent oftheir pecuniary interests in such shares. Firment Shipping Inc. is the lender of the Firment Shipping Credit Facility, which facility provides that debt may berepaid by the Company using the Company’s common shares at the Company’s election. As the conversion would occur at the Company’s election, and by noact of Mr. Feidakis, these figures do not include shares issuable upon such conversion. No balance under the Firment Facility is currently outstanding. 98 When we filed our annual report for the year ended 2019 and 2018, Mr. George Feidakis beneficially owned 22.1% and 44.3% of our common shares,respectively. Mr. George Feidakis beneficially owns less than 1% as of the date of the filing of this annual report on Form 20-F. (2) Athanasios Feidakis also controls Goldenmare Limited, who owns 10,300 Series B preferred shares. For a description of the Series B preferred shares,see “Item 10. Additional Information – B. Memorandum and Articles of Association – Preferred Shares”. To the best of our knowledge, except as disclosed in the table above, we are not owned or controlled, directly or indirectly, by another corporation or by anyforeign government. To the best of our knowledge, there are no agreements in place that could result in a change of control of us. In the normal course of business, there have been institutional investors that buy and sell our shares. It is possible that significant changes in the percentageownership of these investors will occur. B. Related Party Transactions Lease During the years ended December 31, 2020, 2019 and 2018 fiscal years, the rent charged amounted to $141,000, $139,000 and $147,000, respectively, toCyberonica S.A., a company owned by Mr. George Feidakis, for the rental of 350 square meters of office space for our operations. As of December 31, 2020,we owed $76,000 in back rent to Cyberonica S.A. Employment of Relative of Mr. George Feidakis As of July 1, 2013, Mr. Athanasios Feidakis became a non-executive director of the Company. Mr. Athanasios Feidakis was previously an employee of theCompany and his employment agreement was terminated when he became a non-executive director. Mr. Athanasios Feidakis was appointed as President,Chief Executive Officer and Chief Financial Officer as of December 28, 2015, and remains in these positions. He is the son of our chairman of the board ofdirectors, Mr. George Feidakis. Firment Shipping Credit Facility In November 2018, we entered into a credit facility for up to $15 million with Firment Shipping Inc., a related party to us, for the purpose of financing ourgeneral working capital needs, which facility was amended and restated on May 8, 2020. The Firment Shipping Credit Facility is unsecured and remainsavailable until its final maturity date at October 31, 2021, as amended. We have the right to drawdown any amount up to $15 million (with $14.2 millionremaining) or prepay any amount in multiples of $100,000. Any prepaid amount cannot be re-borrowed. Interest on drawn and outstanding amounts ischarged at 3.5% per annum until December 31, 2020, and thereafter at 7% per annum. No commitment fee is charged on the amounts remaining availableand undrawn. Interest is payable the last day of a period of three months after the drawdown date, after this period in case of failure to pay any sum due adefault interest of 2% per annum above the regular interest is charged. We have also the right, in our sole option, to convert in whole or in part theoutstanding unpaid principal amount and accrued but unpaid interest under this Agreement into common shares. The conversion price shall equal the higherof (i) the average of the daily dollar volume-weighted average sale price for the common stock on the Principal Market on any trading day during the periodbeginning at 9.30 a.m. New York City time and ending at 4.00 p.m. over the Pricing Period multiplied by 80%, where the “Pricing Period” equals the tenconsecutive trading days immediately preceding the date on which the conversion notice was executed or (ii) $280.00. On July 27, 2020, the Company repaid the total outstanding principal and interest of the Firment Shipping Credit Facility of approximately $863,000. As ofDecember 31, 2019, the amount drawn and outstanding with respect to the facility was $0.8 million. As of December 31, 2020 and 2019 there was an amountof $14.2 and $11.1 million available to be drawn, respectively, under the Firment Shipping Credit Facility. As of December 31, 2020 and 2019 we were incompliance with the loan covenants of the Firment Shipping Credit Facility. 99 Business Opportunities Agreement In November 2010, we entered into a business opportunities arrangement with Mr. George Feidakis. Under this agreement, Mr. George Feidakis was requiredto disclose to us any business opportunities relating to dry bulk shipping that may arise during his service to us as a member of our board of directors thatcould reasonably be expected to be a business opportunity that we may pursue. Mr. George Feidakis agreed to disclose all such opportunities, and thematerial facts attendant thereto, to our board of directors for our consideration and if our board of directors fails to adopt a resolution regarding anopportunity within seven business days of disclosure, we will be deemed to have declined to pursue the opportunity, in which event Mr. George Feidakis willbe free to pursue it. Mr. George Feidakis is also prohibited for six months after the termination of the agreement to solicit any of our or our subsidiaries’senior employees or officers. Mr. George Feidakis’ obligations under the business opportunities agreement terminated in 2019 because he no longerbeneficially owned at least 30% of the combined voting power of all our outstanding equity. Registration Rights Agreement In November 2016, we entered into a registration rights agreement with Firment Trading Limited, pursuant to which we granted to them and their affiliates(including Mr. George Feidakis and certain of their transferees), the right, under certain circumstances and subject to certain restrictions to require us toregister under the Securities Act our common shares held by them. Under the registration rights agreement, these persons have the right to request us toregister the sale of shares held by them on their behalf and may require us to make available shelf registration statements permitting sales of shares into themarket from time to time over an extended period. In addition, these persons have the ability to exercise certain piggyback registration rights in connectionwith registered offerings requested by shareholders or initiated by us. Consulting Agreements On August 18, 2016, the Company entered into a consultancy agreement with an affiliated company of our CEO, Mr. Athanasios Feidakis, for the purpose ofproviding consulting services to the Company in connection with the Company’s international shipping and capital raising activities, including but notlimited to assisting and advising the Company’s CEO. The annual fees for the services provided amount to €200,000. The consultant is eligible to receivebonus compensation (whether in the form of cash and/or equity and/or quasi-equity awards) for the services provided and such bonus shall be determined bythe Remuneration Committee or the Board of the Company. If the Company terminates the agreement without cause, or either party terminates after achange of control of the Company, then we will pay the consultant €400,000 plus the average annual bonus (including the value of equity awards) granted tothe consultant throughout the term of the consultancy agreement. In December 2020, we agreed to increase the consultancy fees of Goldenmare Limited from€200,000 to €400,000 per annum and additionally pay a one-time cash bonus of $1.5 million pursuant to the consultancy agreement, of which $1 million hasbeen paid subsequently to December 31, 2020. The timing of the payment of the remaining amount of the one-time bonus remains at the discretion of theCompany. Each of our other directors has a contract relating to his appointment as a director. In June 2016, our Manager, entered into a consultancy agreement with Eolos Shipmanagement S.A., a related party, for the purpose of providing consultancyservices to Eolos Shipmanagement S.A. For these services our Manager receives a daily fee of $1,000. This agreement terminated in January 2017. C. Interests of Experts and Counsel Not Applicable. Item 8. Financial Information A. Consolidated Statements and Other Financial Information See Item 18. 100 Legal Proceedings We have not been involved in any legal proceedings which may have, or have had, a significant effect on our business, financial position, results ofoperations or liquidity, nor are we aware of any other proceedings that are pending or threatened which may have a significant effect on our business,financial position, results of operations or liquidity. From time to time, we may be subject to legal proceedings and claims in the ordinary course of business,principally personal injury and property casualty claims. We expect that these claims would be covered by insurance, subject to customary deductibles.Those claims, even if lacking merit, could result in the expenditure of significant financial and managerial resources. Our Dividend Policy and Restrictions on DividendsThe declaration, timing and amount of any dividend is subject to the discretion of our board of directors and will be dependent upon our earnings, financialcondition, market prospects, capital expenditure requirements, investment opportunities, restrictions in our loan agreements, the provisions of the MarshallIslands law affecting the payment of dividends to shareholders, overall market conditions, reserves established by our board of directors, increased orunanticipated expenses, additional borrowings and future issuances of securities, and other factors deemed relevant by our board of directors from time-to-time. We have not paid any dividends on our common shares since 2012. Our dividend policy was historically, but is no longer, to pay to holders of our shares avariable quarterly dividend in excess of 50% of the net income of the previous quarter subject to any reserves our board of directors may from time to timedetermine are required. Our board of directors may review and amend our dividend policy from time to time in light of our plans for future growth and other factors. Our Remuneration Committee will also determine by unanimous resolution, in its sole discretion, when and to the extent dividends are paid to the holders ofour Series A Preferred Shares, to the extent any are outstanding. We are a holding company, with no material assets other than the shares of our subsidiaries. Therefore, our ability to pay dividends depends on the earningsand cash flow of those subsidiaries and their ability to pay dividends to us. Marshall Islands law generally prohibits the payment of dividends other than from surplus (retained earnings and the excess of consideration received fromthe sale of shares above the par value of the shares) or while a corporation is insolvent or would be rendered insolvent by the payment of such dividend. We historically paid dividends to our common shareholders in amounts ranging from $0.03 per share to $0.50 per share. Historical dividend payments shouldnot provide any promise or indication of future dividend payments. If we pay a dividend, the terms of our outstanding warrants provide that the exercise price shall be decreased by the amount of cash and/or the fair marketvalue of any securities or other assets paid on each common share in respect of such dividend in order that subsequent thereto upon exercise of the warrantsthe holder of the warrants may obtain the equivalent benefit of such dividend. No dividends were declared or paid on our common shares during the years ended December 31, 2020, 2019, and 2018. No Series A Preferred Shares were outstanding as of December 31, 2020, 2019, and 2018. Our loan agreements impose certain restrictions to us with respect to dividend payments. Please see “Item 5.B. Liquidity and Capital Resources—Indebtedness.” B. Significant Changes Not Applicable. Item 9. The Offer and Listing Our common shares trade on the Nasdaq Capital Market under the ticker “GLBS.” 101 All of our shares are in registered form. Our articles of incorporation do not permit the issuance of bearer shares. Item 10. Additional Information A. Share Capital Not Applicable. B. Memorandum and Articles of Association Purpose Our objects and purposes, as provided in Section 1.3 of our articles of incorporation, are to engage in any lawful act or activity for which corporations maynow or hereafter be organized under the BCA. Authorized Capitalization The authorized number of shares of us consist of (1) 500,000,000 common shares, par value $0.004 per share, (2) 100,000,000 Class B common shares, parvalue $0.001 per share, which we refer to as the Class B shares, and (3) 100,000,000 preferred shares, par value $0.001 per share, which we refer to as thepreferred shares No Class B shares have yet been issued. Our articles of incorporation require us at all times to reserve and keep available, out of ourauthorized but unissued common shares, such number of common shares as would become issuable upon the conversion of all Class B shares thenoutstanding. Two series of preferred shares have been designated. No Series A preferred shares and 10,300 Series B preferred shares are presently outstanding. There isno limitation on the right to own securities or the rights of non-resident shareholders to hold or exercise voting rights on our securities under Marshall Islandslaw or our articles of incorporation or bylaws. All of our shares are in registered form. Our articles of incorporation do not permit the issuance of bearershares. We do not hold any of our shares in treasury. We have financed our operations through funds raised in public and private placements of common shares and through debt. We also issued shares to ourdirectors, officers and employees. Common Shares, Class B Shares, and Series B Preferred Shares Generally, Marshall Islands law provides that the holders of a class of stock of a Marshall Islands corporation are entitled to a separate class vote on anyproposed amendment to the relevant articles of incorporation that would change the aggregate number of authorized shares or the par value of that class ofshares or alter or change the powers, preferences or special rights of that class so as to affect the class adversely. Except as described below, holders of ourcommon shares, Series B preferred shares, and Class B shares have equivalent economic rights, but holders of our common shares are entitled to one vote pershare while holders of our Class B shares are entitled to 20 votes per share and the holder of our Series B preferred shares is entitled to 25,000 votes pershare (subject to the limitation described in “Preferred Shares” below). Each holder of Class B shares (not including the Company and the Company’ssubsidiaries) may convert, at its option, any or all of the Class B shares held by such holder into an equal number of common shares. Except as otherwise provided by the BCA, holders of our common shares, Class B shares, and Series B preferred shares will vote together as a single classon all matters submitted to a vote of shareholders, including the election of directors. The rights, preferences and privileges of holders of our shares are subject to the rights of the holders of our Series B preferred shares and any preferred shareswhich we may issue in the future. Holders of our common shares do not have conversion, redemption or pre-emptive rights to subscribe to any of our securities. 102 Preferred Shares Our articles of incorporation authorize our board of directors to establish and issue up to 100 million preferred shares and to determine, with respect to anyseries of preferred shares, the rights and preferences of that series, including: ¨the designation of the series; ¨the number of preferred shares in the series; ¨the preferences and relative participating option or other special rights, if any, and any qualifications, limitations or restrictions of such series;and ¨the voting rights, if any, of the holders of the series. In April 2012 we issued an aggregate of 3,347 (number not adjusted for any reverse stock splits) Series A Preferred Shares to two persons who were thenexecutive officers, but as of the date hereof no Series A Preferred Shares are outstanding. The holders of our Series A Preferred Shares were entitled toreceive, if funds were legally available, dividends payable in cash in an amount per share to be determined by unanimous resolution of our RemunerationCommittee, in its sole discretion. Our board of directors or Remuneration Committee determined whether funds were legally available under the BCA forsuch dividend. Any accrued but unpaid dividends did not bear interest. Except as may be provided in the BCA, holders of our Series A Preferred Shares didnot have any voting rights. Upon our liquidation, dissolution or winding up, the holders of our Series A Preferred Shares were entitled to a preference in theamount of the declared and unpaid dividends, if any, as of the date of liquidation, dissolution or winding up. Our Series A Preferred Shares were notconvertible into any of our other capital stock. The Series A Preferred Shares were redeemable at the written request of the Remuneration Committee, at parvalue plus all declared and unpaid dividends as of the date of redemption plus any additional consideration determined by a unanimous resolution of theRemuneration Committee. We redeemed and cancelled 780 Series A Preferred Shares in January 2013 and the remaining 2,567 were redeemed and cancelledin July 2016. (These figures do not reflect any of our reverse stock splits which occurred afterwards.) In June 2020, we entered into a stock purchase agreement and issued 50 newly-designated Series B preferred shares, par value $0.001 per share, toGoldenmare Limited, a company controlled by our Chief Executive Officer, Athanasios Feidakis, in return for $150,000. In July 2020, we issued anadditional 250 Series B preferred shares to Goldenmare Limited in return for another $150,000. In March 2020, we issued an additional 10,000 Series Bpreferred shares to Goldenmare Limited in return for $130,000. The purchase price was paid, in each instance, by reducing, on a dollar for dollar basis, theamount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In addition, in July 2020 we increased the maximum votingrights under the Series B preferred shares from 49.0% to 49.99%. The issuances of the Series B preferred shares to Goldenmare Limited were each approved by an independent committee of the Board of Directors of theCompany, which in each case received a fairness opinion from an independent financial advisor that the transaction was for a fair value. The Series B preferred shares have the following characteristics: Voting. To the fullest extent permitted by law, each Series B preferred share entitles the holder hereof to 25,000 votes per share on all matters submitted to avote of the shareholders of the Company, provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to Series Bpreferred shares that would result in the aggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant to ownership ofSeries B preferred shares, common shares or otherwise) to exceed 49.99% of the total number of votes eligible to be cast on any matter submitted to a vote ofshareholders of the Company. To the fullest extent permitted by law, the holders of Series B preferred shares shall have no special voting or consent rightsand shall vote together as one class with the holders of the common shares on all matters put before the shareholders. Conversion. The Series B preferred shares are not convertible into common shares or any other security. Redemption. The Series B preferred shares are not redeemable. Dividends. The Series B preferred shares have no dividend rights. Liquidation Preference. Upon any liquidation, dissolution or winding up of the Company, the Series B preferred shares are entitled to receive a paymentwith priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferred shareholder has no other rights to distributionsupon any liquidation, dissolution or winding up of the Company. 103 Transferability. All issued and outstanding Series B preferred shares must be held of record by one holder, and the Series B preferred shares shall not betransferred without the prior approval of our Board of Directors. Proportional Adjustment. In the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides theoutstanding common shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to thenumber of outstanding Series B preferred shares. Liquidation In the event of our dissolution, liquidation or winding up, whether voluntary or involuntary, after payment in full of the amounts, if any, required to be paid toour creditors, the payment of the par value of $0.001 per share to the holder of our Series B preferred shares, and the holders of preferred shares, ourremaining assets and funds shall be distributed pro rata to the holders of our common shares and Class B shares, and the holders of common shares and theholders of Class B shares shall be entitled to receive the same amount per share in respect thereof. Other than their receipt of the par value of $0.001 perSeries B preferred share, the holder of our Series B preferred shares do not participate in distributions upon liquidation. Dividends Declaration and payment of any dividend is subject to the discretion of our board of directors. The timing and amount of dividend payments to holders of ourshares will depend on a series of factors and risks described under “Risk Factors” in our annual report on Form 20-F and in prospectuses we may file fromtime to time, and includes risks relating to earnings, financial condition, cash requirements and availability, restrictions in our current and future loanarrangements, the provisions of the Marshall Islands law affecting the payment of dividends and other factors. The BCA generally prohibits the payment ofdividends other than from surplus or while we are insolvent or if we would be rendered insolvent upon paying the dividend. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of our common shares and Class B shares will beentitled to share equally (pro rata based on the number of shares held) in any dividends that our board of directors may declare from time to time out of fundslegally available for dividends. Series B preferred shares do not participate in dividends. Conversion Our common shares are not convertible into any other shares of our capital stock. Each of our Class B shares is convertible at any time at the election of theholder thereof into one of our common shares. We may reissue or resell any Class B shares that shall have been converted into common shares. Neither theCommon Shares nor the Class B Shares may be reclassified, subdivided or combined unless such reclassification, subdivision or combination occurssimultaneously and in the same proportion for each such class of Common Stock. Directors Our directors are elected by the vote of the plurality of the votes cast by shareholders entitled to vote in the election. Our articles of incorporation providethat our board of directors must consist of at least three members. Shareholders may change the number of directors only by the affirmative vote of holdersof a majority of the total voting power of our outstanding capital stock (subject to the rights of any holders of preferred shares). The board of directors maychange the number of directors by a majority vote of the entire board of directors. No contract or transaction between us and one or more of our directors or officers will be void or voidable solely for the following reason, or solely becausethe director or officer is present at or participates in the meeting of our board of directors or committee thereof which authorizes the contract or transaction,or solely because his or her or their votes are counted for such purpose, if (1) the material facts as to such director’s interest in such contract or transactionand as to any such common directorship, officership or financial interest are disclosed in good faith or known to the board of directors or committee, and theboard of directors or committee approves such contract or transaction by a vote sufficient for such purpose without counting the vote of such interesteddirector, or, if the votes of the disinterested directors are insufficient to constitute an act of the board, by unanimous vote of the disinterested directors; or (2)the material facts as to such director’s interest in such contract or transaction and as to any such common directorship, officership or financial interest aredisclosed in good faith or known to the shareholders entitled to vote thereon, and such contract or transaction is approved by vote of such shareholders. 104 Our board of directors has the authority to fix the compensation of directors for their services. Classified Board of Directors Our articles of incorporation provide for a board of directors serving staggered, three-year terms. Approximately one-third of our board of directors will beelected each year. Removal of Directors; Vacancies Our articles of incorporation provide that directors may be removed with or without cause upon the affirmative vote of holders of a majority of the totalvoting power of our outstanding capital stock cast at a meeting of the shareholders. Our articles of incorporation also permit the removal of directors forcause upon the affirmative vote of 66-2/3% of the members of the board of directors then in office. Our bylaws require parties to provide advance writtennotice of nominations for the election of directors other than the board of directors and shareholders holding 30% or more of the voting power of theaggregate number of our shares issued and outstanding and entitled to vote. No Cumulative Voting Our articles of incorporation prohibit cumulative voting. Shareholder Meetings Under our bylaws, annual shareholder meetings will be held at a time and place selected by our board of directors. The meetings may be held in or outside ofthe Marshall Islands. Special meetings may be called by the chairman of our board of directors, by resolution of our board of directors or by holders of 30%or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote at such meeting. Our board of directors mayset a record date between 15 and 60 days before the date of any meeting to determine the shareholders that will be eligible to receive notice and vote at themeeting. Dissenters’ Right of Appraisal and Payment Under the BCA, our shareholders may have the right to dissent from various corporate actions, including certain amendments to our articles of incorporationand certain mergers or consolidations or the sale or exchange of all or substantially all of our assets not made in the usual course of our business, and receivepayment of the fair value of their shares, subject to exceptions. The right of a dissenting shareholder to receive payment of the fair value of his shares is notavailable for the shares of any class or series of stock, which shares at the record date fixed to determine the shareholders entitled to receive notice of andvote at the meeting of shareholders to act upon the agreement of merger or consolidation or any sale or exchange of all or substantially all of the property andassets of the corporation not made in the usual course of its business, were either (1) listed on a securities exchange or admitted for trading on an interdealerquotation system or (2) held of record by more than 2,000 holders. In the event of any further amendment of our articles of incorporation, a shareholder alsohas the right to dissent and receive payment for his or her shares if the amendment alters certain rights in respect of those shares. The dissenting shareholdermust follow the procedures set forth in the BCA to receive payment. In the event that we and any dissenting shareholder fail to agree on a price for theshares, the BCA procedures involve, among other things, the institution of proceedings in the high court of the Republic of the Marshall Islands or in anyappropriate court in any jurisdiction in which our shares are primarily traded on a local or national securities exchange to fix the value of the shares. Shareholders’ Derivative Actions Under the BCA, any of our shareholders may bring an action in our name to procure a judgment in our favor, also known as a derivative action, provided thatthe shareholder bringing the action is a holder of common shares or a beneficial interest therein both at the time the derivative action is commenced and atthe time of the transaction to which the action relates or that the shares devolved upon the shareholder by operation of law, among other requirements setforth in the BCA. Amendment to our Articles of Incorporation Except as otherwise provided by law, any provision in our articles of incorporation requiring a vote of shareholders may only be amended by such a vote.Further, certain sections may only be amended by affirmative vote of the holders of at least a majority of the voting power of the voting shares. 105 Anti-Takeover Effects of Certain Provisions of our Articles of Incorporation and Bylaws Several provisions of our articles of incorporation and bylaws, which are summarized below, may have anti-takeover effects. These provisions are intendedto avoid costly takeover battles, lessen our vulnerability to a hostile change of control and enhance the ability of our board of directors to maximizeshareholder value in connection with any unsolicited offer to acquire our company. However, these anti-takeover provisions could also discourage, delay orprevent the merger or acquisition of our company by means of a tender offer, a proxy contest or otherwise that a shareholder may consider in its best interestand the removal of incumbent officers and directors, which could affect the desirability of our shares and, consequently, our share price. Multi Class Stock. Our multi-class stock structure, which consists of common shares, Class B common shares, and preferred shares, can provide holders ofour Class B common shares or preferred shares a significant degree of control over all matters requiring shareholder approval, including the election ofdirectors and significant corporate transactions, such as a merger or other sale of our company or its assets, because our different classes of shares can havedifferent numbers of votes. For instance, while our common shares have one vote on matters before the shareholders, each of our 10,300 outstanding Series B preferred shares has25,000 votes on matters before the shareholders; provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to anySeries B preferred shares that would result in the total number of votes a holder is entitled to vote on any matter submitted to a vote of shareholders of theCompany to exceed 49.99% of the total number of votes eligible to be cast on such matter. No Class B common shares are presently outstanding, but if andwhen we issue any, each Class B common share will have 20 votes on matters before the shareholders. At present, and until a substantial number of additional securities are issued, our holder of Series B preferred shares exerts substantial control of theCompany’s votes and is able to exert substantial control over our management and all matters requiring shareholder approval, including electing directorsand significant corporate transactions, such as a merger. Such holder’s interest could differ from yours. Blank Check Preferred Shares. Under the terms of our articles of incorporation, our board of directors has authority, without any further vote or action by ourshareholders, to issue up to 100 million “blank check” preferred shares, almost all of which currently remain available for issuance. Our board couldauthorize the issuance of preferred shares with voting or conversion rights that could dilute the voting power or rights of the holders of common shares, inaddition to preferred shares that are already outstanding. The issuance of preferred shares, while providing flexibility in connection with possible acquisitionsand other corporate purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of us or the removal of ourmanagement and may harm the market price of our common shares. Classified Board of Directors. Our articles of incorporation provide for the division of our board of directors into three classes of directors, with each class asnearly equal in number as possible, serving staggered, three-year terms beginning upon the expiration of the initial term for each class. Approximately one-third of our board of directors is elected each year. This classified board provision could discourage a third party from making a tender offer for our shares orattempting to obtain control of us. It could also delay shareholders who do not agree with the policies of our board of directors from removing a majority ofour board of directors for up to two years. Election of Directors. Our articles of incorporation do not provide for cumulative voting in the election of directors. Our bylaws require parties, other thanthe chairman of the board of directors, board of directors and shareholders holding 30% or more of the voting power of the aggregate number of our sharesissued and outstanding and entitled to vote, to provide advance written notice of nominations for the election of directors. These provisions may discourage,delay or prevent the removal of incumbent officers and directors. Advance Notice Requirements for Shareholder Proposals and Director Nominations. Our bylaws provide that shareholders, other than shareholders holding 30% or more of the voting power of the aggregate number of our shares issued andoutstanding and entitled to vote, seeking to nominate candidates for election as directors or to bring business before an annual meeting of shareholders mustprovide timely notice of their proposal in writing to the corporate secretary. 106 Generally, to be timely, a shareholder’s notice must be received at our principal executive offices not less than 150 days or more than 180 days prior to thefirst anniversary date of the immediately preceding annual meeting of shareholders. Our bylaws also specify requirements as to the form and content of ashareholder’s notice. These provisions may impede a shareholder’s ability to bring matters before an annual meeting of shareholders or make nominationsfor directors at an annual meeting of shareholders. Calling of Special Meetings of Shareholders Our bylaws provide that special meetings of our shareholders may be called only by the chairman of our board of directors, by resolution of our board ofdirectors or by holders of 30% or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote at suchmeeting. Action by Written Consent in Lieu of a Meeting Our articles permit any action which may or is required by the BCA to be taken at a meeting of the shareholders to be authorized by consents in writingsigned by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take such action at ameeting at which all shares entitled to vote thereon were present and voted. Presently and until and unless we issue a significant number of securities,Goldenmare Limited, a company affiliated with our Chief Executive Officer, holds Series B preferred shares controlling 49.99% of the voting power of ouroutstanding capital stock. Goldenmare could, together with shareholders possessing a relatively small number of shares, act by written consent in lieu of ameeting and authorize major transactions on behalf of the Company, all without calling a meeting of shareholders. Business Combinations Although the BCA does not contain specific provisions regarding “business combinations” between corporations incorporated under or redomiciled pursuantto the laws of the Marshall Islands and “interested shareholders,” our articles of incorporation prohibit us from engaging in a business combination with aninterested shareholder for a period of three years following the date of the transaction in which the person became an interested shareholder, unless, inaddition to any other approval that may be required by applicable law: ¨prior to the date of the transaction that resulted in the shareholder becoming an interested shareholder, our board of directors approved eitherthe business combination or the transaction that resulted in the shareholder becoming an interested shareholder; ¨upon consummation of the transaction that resulted in the shareholder becoming an interested shareholder, the interested shareholder ownedat least 85.0% of our voting shares outstanding at the time the transaction commenced, excluding for purposes of determining the number ofshares outstanding those shares owned by (1) persons who are directors and officers and (2) employee stock plans in which employeeparticipants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchangeoffer; or ¨at or after the date of the transaction that resulted in the shareholder becoming an interested shareholder, the business combination isapproved by our board of directors and authorized at an annual or special meeting of shareholders, and not by written consent, by theaffirmative vote of at least 66-2/3% of the voting power of the voting shares that are not owned by the interested shareholder. Among other transactions, a “business combination” includes any merger or consolidation of us or any directly or indirectly majority-owned subsidiary ofours with (1) the interested shareholder or any of its affiliates or (2) with any corporation, partnership, unincorporated association or other entity if themerger or consolidation is caused by the interested shareholder. Generally, an “interested shareholder” is any person or entity (other than us and any direct orindirect majority-owned subsidiary of ours) that: ¨owns 15.0% or more of our outstanding voting shares; ¨is an affiliate or associate of ours and was the owner of 15.0% or more of our outstanding voting shares at any time within the three-yearperiod immediately prior to the date on which it is sought to be determined whether such person is an interested shareholder; or 107 ¨is an affiliate or associate of any person listed in the first two bullets, except that any person who owns 15.0% or more of our outstandingvoting shares, as a result of action taken solely by us will not be an interested shareholder unless such person acquires additional votingshares, except as a result of further action by us and not caused, directly or indirectly, by such person. Additionally, the restrictions regarding business combinations do not apply to persons that became interested shareholders prior to the effectiveness of ourarticles of incorporation. Limitations on Liability and Indemnification of Directors and Officers The BCA authorizes corporations to limit or eliminate the personal liability of directors to corporations and their shareholders for monetary damages forbreaches of certain directors’ fiduciary duties. Our articles of incorporation include a provision that eliminates the personal liability of directors for monetarydamages for breach of fiduciary duty as a director to the fullest extent permitted by law (i.e., other than breach of duty of loyalty, acts not taken in good faithor which involve intentional misconduct or a knowing violation of law or transactions for which the director derived an improper personal benefit) andprovides that we must indemnify our directors and officers to the fullest extent authorized by law. We are also expressly authorized to advance certainexpenses to our directors and officers and expect to carry directors’ and officers’ insurance providing indemnification for our directors and officers for someliabilities. We believe that these indemnification provisions and the directors’ and officers’ insurance are useful to attract and retain qualified directors andexecutive officers. The limitation of liability and indemnification provisions in our articles of incorporation may discourage shareholders from bringing a lawsuit against ourdirectors for breach of their fiduciary duty. These provisions may also have the effect of reducing the likelihood of derivative litigation against directors andofficers, even though such an action, if successful, may otherwise benefit us and our shareholders. In addition, an investor in our common shares may beadversely affected to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification provisions. There is no pending material litigation or proceeding involving any of our directors, officers or employees for which indemnification is sought. The following summary of certain terms and provisions of the Class A Warrants is not complete and is subject to, and qualified in its entirety by theprovisions of the form of Class A Warrant, which are incorporated by reference as an exhibit to this annual report. °Exercisability. The Class A Warrants are exercisable at any time after their original issuance up to the date that is five years after their original issuance.Each of the Class A Warrants is exercisable, in whole or in part by delivering to us a duly executed exercise notice and, at any time a registrationstatement registering the issuance of the common shares underlying the Class A Warrants under the Securities Act is effective and available for theissuance of such shares, by payment in full in immediately available funds for the number of common shares purchased upon such exercise. If aregistration statement registering the issuance of the common shares underlying the Class A Warrants under the Securities Act is not effective oravailable, the holder may, in its sole discretion, elect to exercise the Class A Warrant through a cashless exercise, in which case the holder would receiveupon such exercise the net number of common shares determined according to the formula set forth in the Class A Warrant. We may be required to paycertain amounts as liquidated damages as specified in the Class A Warrants in the event we do not deliver common shares upon exercise of the Class AWarrants within the time periods specified in the Class A Warrants. No fractional common shares will be issued in connection with the exercise of aClass A Warrant. °Exercise Limitation. A holder does not have the right to exercise any portion of a Class A Warrant if the holder (together with its affiliates) wouldbeneficially own in excess of 4.99% (or, upon election by a holder prior to the issuance of any Class A Warrants, 9.99%) of the number of shares of ourcommon shares outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms ofsuch Class A Warrants. However, any holder may increase or decrease such percentage to any other percentage not in excess of 9.99%, upon at least 61days’ prior notice from the holder to us with respect to any increase in such percentage. 108 ○Exercise Price. The exercise price per whole common share purchasable upon exercise of the Class A Warrants is $35.00 per share. The exercise price ofthe Class A Warrants and number of common shares issuable on exercise of the Class A Warrants are subject to adjustment in the event of certain stockdividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting our common shares. The exercise price of theClass A Warrants may also be reduced to any amount and for any period of time at the sole discretion of our board of directors. The exercise price of theClass A Warrants is subject to adjustment in the event of dividends and certain distributions as specified in the Class A Warrant. ○Transferability. Subject to applicable laws, the Class A Warrants may be offered for sale, sold, transferred or assigned without our consent. ○Exchange Listing. We do not intend to apply for the listing of the Class A Warrants on any stock exchange. Without an active trading market, theliquidity of the Class A Warrants will be limited. ○Warrant Agent. The Class A Warrants are issued in registered form under a warrant agreement among Computershare Inc., Computershare TrustCompany, N.A., as warrant agent, and us. The Class A Warrants were initially be represented only by one or more global warrants deposited with thewarrant agent, as custodian on behalf of The Depository Trust Company (DTC) and registered in the name of Cede & Co., a nominee of DTC, or asotherwise directed by DTC. ○Rights as a Shareholder. Except as otherwise provided in the Class A Warrants or by virtue of such holder’s ownership of our common shares, the holderof a Class A Warrant does not have the rights or privileges of a holder of our common shares, including any voting rights, until the holder exercises theClass A Warrant. ○Fundamental Transactions. In the event of a fundamental transaction, as described in the Class A Warrants and generally including, with certainexceptions, any reorganization, recapitalization or reclassification of our common shares, the sale, transfer or other disposition of all or substantially allof our properties or assets, our consolidation or merger with or into another person, the acquisition of more than 50% of our outstanding common shares,or any person or group becoming the beneficial owner of 50% of the voting power represented by our outstanding common shares, the holders of theClass A Warrants will be entitled to receive upon exercise of the Class A Warrants the kind and amount of securities, cash or other property that theholders would have received had they exercised the Class A Warrants immediately prior to such fundamental transaction. In addition, we or thesuccessor entity, at the request of Class A Warrant holders, will be obligated to purchase any unexercised portion of the Class A Warrants in accordancewith the terms of such Class A Warrants. ○Governing Law. The Class A Warrants and the warrant agreement are governed by New York law. The following summary of certain terms and provisions of the PP Warrants issued on June 30, 2020 and July 21, 2020 is not complete and is subject to, andqualified in its entirety by the provisions of the form PP Warrants, which are incorporated by reference as an exhibit to this annual report. ○Exercisability. Each PP Warrant has a term of 5.5 years from its date of issuance. The PP Warrants are exercisable, at the option of each holder, in wholeor in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of common sharespurchased upon such exercise. If a registration statement registering the resale of the Common Shares underlying the PP Warrants under the SecuritiesAct of 1933 is not effective or available at any time after the six month anniversary of the date of issuance of the PP Warrants, the holder may, in its solediscretion, elect to exercise the PP Warrant through a cashless exercise, in which case the holder would receive upon such exercise the net number ofcommon shares determined according to the formula set forth in the PP Warrant. If we do not issue the shares in a timely fashion, the PP Warrantcontains certain damages provisions. No fractional common shares will be issued in connection with the exercise of a PP Warrant. ○Exercise Limitation. A holder will not have the right to exercise any portion of the PP Warrant if the holder (together with its affiliates) wouldbeneficially own in excess of 4.99% (or, upon election of the holder, 9.99%) of the number of our Common Shares outstanding immediately after givingeffect to the exercise, as such percentage of beneficial ownership is determined in accordance with the terms of the PP Warrants. However, any holdermay increase or decrease such percentage, but not in excess of 9.99%, provided that any increase will not be effective until the 61st day after suchelection. 109 ○Exercise Price. The exercise price per whole common share purchasable upon exercise of the PP Warrants is $18.00 per share. The exercise price of thePP Warrants is subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations,reclassifications or similar events affecting our common shares and also upon any distributions of assets, including cash, stock or other property to ourshareholders. The exercise price may also be reduced to any amount and for any period of time deemed appropriate at the sole discretion of our board ofdirectors. ○Exchange Listing. There is no established trading market for the PP Warrants and we do not expect a market to develop. In addition, we do not intend toapply for the listing of the PP Warrants on any national securities exchange or other trading market. ○Fundamental Transactions. If a fundamental transaction occurs, then the successor entity will succeed to, and be substituted for us, and may exerciseevery right and power that we may exercise and will assume all of our obligations under the PP Warrants with the same effect as if such successor entityhad been named in the PP Warrant itself. If holders of our common shares are given a choice as to the securities, cash or property to be received in afundamental transaction, then the holder shall be given the same choice as to the consideration it receives upon any exercise of the PP Warrant followingsuch fundamental transaction. In addition, we or the successor entity, at the request of PP Warrant holders, will be obligated to purchase any unexercisedportion of the PP Warrants in accordance with the terms of such PP Warrants. ○Rights as a Shareholder. Except as otherwise provided in the PP Warrants or by virtue of such holder’s ownership of our common shares, the holder ofWarrants will not have the rights or privileges of a holder of our common shares, including any voting rights, until the holder exercises the PP Warrants. ○Transferability. Subject to applicable laws, the PP Warrants may be offered for sale, sold, transferred or assigned without our consent. ○Governing Law. The PP Warrants are governed by New York law. The following summary of certain terms and provisions of the December 2020 Warrants, and is not complete and is subject to, and qualified in its entirety bythe provisions of the form of December 2020 Warrant. ●Exercisability. The December 2020 Warrant will have a term of 5.5 years. The December 2020 Warrants will be exercisable, at the option of each holder,in whole or in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of commonshares purchased upon such exercise If a registration statement registering the issuance of the common shares underlying the December 2020 Warrantsunder the Securities Act of 1933 is not effective or available, the holder may, in its sole discretion, elect to exercise the December 2020 Warrant througha cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formulaset forth in the December 2020 Warrant. If we do not issue the shares in a timely fashion, the December 2020 Warrant contains certain damagesprovisions. No fractional common shares will be issued in connection with the exercise of a December 2020 Warrant. ●Exercise Limitation. A holder will not have the right to exercise any portion of the December 2020 Warrant if the holder (together with its affiliates)would beneficially own in excess of 4.99% (or, upon election of the holder, 9.99%) of the number of our Common Shares outstanding immediately aftergiving effect to the exercise, as such percentage of beneficial ownership is determined in accordance with the terms of the December 2020 Warrants.However, any holder may increase or decrease such percentage, but not in excess of 9.99%, provided that any increase will not be effective until the 61stday after such election. 110 ●Exercise Price. The exercise price per whole common share purchasable upon exercise of the December 2020 Warrants is $6.25 per share (having beenreduced from the original exercise price of $8.50 per share). The exercise price of the December 2020 Warrants and number of common shares issuableupon exercise of the December 2020 Warrants is subject to appropriate adjustment in the event of certain stock dividends and distributions, stock splits,stock combinations, reclassifications or similar events affecting our common shares. The exercise price of the December 2020 Warrants is also subject toadjustment upon any distributions of assets, including cash, stock or other property to our shareholders. The holders of December 2020 Warrants alsowill have the right to participate on an as-exercised basis in certain rights offerings to our common shareholders. The exercise price may also be reducedto any amount and for any period of time deemed appropriate at the sole discretion of our board of directors. ●Exchange Listing. There is no established trading market for the December 2020 Warrants and we do not expect a market to develop. In addition, we donot intend to apply for the listing of the December 2020 Warrants on any national securities exchange or other trading market. ●Fundamental Transactions. If a fundamental transaction occurs, then the successor entity will succeed to, and be substituted for us, and may exerciseevery right and power that we may exercise and will assume all of our obligations under the December 2020 Warrants with the same effect as if suchsuccessor entity had been named in the December 2020 Warrant itself. If holders of our common shares are given a choice as to the securities, cash orproperty to be received in a fundamental transaction, then the holder shall be given the same choice as to the consideration it receives upon any exerciseof the December 2020 Warrant following such fundamental transaction. In addition, we or the successor entity, at the request of December 2020 Warrantholders, will be obligated to purchase any unexercised portion of the December 2020 Warrants in accordance with the terms of such December 2020Warrants. ●Rights as a Shareholder. Except as otherwise provided in the December 2020 Warrants or by virtue of such holder’s ownership of our common shares,the holder of December 2020 Warrants will not have the rights or privileges of a holder of our common shares, including any voting rights, until theholder exercises the December 2020 Warrants. ●Transferability. Subject to applicable laws, the December 2020 Warrants may be offered for sale, sold, transferred or assigned without our consent. ●Governing Law. The December 2020 Warrants are governed by New York law. The following summary of certain terms and provisions of the January 2021 Warrants, and is not complete and is subject to, and qualified in its entirety bythe provisions of the form of January 2021 Warrant. ○Exercisability. The January 2021 Warrants will have a term of 5.5 years. The January 2021 Warrants will be exercisable, at the option of each holder, inwhole or in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of commonshares purchased upon such exercise. If a registration statement registering the issuance of the common shares underlying the January 2021 Warrantsunder the Securities Act of 1933 is not effective or available, the holder may, in its sole discretion, elect to exercise the January 2021 Warrants through acashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formula setforth in the January 2021 Warrants. If we do not issue the shares in a timely fashion, the January 2021 Warrants contain certain damages provisions. Nofractional common shares will be issued in connection with the exercise of a January 2021 Warrant. ○Exercise Limitation. A holder will not have the right to exercise any portion of the January 2021 Warrants if the holder (together with its affiliates)would beneficially own in excess of 4.99% (or, upon election of the holder, 9.99%) of the number of our Common Shares outstanding immediately aftergiving effect to the exercise, as such percentage of beneficial ownership is determined in accordance with the terms of the January 2021 Warrants.However, any holder may increase or decrease such percentage, but not in excess of 9.99%, provided that any increase will not be effective until the 61stday after such election. ○Exercise Price. The exercise price per whole common share purchasable upon exercise of the January 2021 Warrants is $6.25 per share. The exerciseprice of the January 2021 Warrants and number of common shares issuable upon exercise of the January 2021 Warrants is subject to appropriateadjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting ourcommon shares. The exercise price of the January 2021 Warrants is also subject to adjustment upon any distributions of assets, including cash, stock orother property to our shareholders. The holders of January 2021 Warrants also will have the right to participate on an as-exercised basis in certain rightsofferings to our common shareholders. The exercise price may also be reduced to any amount and for any period of time deemed appropriate at the solediscretion of our board of directors. 111 ○Exchange Listing. There is no established trading market for the January 2021 Warrants and we do not expect a market to develop. In addition, we donot intend to apply for the listing of the January 2021 Warrants on any national securities exchange or other trading market. ○Fundamental Transactions. If a fundamental transaction occurs, then the successor entity will succeed to, and be substituted for us, and may exerciseevery right and power that we may exercise and will assume all of our obligations under the January 2021 Warrants with the same effect as if suchsuccessor entity had been named in the January 2021 Warrant itself. If holders of our common shares are given a choice as to the securities, cash orproperty to be received in a fundamental transaction, then the holder shall be given the same choice as to the consideration it receives upon any exerciseof the January 2021 Warrants following such fundamental transaction. In addition, we or the successor entity, at the request of January 2021 Warrantholders, will be obligated to purchase any unexercised portion of the January 2021 Warrants in accordance with the terms of such January 2021Warrants. ○Rights as a Shareholder. Except as otherwise provided in the January 2021 Warrants or by virtue of such holder’s ownership of our common shares, theholder of January 2021 Warrants will not have the rights or privileges of a holder of our common shares, including any voting rights, until the holderexercises the January 2021 Warrants. ○Transferability. Subject to applicable laws, the January 2021 Warrants may be offered for sale, sold, transferred or assigned without our consent. ○Governing Law. The January 2021 Warrants are governed by New York law. The following summary of certain terms and provisions of the February 2021 Warrants, and is not complete and is subject to, and qualified in its entirety bythe provisions of the form of warrant: ○Exercisability. The February 2021 Warrants will have a term of 5.5 years. The February 2021 Warrants will be exercisable, at the option of each holder,in whole or in part by delivering to us a duly executed exercise notice with payment in full in immediately available funds for the number of commonshares purchased upon such exercise. If a registration statement registering the issuance of the common shares underlying the February 2021 Warrantsunder the Securities Act of 1933 is not effective or available, the holder may, in its sole discretion, elect to exercise the February 2021 Warrants througha cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formulaset forth in the February 2021 Warrants. If we do not issue the shares in a timely fashion, the February 2021 Warrants contain certain damagesprovisions. No fractional common shares will be issued in connection with the exercise of a February 2021 Warrant. ○Exercise Limitation. A holder will not have the right to exercise any portion of the February 2021 Warrants if the holder (together with its affiliates)would beneficially own in excess of 4.99% (or, upon election of the holder, 9.99%) of the number of our Common Shares outstanding immediately aftergiving effect to the exercise, as such percentage of beneficial ownership is determined in accordance with the terms of the February 2021 Warrants.However, any holder may increase or decrease such percentage, but not in excess of 9.99%, provided that any increase will not be effective until the 61stday after such election. ○Exercise Price. The exercise price per whole common share purchasable upon exercise of the February 2021 Warrants is $6.25 per share. The exerciseprice of the February 2021 Warrants and number of common shares issuable upon exercise of the February 2021 Warrants is subject to appropriateadjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting ourcommon shares. The exercise price of the February 2021 Warrants is also subject to adjustment upon any distributions of assets, including cash, stock orother property to our shareholders. The holders of February 2021 Warrants also will have the right to participate on an as-exercised basis in certain rightsofferings to our common shareholders. The exercise price may also be reduced to any amount and for any period of time deemed appropriate at the solediscretion of our board of directors. 112 ○Exchange Listing. There is no established trading market for the February 2021 Warrants and we do not expect a market to develop. In addition, we donot intend to apply for the listing of the February 2021 Warrants on any national securities exchange or other trading market. ○Fundamental Transactions. If a fundamental transaction occurs, then the successor entity will succeed to, and be substituted for us, and may exerciseevery right and power that we may exercise and will assume all of our obligations under the February 2021 Warrants with the same effect as if suchsuccessor entity had been named in the February 2021 Warrant itself. If holders of our common shares are given a choice as to the securities, cash orproperty to be received in a fundamental transaction, then the holder shall be given the same choice as to the consideration it receives upon any exerciseof the February 2021 Warrants following such fundamental transaction. In addition, we or the successor entity, at the request of February 2021 Warrantholders, will be obligated to purchase any unexercised portion of the February 2021 Warrants in accordance with the terms of such February 2021Warrants. ○Rights as a Shareholder. Except as otherwise provided in the February 2021 Warrants or by virtue of such holder’s ownership of our common shares, theholder of February 2021 Warrants will not have the rights or privileges of a holder of our common shares, including any voting rights, until the holderexercises the February 2021 Warrants. ○Transferability. Subject to applicable laws, the February 2021 Warrants may be offered for sale, sold, transferred or assigned without our consent. ○Governing Law. The February 2021 Warrants are governed by New York law. C.Material Contracts We refer you to “Item 7.B. Related Party Transactions” for a discussion of our agreements with companies related to us. We also refer you to “Item4. Information on the Company,” “Item 5.B. Liquidity and Capital Resources—Indebtedness,” “Item 6.E. Share Ownership—Incentives Program” and “Item10.B—Memorandum and Articles of Association” for a description of other material contracts. Other than these agreements, we have no material contracts, other than contracts entered into in the ordinary course of business, to which the Company orany member of the group is a party. D.Exchange Controls We are not aware, under Marshall Islands law, of any restrictions on the export or import of capital, including foreign exchange controls or restrictions thataffect the remittance of dividends, interest or other payments to holders of our common shares that are neither residents nor citizens of the Marshall Islands. E.Taxation Marshall Islands Tax Considerations The following is applicable only to persons who are not citizens of and do not reside in, maintain offices in or engage in business, transactions or operationsin the Marshall Islands. Because we do not, and we do not expect that we or any of our future subsidiaries will, conduct business, transactions or operations in the Marshall Islands,and because we anticipate that all documentation related to any offerings of our securities will be executed outside of the Marshall Islands, under currentMarshall Islands law our shareholders will not be subject to Marshall Islands taxation or withholding tax on our distributions. In addition, our shareholderswill not be subject to Marshall Islands stamp, capital gains or other taxes on the purchase, ownership or disposition of our common shares, and ourshareholders will not be required by the Marshall Islands to file a tax return related to our common shares. 113 Malta Tax Considerations One of our subsidiaries is incorporated in Malta, which imposes taxes on us that are immaterial to our operations. Greek Tax Considerations In January 2013, a tax law 4110/2013 amended the long-standing provisions of art. 26 of law 27/1975 by imposing a fixed annual tonnage tax on vesselsflying a foreign (i.e., non-Greek) flag which are managed by a Law 89 company, establishing an identical tonnage tax regime as the one already in force forvessels flying the Greek flag. This tax varies depending on the size of the vessel, calculated in gross registered tonnage, as well as on the age of each vessel.Payment of this tonnage tax completely satisfies all income tax obligations of both the shipowning company and of all its shareholders up to the ultimatebeneficial owners. Any tax payable to the state of the flag of each vessel as a result of its registration with a foreign flag registry (including the MarshallIslands) is subtracted from the amount of tonnage tax due to the Greek tax authorities. The tax residents of Greece who receive dividends from such shipowning or their holding companies, (pursuant to a very recent agreement between theUnion of Greek Shipowners and the Greek State, which is expected to come in force shortly) are taxed at 10% on the dividends which they receive andwhich they import into Greece, not being liable to any other taxation for these, which include those dividends which either remain with the holding companyor are paid to the individual Greek tax resident abroad. United States Tax Considerations This discussion of United States federal income taxes is based upon provisions of the Code, existing final, temporary and proposed regulations thereunderand current administrative rulings and court decisions, all as in effect on the effective date of this annual report on Form 20-F and all of which are subject tochange, possibly with retroactive effect. Changes in these authorities may cause the tax consequences to vary substantially from the consequences describedbelow. No rulings have been or are expected to be sought from the IRS with respect to any of the United States federal income tax consequences discussedbelow, and no assurance can be given that the IRS will not take contrary positions. Further, the following summary does not deal with all United States federal income tax consequences applicable to any given holder of our common shares,nor does it address the United States federal income tax considerations applicable to categories of investors subject to special taxing rules, such asexpatriates, banks, real estate investment trusts, regulated investment companies, insurance companies, tax-exempt organizations, dealers or traders insecurities or currencies, partnerships, S corporations, estates and trusts, investors that hold their common shares as part of a hedge, straddle or an integratedor conversion transaction, investors whose “functional currency” is not the United States dollar or investors that own, directly or indirectly, 10% or more ofour stock by vote or value. Furthermore, the discussion does not address alternative minimum tax consequences or estate or gift tax consequences, or anystate tax consequences, and is limited to shareholders that will hold their common shares as “capital assets” within the meaning of Section 1221 of the Code.Each shareholder is encouraged to consult, and discuss with his or her own tax advisor the United States federal, state, local and non-United States taxconsequences particular to him or her of the acquisition, ownership or disposition of common shares. Further, it is the responsibility of each shareholder tofile all state, local and non-U.S., as well as U.S. federal, tax returns that may be required of it. United States Federal Income Taxation of the Company Taxation of Operating Income Unless exempt from United States federal income taxation under the rules described below in “—The Section 883 Exemption,” a foreign corporation thatearns only transportation income is generally subject to United States federal income taxation under one of two alternative tax regimes: (1) the 4% grossbasis tax or (2) the net basis tax and branch profits tax. The Company is a Marshall Islands corporation and its subsidiaries are incorporated in the MarshallIslands or Malta. There is no comprehensive income tax treaty between the Marshall Islands and the United States, so the Company and its Marshall Islandssubsidiaries cannot claim an exemption from this tax under a treaty. 114 The 4% Gross Basis Tax The United States imposes a 4% United States federal income tax (without allowance of any deductions) on a foreign corporation’s United States sourcegross transportation income to the extent such income is not treated as effectively connected with the conduct of a United States trade or business. For thispurpose, transportation income includes income from the use, hiring or leasing of a vessel, or the performance of services directly related to the use of avessel (and thus includes time charter, spot charter and bareboat charter income). The United States source portion of transportation income is 50% of theincome attributable to voyages that begin or end, but not both begin and end, in the United States. As a result of this sourcing rule the effective tax rate is 2%of the gross income attributable to U.S. voyages. Generally, no amount of the income from voyages that begin and end outside the United States is treated asUnited States source, and consequently none of the transportation income attributable to such voyages is subject to this 4% tax. (Although the entire amountof transportation income from voyages that begin and end in the United States would be United States source, neither the Company nor any of itssubsidiaries expects to have any transportation income from voyages that both begin and end in the United States.) The Net Basis Tax and Branch Profits Tax The Company and each of its subsidiaries do not expect to engage in any activities in the United States (other than port calls of its vessels) or otherwise havea fixed place of business in the United States. Consequently, the Company and its subsidiaries are not expected to be subject to the net basis or branch profitstaxes. Nonetheless, if this situation were to change or if the Company or a subsidiary of the Company were to be treated as engaged in a United States tradeor business, all or a portion of the Company’s or such subsidiary’s taxable income, including gain from the sale of vessels, could be treated as effectivelyconnected with the conduct of this United States trade or business, or effectively connected income. Any effectively connected income, net of allowabledeductions, would be subject to United States federal corporate income tax. In addition, an additional 30% branch profits tax would be imposed on theCompany or such subsidiary at such time as the Company’s or such subsidiary’s after-tax effectively connected income is deemed to have been repatriated tothe Company’s or subsidiary’s offshore office. The 4% gross basis tax described above is inapplicable to income that is treated as effectively connected income. A non-United States corporation’s UnitedStates source transportation income would be considered to be effectively connected income only if the non-United States corporation has or is treated ashaving a fixed place of business in the United States involved in the earning of the transportation income and substantially all of its United States sourcetransportation income is attributable to regularly scheduled transportation (such as a published schedule with repeated sailings at regular intervals betweenthe same points for voyages that begin or end in the United States), or in the case of leasing income (such as bareboat charter income) is attributable to suchfixed place of business. The Company and its vessel-owning subsidiaries believe that their vessels will not operate to and from the United States on aregularly scheduled basis. Based on the intended mode of shipping operations and other activities, the Company and its vessel-owning subsidiaries do notexpect to have any effectively connected income. The Section 883 Exemption Both the 4% gross basis tax and the net basis and branch profits taxes described above are inapplicable to transportation income that qualifies for the Section883 Exemption. To qualify for the Section 883 Exemption a foreign corporation must, among other things: Øbe organized in a jurisdiction outside the United States that grants an equivalent exemption from tax to corporations organized in the UnitedStates (an “Equivalent Exemption”); Øsatisfy one of the following three ownership tests (discussed in more detail below): (1) the more than 50% ownership test, or 50% OwnershipTest, (2) the controlled foreign corporation test, or CFC Test, or (3) the “Publicly Traded Test”; and Ømeet certain substantiation, reporting and other requirements (which include the filing of United States income tax returns). The Company is a Marshall Islands corporation, and each of the vessels in its fleet is owned by a separate wholly owned subsidiary organized in the MarshallIslands or Malta. The U.S. Department of the Treasury recognizes the Marshall Islands and Malta as jurisdictions which grant an Equivalent Exemption;therefore, the Company and each of its vessel-owning subsidiaries meet the first requirement for the Section 883 Exemption. 115 The 50 % Ownership Test In order to satisfy the 50% Ownership Test, a non-United States corporation must be able to substantiate that more than 50% of the value of its shares isowned, for at least half of the number of days in the non-United States corporation’s taxable year, directly or indirectly, by “qualified shareholders.” For thispurpose, qualified shareholders are: (1) individuals who are residents (as defined in the Treasury regulations promulgated under Section 883 of the Code, orSection 883 Regulations) of countries, other than the United States, that grant an Equivalent Exemption, (2) non-United States corporations that meet thePublicly Traded Test of the Section 883 Regulations and are organized in countries that grant an Equivalent Exemption, or (3) certain foreign governments,non-profit organizations, and certain beneficiaries of foreign pension funds. In order for a shareholder to be a qualified shareholder, there generally cannot beany bearer shares in the chain of ownership between the shareholder and the taxpayer claiming the exemption (unless such bearer shares are maintained in adematerialized or immobilized book-entry system as permitted under the Section 883 Regulations). A corporation claiming the Section 883 Exemption basedon the 50% Ownership Test must obtain all the facts necessary to satisfy the IRS that the 50% Ownership Test has been satisfied (as detailed in the Section883 Regulations). The Company does not believe that it satisfied the 50% Ownership Test for the taxable year ended December 31, 2020, and has no basis toexpect that it will satisfy the 50% Ownership Test in the near future. The CFC Test The CFC Test requires that a non-United States corporation be treated as a controlled foreign corporation, or a CFC, for United States federal income taxpurposes for more than half of the days in the taxable year. A CFC is a foreign corporation, more than 50% of the vote or value of which is owned bysignificant U.S. shareholders (meaning U.S. persons who own at least 10% of the vote or value of the foreign corporation). In addition, more than 50% of thevalue of the shares of the CFC must be owned by qualifying U.S. persons for more than half of the days during the taxable year concurrent with the period oftime that the company qualifies as a CFC. For this purpose, a qualifying U.S. person is defined as a U.S. citizen or resident alien, a domestic corporation ordomestic tax-exempt trust, in each case, if such U.S. person provides the company claiming the exemption with an ownership statement. The Company doesnot believe that the requirements of the CFC Test will be met in the near future with respect to the Company or any of its subsidiaries. The Publicly Traded Test The Publicly Traded Test requires that one or more classes of equity representing more than 50% of the voting power and value in a non-United Statescorporation be “primarily and regularly traded” on an established securities market either in the United States or in a foreign country that grants anEquivalent Exemption. The Section 883 Regulations provide, in relevant part, that the shares of a non-United States corporation will be considered to be“primarily traded” on an established securities market in a country if the number of shares of each class of shares that are traded during any taxable year onall established securities markets in that country exceeds the number of shares in each such class that are traded during that year on established securitiesmarkets in any other single country. The Section 883 Regulations also generally provide that shares will be considered to be “regularly traded” on anestablished securities market if one or more classes of shares in the corporation representing in the aggregate more than 50% of the total combined votingpower and value of all classes of shares of the corporation are listed on an established securities market. Also, with respect to each class relied upon to meetthis requirement (1) such class of shares must be traded on the market, other than in minimal quantities, on at least 60 days during the taxable year or one-sixth of the days in a short taxable year, and (2) the aggregate number of shares of such class of shares traded on such market during the taxable year is atleast 10% of the average number of shares of such class of shares outstanding during such year or as adjusted for a short taxable year. These two tests aredeemed to be satisfied if such class of shares is traded on an established market in the United States and such shares are regularly quoted by dealers making amarket in such shares. Notwithstanding the foregoing, the Section 883 Regulations provide, in relevant part, that a class of shares will not be considered to be “regularly traded” onan established securities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actuallyor constructively under specified share attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of the voteand value of such class of outstanding shares, to which we refer as the 5 Percent Override Rule. For purposes of being able to determine the persons who actually or constructively own 5% or more of the vote and value of the Company’s common shares,or 5% Shareholders, the Section 883 Regulations permit a company whose stock is traded on an established securities market in the United States to rely onthose persons that are identified on Schedule 13G and Schedule 13D filings with the SEC, as owning 5% or more of the company’s common shares. 116 In the event the 5 Percent Override Rule is triggered, the Section 883 Regulations provide that such rule will not apply if the Company can establish thatwithin the group of 5% Shareholders, there are sufficient qualified shareholders within the meaning of Section 883 and the Section 883 Regulations topreclude non-qualified shareholders in such group from owning 50% or more of the total value of the Company’s common shares for more than half thenumber of days during the taxable year. Although the Company satisfied the Publicly Traded Test for the taxable year ended December 31, 2019, it is not clear whether the Company satisfied thePublicly Traded Test for the taxable year ended December 31, 2020 because, based on information reported in Schedule 13G and Schedule 13D filings withthe SEC, 50% or more of the vote and value of our outstanding common shares may have been owned on more than half the days during the Company’staxable year by 5% Shareholders, and the 5 Percent Override Rule may not apply. The Company cannot currently predict whether it will satisfy the PubliclyTraded Test for the current taxable year. The stock in the Company’s vessel-owning subsidiaries is not publicly traded, but if the Company were to meet thePublicly Traded Test described above, the Company also may be a qualified shareholder for purposes of applying the 50% Ownership Test as to anysubsidiary claiming the Section 883 Exemption. However, if for any period after the Company issues the Class B shares, the common shares represent lessthan 50% of the voting power of the Company, the Company would not be able to satisfy the Publicly Traded Test for such period because less than 50% ofthe stock of the Company, measured by voting power, would be listed on an established securities market. Notwithstanding the foregoing, the Company does not expect to pay any amount of tax for 2020 under the 4% gross basis tax rule because none of theCompany’s vessels traded to or from the United States in such year. A corporation’s qualification for the Section 883 Exemption is determined for eachtaxable year. If the Company and/or its subsidiaries were not to qualify for the Section 883 Exemption in any year in which the Company’s vessels traded toor from the United States, the United States income taxes that become payable would have a negative effect on the business of the Company and itssubsidiaries, and would result in decreased earnings available for distribution to the Company’s shareholders. United States Taxation of Gain on Sale of Vessels If the Company’s subsidiaries qualify for the Section 883 Exemption, then gain from the sale of any vessel would be exempt from tax under Section 883. If,however, the gain is not exempt from tax under Section 883, the Company will not be subject to United States federal income taxation with respect to suchgain provided that the income from the vessel has never constituted effectively connected income and that the sale is considered to occur outside of theUnited States under United States federal income tax principles. In general, a sale of a vessel will be considered to occur outside of the United States for thispurpose if title to the vessel, and risk of loss with respect to the vessel, pass to the buyer outside of the United States. To the extent possible, the Companywill attempt to structure any sale of a vessel so that it is considered to occur outside of the United States. United States Federal Income Taxation of United States Holders As used herein, “United States Holder” means a beneficial owner of the Company’s common shares that is an individual citizen or resident of the UnitedStates for United States federal income tax purposes, a corporation or other entity taxable as a corporation created or organized in or under the laws of theUnited States or any state thereof (including the District of Columbia), an estate the income of which is subject to United States federal income taxationregardless of its source or a trust where a court within the United States is able to exercise primary supervision over the administration of the trust and one ormore United States persons (as defined in the Code) have the authority to control all substantial decisions of the trust (or a trust that has made a valid electionunder U.S. Department of the Treasury regulations to be treated as a domestic trust). A “Non-United States Holder” generally means any owner (orbeneficial owner) of common shares that is not a United States Holder, other than a partnership. If a partnership holds common shares, the tax treatment of apartner will generally depend upon the status of the partner and upon the activities of the partnership. Partners of partnerships holding common shares shouldconsult their own tax advisors regarding the tax consequences of an investment in the common shares (including their status as United States Holders orNon-United States Holders). 117 Distributions Subject to the discussion of PFICs below, any distributions made by the Company with respect to the common shares to a United States Holder will generallyconstitute dividends, which may be taxable as ordinary income or qualified dividend income as described in more detail below, to the extent of theCompany’s current or accumulated earnings and profits as determined under United States federal income tax principles. Distributions in excess of theCompany’s earnings and profits will be treated as a nontaxable return of capital to the extent of the United States Holder’s tax basis in its common sharesand, thereafter, as capital gain. Dividends paid in respect of the Company’s common shares may qualify for the preferential rate attributable to qualified dividend income if: (1) the commonshares are readily tradable on an established securities market in the United States; (2) the Company is not a PFIC for the taxable year during which thedividend is paid or in the immediately preceding taxable year; (3) the United States Holder has owned the common shares for more than 60 days in the 121-day period beginning 60 days before the date on which the common shares become ex-dividend and (4) the United States Holder is not under an obligation tomake related payments with respect to positions in substantially similar or related property. The first requirement currently is and has been met, as ourcommon shares are listed on the Nasdaq Capital Market. The Nasdaq Capital Market is a tier of the Nasdaq Stock Market, which is an established securitiesmarket. Further, there is no minimal trading requirement for shares to be “readily tradable,” so as long as our common shares remain listed on the NasdaqCapital Market or any other established securities market in the United States, the first requirement will be satisfied. However, if our common shares aredelisted and are not tradable on an established securities market in the United States (as described in “Item 3.D. Risk Factors—Company Specific RiskFactors—Our common shares may be delisted from Nasdaq, which could affect their market price and liquidity”), the first requirement would not besatisfied, and dividends paid in respect of our common shares would not qualify for the preferential rate attributable to qualified dividend income. Thesecond requirement is expected to be met as more fully described below under “—Consequences of Possible PFIC Classification.” Satisfaction of the finaltwo requirements will depend on the particular circumstances of each United States Holder. Consequently, if any of these requirements are not met, thedividends paid to individual United States Holders in respect of the Company’s common shares would not be treated as qualified dividend income and wouldbe taxed as ordinary income at ordinary rates. Amounts taxable as dividends generally will be treated as income from sources outside the United States and will, depending on your circumstances, be“passive” or “general” income which, in either case, is treated separately from other types of income for purposes of computing the foreign tax creditallowable to you. However, if (1) the Company is 50% or more owned, by vote or value, by United States persons and (2) at least 10% of the Company’searnings and profits are attributable to sources within the United States, then for foreign tax credit purposes, a portion of our dividends would be treated asderived from sources within the United States. Under such circumstances, with respect to any dividend paid for any taxable year, the United States sourceratio of the Company’s dividends for foreign tax credit purposes would be equal to the portion of the Company’s earnings and profits from sources within theUnited States for such taxable year, divided by the total amount of the Company’s earnings and profits for such taxable year. Consequences of Possible PFIC Classification A non-United States entity treated as a corporation for United States federal income tax purposes will be a PFIC in any taxable year in which, after takinginto account the income and assets of the corporation and certain subsidiaries pursuant to a “look through” rule, either: (1) 75% or more of its gross incomeis “passive” income or (2) 50% or more of the average value of its assets is attributable to assets that produce passive income or are held for the productionof passive income. If a corporation is a PFIC in any taxable year that a person holds shares in the corporation (and was not a qualified electing fund withrespect to such year, as discussed below), the shares held by such person will be treated as shares in a PFIC for all future years (absent an election which, ifmade, may require the electing person to pay taxes in the year of the election). A United States Holder of shares in a PFIC would be required to file an annualinformation return on IRS Form 8621 containing information regarding the PFIC as required by U.S. Department of the Treasury regulations. While there are legal uncertainties involved in this determination, including as a result of adverse case law described herein, based upon the Company’s andits subsidiaries’ expected operations as described herein and based upon the current and expected future activities and operations of the Company and itssubsidiaries, the income of the Company and such subsidiaries from time charters should not constitute “passive income” for purposes of applying the PFICrules, and the assets that the Company owns for the production of this time charter income should not constitute passive assets for purposes of applying thePFIC rules. 118 Although there is no legal authority directly on point, this view is based principally on the position that the gross income that the Company and itssubsidiaries derive from time charters constitutes services income rather than passive rental income. The Fifth Circuit Court of Appeals decided in TidewaterInc. v. United States, 565 F.3d 299 (5th Cir., 2009) that a typical time charter is a lease, and not a contract for the provision of transportation services. In thatcase, the court was considering a tax issue that turned on whether the taxpayer was a lessor where a vessel was under a time charter, and the court did notaddress the definition of passive income or the PFIC rules; however, the reasoning of the case could have implications as to how the income from a timecharter would be classified under such rules. If the reasoning of the Tidewater case is applied to the Company’s situation and the Company’s or itssubsidiaries’ time charters are treated as leases, the Company’s or its subsidiaries’ time charter income could be classified as rental income and the Companywould be a PFIC unless more than 25% of the income of the Company (taking into account the subsidiary look through rule) is from spot charters plus otheractive income or an active leasing exception applies. The IRS has announced that it will not follow the reasoning of the Tidewater case and would havetreated the income from the time charters at issue in that case as services income, including for other purposes of the Code. The Company intends to take theposition that all of its time, voyage and spot chartering activities will generate active services income and not passive leasing income, but in the absence ofdirect legal authority specifically relating to the Code provisions governing PFICs, the IRS or a court could disagree with this position. Although the matteris not free from doubt as described herein, based on the current operations and activities of the Company and its subsidiaries and on the relative values of thevessels in the Company’s fleet and the charter income in respect of the vessels, Globus Maritime Limited should not be treated as a PFIC during the taxableyear ended December 31, 2020. Based on the Company’s intention and expectation that the Company’s subsidiaries’ income from spot, time and voyage chartering activities plus otheractive operating income will be greater than 25% of the Company’s total gross income at all relevant times and that the gross value of the vessels subject tosuch time, voyage or spot charters will exceed the gross value of all the passive assets the Company owns at all relevant times, Globus Maritime Limiteddoes not expect that it will constitute a PFIC with respect to a taxable year in the near future. The Company will try to manage its vessels and its business so as to avoid being classified as a PFIC for a future taxable year; however there can be noassurance that the nature of the Company’s assets, income and operations will remain the same in the future (notwithstanding the Company’s currentexpectations). Additionally, no assurance can be given that the IRS or a court of law will accept the Company’s position that the time charters that theCompany’s subsidiaries have entered into or any other time charter that the Company or a subsidiary may enter into will give rise to active income ratherthan passive income for purposes of the PFIC rules, or that future changes of law will not adversely affect this position. The Company has not obtained aruling from the IRS on its time charters or its PFIC status and does not intend to seek one. Any contest with the IRS may materially and adversely impact themarket for the common shares and the prices at which they trade. In addition, the costs of any contest on the issue with the IRS will result in a reduction incash available for distribution and thus will be borne indirectly by the Company’s shareholders. If Globus Maritime Limited were to be classified as a PFIC in any year, each United States Holder of the Company’s shares will be subject (in that year andall subsequent years) to special rules with respect to: (1) any “excess distribution” (generally defined as any distribution received by a shareholder in ataxable year that is greater than 125% of the average annual distributions received by the shareholder in the three preceding taxable years or, if shorter, theshareholder’s holding period for the shares), and (2) any gain realized upon the sale or other disposition of the common shares. Under these rules: Øthe excess distribution or gain will be allocated ratably over the United States Holder’s holding period; Øthe amount allocated to the current taxable year and any year prior to the first year in which the Company was a PFIC will be taxed as ordinaryincome in the current year; and Øthe amount allocated to each of the other taxable years in the United States Holder’s holding period will be subject to United States federalincome tax at the highest rate in effect for the applicable class of taxpayer for that year, and an interest charge will be added as though theamount of the taxes computed with respect to these other taxable years were overdue. In order to avoid the application of the PFIC rules, United States Holders may make a qualified electing fund, or a QEF, election provided in Section 1295 ofthe Code in respect of their common shares. Even if a United States Holder makes a QEF election for a taxable year of the Company, if the Company was aPFIC for a prior taxable year during which such holder held the common shares and for which such holder did not make a timely QEF election, the UnitedStates Holder would also be subject to the more adverse rules described above. Additionally, to the extent any of the Company’s subsidiaries is a PFIC, anelection by a United States Holder to treat Globus Maritime Limited as a QEF would not be effective with respect to such holder’s deemed ownership of thestock of such subsidiary and a separate QEF election with respect to such subsidiary is required. In lieu of the PFIC rules discussed above, a United StatesHolder that makes a timely, valid QEF election will, in very general terms, be required to include its pro rata share of the Company’s ordinary income and netcapital gains, unreduced by any prior year losses, in income for each taxable year (as ordinary income and long-term capital gain, respectively) and to pay taxthereon, even if no actual distributions are received for that year in respect of the common shares and even if the amount of that income is not the same as theamount of actual distributions paid on the common shares during the year. If the Company later distributes the income or gain on which the United StatesHolder has already paid taxes under the QEF rules, the amounts so distributed will not again be subject to tax in the hands of the United States Holder. AUnited States Holder’s tax basis in any common shares as to which a QEF election has been validly made will be increased by the amount included in suchUnited States Holder’s income as a result of the QEF election and decreased by the amount of nontaxable distributions received by the United States Holder.On the disposition of a common share, a United States Holder making the QEF election generally will recognize capital gain or loss equal to the difference, ifany, between the amount realized upon such disposition and its adjusted tax basis in the common share. In general, a QEF election should be made by filing aForm 8621 with the United States Holder’s federal income tax return on or before the due date for filing such United States Holder’s federal income taxreturn for the first taxable year for which the Company is a PFIC or, if later, the first taxable year for which the United States Holder held common shares. Inthis regard, a QEF election is effective only if certain required information is made available by the PFIC. Subsequent to the date that the Company firstdetermines that it is a PFIC, the Company will use commercially reasonable efforts to provide any United States Holder of common shares, upon request,with the information necessary for such United States Holder to make the QEF election. 119 In addition to the QEF election, Section 1296 of the Code permits United States Holders to make a “mark-to-market” election with respect to marketableshares in a PFIC, generally meaning shares regularly traded on a qualified exchange or market and certain other shares considered marketable under U.S.Department of the Treasury regulations. For this purpose, a class of shares is regularly traded on a qualified exchange or market for any calendar year duringwhich such class of shares is traded, other than in de minimis quantities, on at least 15 days during each calendar quarter of the year. Our common shares areregularly traded on the Nasdaq Capital Market, which is an established securities market. However, if our common shares were to be delisted, (as describedin “Item 3.D. Risk Factors—Company Specific Risk Factors—Our common shares may be delisted from Nasdaq, which could affect their market price andliquidity”), then the mark-to-market election generally would be unavailable to United States Holders. If a United States Holder makes a mark-to-marketelection in respect of its common shares, such United States Holder generally would, in each taxable year: (1) include as ordinary income the excess, if any,of the fair market value of the common shares at the end of the taxable year over such United States Holder’s adjusted tax basis in the common shares, and(2) be permitted an ordinary loss in respect of the excess, if any, of such United States Holder’s adjusted tax basis in the common shares over their fairmarket value at the end of the taxable year, but only to the extent of the net amount previously included in income as a result of the mark-to-market election(with the United States Holder’s basis in the common shares being increased and decreased, respectively, by the amount of such ordinary income or ordinaryloss). The consequences of this election may be less favorable than those of a QEF election for United States Holders that are sensitive to the distinctionbetween ordinary income and capital gain. United States Holders are urged to consult their tax advisors as to the consequences of making a mark-to-market or QEF election, as well as other UnitedStates federal income tax consequences of holding shares in a PFIC. As previously indicated, if the Company were to be classified as a PFIC for a taxable year in which the Company pays a dividend or the immediatelypreceding taxable year, dividends paid by the Company would not constitute “qualified dividend income” and, hence, would not be eligible for the reducedrate of United States federal income tax. Sale, Exchange or Other Disposition of Common Shares A United States Holder generally will recognize taxable gain or loss upon a sale, exchange or other disposition of common shares in an amount equal to thedifference between the amount realized by the United States Holder from such sale, exchange or other disposition and the United States Holder’s tax basis insuch common shares. Assuming the Company does not constitute a PFIC for any taxable year, this gain or loss will generally be treated as long-term capitalgain or loss if the United States Holder’s holding period is greater than one year at the time of the sale, exchange or other disposition. Long term capital gainsrecognized by a United States Holder other than a corporation are generally taxed at preferential rates. A United States Holder’s ability to deduct capitallosses is subject to limitations. Net Investment Income Tax A United States Holder that is an individual or estate, or a trust that does not fall into a special class of trusts that is exempt from such tax, is subject to a3.8% tax on the lesser of (1) such United States Holder’s “net investment income” (or undistributed “net investment income” in the case of estates and trusts)for the relevant taxable year and (2) the excess of such United States Holder’s modified adjusted gross income for the taxable year over a certain threshold(which in the case of individuals will be between $125,000 and $250,000, depending on the individual’s circumstances). A United States Holder’s netinvestment income will generally include its gross dividend income and its net gains from the disposition of the common shares, unless such dividends or netgains are derived in the ordinary course of the conduct of a trade or business (other than a trade or business that consists of certain passive or tradingactivities). Net investment income generally will not include a United States Holder’s pro rata share of the Company’s income and gain if we are a PFIC andthat United States Holder makes a QEF election, as described above in “—United States Federal Income Taxation of United States Holders—Consequencesof Possible PFIC Classification”. However, a United States Holder may elect to treat inclusions of income and gain from a QEF election as net investmentincome. Failure to make this election could result in a mismatch between a United States Holder’s ordinary income and net investment income. If you are aUnited States Holder that is an individual, estate or trust, you are urged to consult your tax advisor regarding the applicability of the net investment incometax to your income and gains in respect of your investment in the common shares. 120 United States Federal Income Taxation of Non-United States Holders A Non-United States Holder will generally not be subject to United States federal income tax on dividends paid in respect of the common shares or on gainsrecognized in connection with the sale or other disposition of the common shares provided that the Non-United States Holder makes certain taxrepresentations regarding the identity of the beneficial owner of the common shares, that such dividends or gains are not effectively connected with the Non-United States Holder’s conduct of a United States trade or business and that, with respect to gain recognized in connection with the sale or other dispositionof the common shares by a non-resident alien individual, such individual is not present in the United States for 183 days or more in the taxable year of thesale or other disposition and other conditions are met. If the Non-United States Holder is engaged in a United States trade or business for United Statesfederal income tax purposes, the income from the common shares, including dividends and gain from the sale, exchange or other disposition of the commonstock, that is effectively connected with the conduct of that trade or business will generally be subject to regular United States federal income tax in the samemanner as discussed above relating to the taxation of United States Holders. Backup Withholding and Information Reporting Information reporting to the IRS may be required with respect to payments on the common shares and with respect to proceeds from the sale of the commonshares. With respect to Non-United States Holders, copies of such information returns may be made available to the tax authorities in the country in whichthe Non-United States Holder resides under the provisions of any applicable income tax treaty or exchange of information agreement. A “backup”withholding tax may also apply to those payments if: Øa holder of the common shares fails to provide certain identifying information (such as the holder’s taxpayer identification number or anattestation to the status of the holder as a Non-United States Holder); Øsuch holder is notified by the IRS that he or she has failed to report all interest or dividends required to be shown on his or her federal incometax returns; or Øin certain circumstances, such holder has failed to comply with applicable certification requirements. Backup withholding is not an additional tax and may be refunded (or credited against the holder’s United States federal income tax liability, if any), providedthat certain required information is furnished to the IRS in a timely manner. Non-United States Holders may be required to establish their exemption from information reporting and backup withholding by certifying their status on IRSForm W-8BEN, W-8BEN-E, W-8ECI or W-8IMY, as applicable. Individual United States Holders who hold certain specified foreign assets with values in excess of certain dollar thresholds are required to report such assetson IRS Form 8938 with their U.S. federal income tax return, subject to certain exceptions (including an exception for foreign assets held in accountsmaintained by financial institutions). Stock in a foreign corporation, including our common shares, is a specified foreign asset for this purpose. Penaltiesapply for failure to properly complete and file Form 8938. You should consult your tax advisor regarding the filing of this form. United States Holders ofcommon shares may be required to file additional forms with the IRS under the applicable reporting provisions of the Code. You should consult your taxadvisor regarding the filing of any such forms. We encourage each United States Holder and Non-United States Holder to consult with his, her or its own tax advisor as to the particular taxconsequences to him, her or it of holding and disposing of the Company’s common shares, including the applicability of any federal, state, local orforeign tax laws and any proposed changes in applicable law. 121 F. Dividends and Paying Agents Not Applicable. G. Statement by Experts Not Applicable. H. Documents on Display We file reports and other information with the SEC. These materials, including this annual report on Form 20-F and the accompanying exhibits, may beinspected and copied at the public reference facilities maintained by the SEC at 100 F Street, N.E., Washington, D.C. 20549, or from the SEC’s website,http://www.sec.gov. You may obtain information on the operation of the public reference room by calling 1 (800) SEC-0330 and you may obtain copies atprescribed rates. I. Subsidiary Information Not Applicable. Item 11. Quantitative and Qualitative Disclosures About Market Risk Interest Rates We are exposed to market risks associated with changes in interest rates relating to our loan arrangements with EnTrust Global’s Blue Ocean Fund. As ofDecember 31, 2020 and 2019, we had a $37 million principal balance outstanding under the EnTrust Loan Facility with EnTrust Global’s Blue Ocean Fund. In November 2018, we entered into a credit facility for up to $15.0 million with Firment Shipping Inc., a related party to us, for the purpose of financing ourgeneral working capital needs. We are not exposed to market risk with respect to this facility because interest is charges at a fixed rate of 7% per annum. OnJuly 27, 2020, the Company repaid the total outstanding principal and interest of the Firment Shipping Credit Facility and as of December 31, 2020 there wasan amount of $14.2 million available to be drawn under the Firment Shipping Credit Facility, as amended and restated on May 8, 2020. The Amended andRestated Agreement converted the Revolving Credit Facility to a Term Credit Facility and extended the maturity date to October 31, 2021. On March 13, 2019, we signed a securities purchase agreement with a private investor and on the same date issued, for gross proceeds of $5 million, a seniorconvertible note that was convertible into shares of the Company’s common stock, par value $0.004 per share. The Convertible Note provided for interest toaccrue at 10% annually. On June 25, 2020, the Company repaid the total outstanding principal and interest of the Convertible Note. Interest costs incurred under our loan arrangements are included in our consolidated statement of comprehensive (loss)/income. In 2020, the weighted average interest rate for our then-outstanding facilities in total was 9.44% and the respective interest rates on our loan agreementsranged from 3.5% to 10.44%, including margins. We will continue to have debt outstanding, which could impact our results of operations and financial condition. Although we may in the future prefer togenerate funds through equity offerings on terms acceptable to us rather than through the use of debt arrangements, we may not be able to do so. We expectto manage any exposure in interest rates through our regular operating and financing activities and, when deemed appropriate, through the use of derivativefinancial instruments. 122 The following table sets forth the sensitivity of our existing loans as of December 31, 2020 as to a 1.0% (100 basis points) increase in LIBOR, during thenext two years, and reflects the additional interest expense that will be incurred. Year Amount 2021 $0.4 million 2022 $0.2 million Currency and Exchange Rates We generate revenues from the trading of our vessels in U.S. dollars but historically incur certain amounts of our operating expenses in currencies other thanthe U.S. dollar. For cash management, or treasury, purposes, we convert U.S. dollars into foreign currencies which we then hold on deposit until the date ofeach transaction. Fluctuations in foreign exchange rates create foreign exchange gains or losses when we mark-to-market these non-U.S. dollar deposits. For accounting purposes, expenses incurred in Euro and other foreign currencies are converted into U.S. dollars at the exchange rate prevailing on the date ofeach transaction. Because a portion of our expenses are incurred in currencies other than the U.S. dollar, our expenses may from time to time increaserelative to our revenues as a result of fluctuations in exchange rates, which could affect the amount of net income that we report in future periods. While wehistorically have not mitigated the risk associated with exchange rate fluctuations through the use of financial derivatives, we may determine to employ suchinstruments from time to time in the future in order to minimize this risk. Our use of financial derivatives would involve certain risks, including the risk thatlosses on a hedged position could exceed the nominal amount invested in the instrument and the risk that the counterparty to the derivative transaction maybe unable or unwilling to satisfy its contractual obligations, which could have an adverse effect on our results. Commodity Risk Exposure The price and supply of fuel is unpredictable and fluctuates as a result of events outside our control, including geo-political developments, supply anddemand for oil and gas, actions by members of the Organization of Petroleum Exporting Countries and other oil and gas producers, war and unrest in oilproducing countries and regions, regional production patterns and environmental concerns and regulations. Because we do not intend to hedge our fuel costs,an increase in the price of fuel beyond our expectations may adversely affect our profitability, cash flows and ability to pay dividends. When our customerspay fuel costs, which they generally do when our vessels are on bareboat or time charters, we expect that our customers factor the fuel efficiency of ourvessels into the rates they are willing to pay to charter our ships. Inflation We do not expect inflation to be a significant risk to us in the current and foreseeable economic environment. In the event that inflation becomes a significantfactor in the global economy, inflationary pressures would result in increased operating, voyage and finance costs. Item 12. Description of Securities Other than Equity Securities Not Applicable. PART II Item 13. Defaults, Dividend Arrearages and Delinquencies Not Applicable. 123 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds The superior voting rights of our Series B preferred shares limits the ability of our common shareholders to control or influence corporate matters, and theinterests of the holder of such shares could conflict with the interests of our other shareholders. While our common shares have one vote per share, each of our 10,300 Series B preferred shares presently outstanding has 25,000 votes per share; however,the voting power of the Series B preferred shares is limited such that no holder of Series B preferred shares may exercise voting rights pursuant to any SeriesB preferred shares that would result in the total number of votes a holder is entitled to vote on any matter submitted to a vote of shareholders of the Companyto exceed 49.99% of the total number of votes eligible to be cast on such matter. The Series B preferred shares, however, have no dividend rights ordistribution rights, other than the right upon dissolution to receive a priority payment equal to the par value per of $0.001 per share. As of the date of this annual report and until such time that we issue a significant number of securities, Goldenmare Limited, a company affiliated with ourChief Executive Officer, can therefore control 49.99% of the voting power of our outstanding capital stock. Until such time that we issue a significantnumber of securities, Goldenmare Limited will have substantial control and influence over our management and affairs and over matters requiringshareholder approval, including the election of directors and significant corporate transactions, even though Goldenmare Limited owns significantly less than50% of the Company economically. The superior voting rights of our Series B preferred shares limit our common shareholders’ ability to influence corporate matters. The interests of the holderof the Series B preferred shares may conflict with the interests of our common shareholders, and as a result, we may take actions that our commonshareholders do not view as beneficial. Any such conflicts of interest could adversely affect our business, financial condition and results of operations, andthe trading price of our common shares. More specifically, the following is a summary of the characteristics of the Series B preferred shares: Voting. To the fullest extent permitted by law, each Series B preferred share entitles the holder hereof to 25,000 votes per share on all matters submitted to avote of the shareholders of the Company, provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to Series Bpreferred shares that would result in the aggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant to ownership ofSeries B preferred shares, common shares or otherwise) to exceed 49.99% of the total number of votes eligible to be cast on any matter submitted to a vote ofshareholders of the Company. To the fullest extent permitted by law, the holders of Series B preferred shares shall have no special voting or consent rightsand shall vote together as one class with the holders of the common shares on all matters put before the shareholders. Conversion. The Series B preferred shares are not convertible into common shares or any other security. Redemption. The Series B preferred shares are not redeemable. Dividends. The Series B preferred shares have no dividend rights. Liquidation Preference. Upon any liquidation, dissolution or winding up of the Company, the Series B preferred shares are entitled to receive a paymentwith priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferred shareholder has no other rights to distributionsupon any liquidation, dissolution or winding up of the Company. Transferability. All issued and outstanding Series B preferred shares must be held of record by one holder, and the Series B preferred shares shall not betransferred without the prior approval of our Board of Directors. Proportional Adjustment. In the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides theoutstanding common shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to thenumber of outstanding Series B preferred shares. 124 Item 15. Controls and Procedures (a) Disclosure Controls and Procedures Management, including our chief executive officer and chief financial officer, has conducted an evaluation of the effectiveness of our disclosure controls andprocedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, which we refer to as the Exchange Act) asof the end of the period covered by this annual report on Form 20-F. Disclosure controls and procedures are defined under SEC rules as controls and otherprocedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the SecuritiesExchange Act of 1934 is recorded, processed, summarized and reported within required time periods. Disclosure controls and procedures include controlsand procedures designed to ensure that information is accumulated and communicated to the issuer’s management, including its principal executive andprincipal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosures. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and thecircumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonableassurance of achieving their control objectives. Based upon that evaluation, our chief executive officer and chief financial officer has concluded that our disclosure controls and procedures are effective asof the evaluation date. (b) Management’s Annual Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) ofthe Exchange Act. The Company’s internal control over financial reporting is a process designed under the supervision of the Company’s chief executiveofficer and chief financial officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’sconsolidated financial statements for external reporting purposes in accordance with IFRS as issued by the IASB. Management has conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework establishedin Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission of 2013. Based on thisassessment, management has determined that the Company’s internal control over financial reporting as of December 31, 2020 is effective. (c) Attestation Report of the Registered Public Accounting Firm This annual report does not include an attestation report of the Company’s registered public accounting firm regarding internal control over financialreporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to the rules of the SEC thatpermit the Company to provide only management’s report in this annual report on Form 20-F. (d) Changes in Internal Control over Financial Reporting None. Inherent Limitations on Effectiveness of Controls Our management, including our chief executive officer and our chief financial officer, do not expect that our disclosure controls or our internal control overfinancial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable,not absolute, assurance that the control system’s objectives will be met. Further, because of the inherent limitations in all control systems, no evaluation ofcontrols can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, withinthe Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns canoccur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, orby management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events,and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation ofcontrols effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration inthe degree of compliance with policies or procedures. 125 Item 16A. Audit Committee Financial Expert Our board of directors has determined that Ioannis Kazantzidis is our audit committee financial expert and he is considered to be “independent” according tothe SEC and Nasdaq rules. Item 16B. Code of Ethics We have adopted a code of ethics that applies to our directors, officers and employees. Our code of ethics is posted on our website and is available uponwritten request by our shareholders at no cost to Globus Shipmanagement Corp., 128 Vouliagmenis Avenue, 3rd Floor, 166 74 Glyfada, Athens, Greece. Weintend to satisfy any disclosure requirements regarding any amendment to, or waiver from, a provision of this Code of Ethics by posting such information onour website. Item 16C. Principal Accountant Fees and Services Ernst & Young (Hellas) Certified Auditors Accountants S.A., an independent registered public accounting firm, has audited our annual financial statementsacting as our independent auditor for the fiscal years ended December 31, 2020 and 2019. This table below sets forth the total (actual) amounts billed andaccrued for Ernst & Young services and breaks down the amounts by category of services: 2020 2019 Audit Fees $363,600 $109,700 Audit-Related Fees - - Tax Fees $5,000 $5,000 All Other Fees - - Total $368,600 $114,700 Audit fees for the years ended December 31, 2020 and 2019 were paid in Euros, and we assume an exchange rate of 0.88€/$ and 0.90€/$ for 2020 and 2019,respectively. Audit fees represent compensation for professional services rendered for the audit of the consolidated financial statements and for the review of the quarterlyfinancial information as well as services in connection with the registration statements and related consents and comfort letters and any other audit servicesrequired for SEC or other regulatory filings. The Audit Committee is responsible for the appointment, replacement, compensation, evaluation and oversight of the work of the independent auditors. Aspart of this responsibility, the Audit Committee pre-approves the audit and non-audit services performed by the independent auditors in order to assure thatthey do not impair the auditor’s independence from the Company. The Audit Committee has adopted a policy which sets forth the procedures and theconditions pursuant to which services proposed to be performed by the independent auditors may be pre-approved. Furthermore, we have engaged Ernst & Young LLP to provide us with professional services pertaining to the US tax compliance preparation for therespective years. Item 16D. Exemptions from the Listing Standards for Audit Committees Our audit committee is comprised of two independent members of our board of directors. Otherwise, our Audit Committee conforms to each otherrequirement applicable to audit committees as required by the applicable corporate governance standards of Nasdaq. 126 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers Not applicable. Item 16F. Change in Registrant’s Certifying Accountant None. Item 16G. Corporate Governance In lieu of obtaining an independent review of related party transactions for conflicts of interests, consistent with Marshall Islands law requirements, a relatedparty transaction will be permitted if: (i) the material facts as to such director’s interest in such contract or transaction and as to any such commondirectorship, officership or financial interest are disclosed in good faith or known to the board or committee, and the board or committee approves suchcontract or transaction by a vote sufficient for such purpose without counting the vote of such interested director, or, if the votes of the disinterested directorsare insufficient to constitute an act of the board, by unanimous vote of the disinterested directors; or (ii) if the material facts as to such director’s interest insuch contract or transaction and as to any such common directorship, officership or financial interest are disclosed in good faith or known to the shareholdersentitled to vote thereon, and such contract or transaction is approved by vote of such shareholders. Article VI of our articles of incorporation further limit ourability to enter into business transactions with interested shareholders. As a foreign private issuer, we are not required to solicit proxies or provide proxy statements to Nasdaq pursuant to Nasdaq corporate governance rules orMarshall Islands law. Consistent with Marshall Islands law, we will notify our shareholders of meetings between 15 and 60 days before the meeting. Thisnotification will contain, among other things, information regarding business to be transacted at the meeting. In addition, our bylaws provide that certainshareholders must give us advance notice to properly introduce any business at a meeting of the shareholders. Our bylaws also provide that shareholders maydesignate in writing a proxy to act on their behalf. While a number of the Nasdaq’s corporate governance standards do not apply to us as a foreign private issuer, we intend to comply with a number of thoserules. The practices that we will follow in lieu of Nasdaq’s corporate governance rules are as follows: Øin lieu of a nomination committee and remuneration committee comprised entirely of independent directors, our nomination and remunerationcommittees are and will be comprised of a majority of independent directors. Each of these committees will be comprised of a minimum of twoindividuals; Øin lieu of holding regularly scheduled meetings of the board of directors at which only independent directors are present, we will not be holdingsuch regularly scheduled meetings; Øin lieu of a board of directors that is comprised by a majority of independent directors, our board of directors is not comprised of a majority ofindependent directors; Øin lieu of an audit committee comprised of three independent directors, our audit committee has two members; Øin lieu of having a remuneration committee with the authorities and responsibilities set forth in the Nasdaq rules, our remuneration committee is notrequired to have such authorities and responsibilities; and Øin lieu of obtaining shareholder approval prior to the issuance of securities (including adoption of any equity incentive plan), we will comply withprovisions of the BCA, which allows the board of directors to approve all share issuances. Item 16H. Mining Safety Disclosure Not Applicable. 127 PART III Item 17. Financial Statements See Item 18. Item 18. Financial Statements The following consolidated financial statements beginning on page F-1 are filed as a part of this annual report on Form 20-F. Item 19. Exhibits 1.1Amended and Restated Articles of Incorporation of Globus Maritime Limited dated October 20, 2020 (incorporated by reference to Exhibit99.1 to Globus Maritime Limited’s Annual Report on Form 6-K (Reg. No. 001-34985) furnished on October 22, 2020) 1.2Amended and Restated Bylaws of Globus Maritime Limited (incorporated by reference to Exhibit 99.1 to Globus Maritime Limited’s CurrentReport on Form 6-K (Reg. No. 001-34985) filed on August 2, 2019) 1.3Certificate of Designation for Series A Preferred Stock of Globus Maritime Limited dated April 24, 2012 (incorporated by reference to Exhibit1.3 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 27, 2012) 1.4Articles of Amendment of the Articles of Incorporation of Globus Maritime Limited dated October 17, 2016 (incorporated by reference toExhibit 1.4 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 11, 2017) 1.5Articles of Amendment of the Articles of Incorporation of Globus Maritime Limited dated October 11, 2018 (incorporated by reference toExhibit 1.5 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on March 28, 2019) 1.6Statement of Designation of Rights, Preferences, and Privileges of Series B Preferred Stock of Globus Maritime Limited dated June 12, 2020(incorporated by reference to Exhibit 99.2 to Globus Maritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished on June 12,2020) 1.7Amended and Restated Statement of Designation of Rights, Preferences, and Privileges of Series B Preferred Stock of Globus MaritimeLimited dated July 27, 2020 (incorporated by reference to Exhibit 99.2 to Globus Maritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished on July 27, 2020) 1.8Articles of Amendment of the Articles of Incorporation of Globus Maritime Limited dated October 20, 2020 (incorporated by reference toExhibit 99.2 to Globus Maritime Limited’s Annual Report on Form 6-K (Reg. No. 001-34985) furnished on October 22, 2020) 128 2.1*Description of Rights of Each Class of Securities Registered under Section 12 of the Exchange Act 2.2Specimen Common Share Certificate (incorporated herein by reference to Exhibit 4.1 to Globus Maritime Limited’s Report on Form 6-K (Reg.No. 001-34985) furnished on July 31, 2020) 4.1Business Opportunities Agreement between Globus Maritime Limited and Georgios Feidakis dated November 22, 2010 (incorporated byreference to Exhibit 10.4 to Globus Maritime Limited’s Registration Statement on Form F-1 (Reg. No. 333-170755) filed on November 22,2010) 4.2Registration Rights Agreement between Globus Maritime Limited and Firment Trading Limited dated November 23, 2016 (incorporated byreference to Exhibit 99.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) filed on November 27, 2016) 4.3Globus Maritime Limited 2012 Equity Incentive Plan amended August 12, 2016 and April 9, 2017 (incorporated by reference to Exhibit 4.7 toGlobus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 11, 2017) 4.4Loan Agreement among DVB Bank SE, Artful Shipping S.A. and Longevity Maritime Limited dated June 20, 2011 (incorporated by referenceto Exhibit 10.10 to Amendment No. 3 to the Registration Statement on Form F-1 (Reg. No. 333-174290) filed on June 22, 2011) 4.5Supplemental Agreement to Loan Agreement among DVB Bank SE, Artful Shipping S.A. and Longevity Maritime Limited dated March 1,2012 (incorporated by reference to Exhibit 4.10 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed onApril 30, 2013) 4.6Second Supplemental Agreement to Loan Agreement among DVB Bank SE, Artful Shipping S.A. and Longevity Maritime Limited datedApril 10, 2013 (incorporated by reference to Exhibit 4.11 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985)filed on April 30, 2013) 4.7Third Supplemental Agreement to Loan Agreement among DVB Bank SE, Artful Shipping S.A., Longevity Maritime Limited, GlobusMaritime Limited and Globus Shipmanagement Corp. dated February 20, 2015 (incorporated by reference to Exhibit 4.12 to Globus MaritimeLimited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 30, 2015) 4.8Ninth Supplemental Agreement to Facility Agreement dated February 25, 2015 (incorporated by reference to Exhibit 4.14 to Globus MaritimeLimited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 30, 2015) 4.9Facility Agreement among Devocean Maritime Ltd., Domina Maritime Ltd., Dulac Maritime S.A., HSH Nordbank AG and Globus MaritimeLimited dated February 27, 2015 (incorporated by reference to Exhibit 4.15 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg.No. 001-34985) filed on April 30, 2015) 4.10Fourth Supplemental Agreement to Loan Agreement among DVB Bank SE, Artful Shipping S.A., Longevity Maritime Limited, GlobusMaritime Limited and Globus Shipmanagement Corp. dated April 18, 2016 (incorporated by reference to Exhibit 4.21 to Globus MaritimeLimited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 29, 2016) 129 4.11Private Sublease Agreement dated January 2, 2016 between Globus Maritime Limited and Cyberonica S.A. (incorporated by reference toExhibit 4.23 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on April 11, 2017) 4.12Form of Warrant issued to each Purchaser (incorporated by reference to Exhibit 10.5 to Globus Maritime Limited’s Report on Form 6-K (Reg.No. 001-34985) furnished on February 9, 2017) 4.13Warrant dated February 8, 2017 issued to nominee of Firment Trading Limited (incorporated by reference to Exhibit 10.6 to Globus MaritimeLimited’s Report on Form 6-K (Reg. No. 001-34985) furnished on February 9, 2017) 4.14Warrant dated February 8, 2017 issued to nominee of Firment Trading Limited (incorporated by reference to Exhibit 10.7 to Globus MaritimeLimited’s Report on Form 6-K (Reg. No. 001-34985) furnished on February 9, 2017) 4.15Schedule to Exhibit 10.5 (Regarding Material Differences in Issued Warrants) (incorporated by reference to Exhibit 10.8 to Globus MaritimeLimited’s Report on Form 6-K (Reg. No. 001-34985) furnished on February 9, 2017) 4.16Supplemental Agreement relating to a loan of up to US$30,000,000 to Devocean Maritime Ltd., Domina Maritime Ltd., and Dulac MaritimeS.A., arranged by HSH Nordbank AG, with HSH Nordbank AG as Agent, HSH Nordbank AG as Security Agent, guaranteed by GlobusMaritime Limited dated December 5, 2016 (incorporated by reference to Exhibit 4.32 to Globus Maritime Limited’s Annual Report on Form20-F (Reg. No. 001-34985) filed on April 11, 2017) 4.17Warrant dated October 19, 2017 issued to United Capital Investments Corp. (incorporated by reference to Exhibit 10.3 to Globus MaritimeLimited’s Report on Form 6-K (Reg. No. 001-34985) furnished on October 19, 2017) 4.18Fifth Supplemental Agreement to Loan Agreement among DVB Bank SE, Artful Shipping S.A., Longevity Maritime Limited, GlobusMaritime Limited and Globus Shipmanagement Corp. dated June 23, 2017 (incorporated by reference to Exhibit 10.1 to Globus MaritimeLimited’s Report on Form 6-K (Reg. No. 001-34985) furnished on December 15, 2017) 4.19Second Supplemental Agreement relating to a loan of up to US$30,000,000 to Devocean Maritime Ltd., Domina Maritime Ltd., and DulacMaritime S.A., arranged by HSH Nordbank AG, with HSH Nordbank AG as Agent, HSH Nordbank AG as Security Agent, guaranteed byGlobus Maritime Limited dated July 10, 2017 (incorporated by reference to Exhibit 10.2 to Globus Maritime Limited’s Report on Form 6-K(Reg. No. 001-34985) furnished on December 15, 2017) 4.20Agreement with Firment Shipping Inc. for a Revolving Credit Facility of up to US Dollars $15,000,000 dated November 21, 2018(incorporated by reference to Exhibit 99.2 to Globus Maritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished on November26, 2018) 130 4.21Amended and Restated Agreement with Firment Shipping Inc. for a Credit Facility of up to USD $15,000,000 dated May 8, 2020(incorporated by reference to Exhibit 99.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg No. 001-34985) filed on May 8,2020 4.22Term Loan Facility of Artful Shipholding S.A. and Longevity Maritime Limited with Macquarie Bank International Limited of up to USDollars $13,500,000, guaranteed by Globus Maritime Limited dated December 10, 2018 (incorporated by reference to Exhibit 99.1 to GlobusMaritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished on February 12, 2019) 4.23Securities Purchase Agreement dated March 13, 2019 between Globus Maritime Limited and the investors listed on the Schedule of Buyersthereto (incorporated by reference to Exhibit 10.1 to Globus Maritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished onMarch 13, 2019 4.24Registration Rights Agreement between Globus Maritime Limited and the Undersigned Buyers dated March 13, 2019 (incorporated byreference to Exhibit 10.2 to Globus Maritime Limited’s Report on Form 6-K (Reg. No. 001-34985) furnished on March 13, 2019) 4.25Senior Convertible Note issued on March 13, 2019 (incorporated by reference to Exhibit 10.3 to Globus Maritime Limited’s Report on Form6-K (Reg. No. 001-34985) furnished on March 13, 2019) 4.26Amendment No. 1 dated March 21, 2019 to Securities Purchase Agreement between Globus Maritime Limited and the Buyer (incorporated byreference to Exhibit 4.42 to Globus Maritime Limited’s Annual Report on Form 20-F (Reg. No. 001-34985) filed on March 28, 2019) 4.27Third Supplemental Agreement relating to a loan of up to US$30,000,000 to Devocean Maritime Ltd., Domina Maritime Ltd., and DulacMaritime S.A., arranged by HSH Nordbank AG, with HSH Nordbank AG as Agent, HSH Nordbank AG as Security Agent, guaranteed byGlobus Maritime Limited dated May 10, 2019 (incorporated by reference to Exhibit 99.1 to Globus Maritime Limited’s Current Report onForm 6-K (Reg. No. 001-34985) filed on June 11, 2019) 4.28Term Loan Facility relating to a loan of $37,000,000 dated June 24, 2019 among Devocean Maritime Ltd., Domina Maritime Ltd., DulacMaritime S.A., Artful Shipholding S.A. and Longevity Maritime Limited, as joint and several borrowers and Globus Maritime Limited asparent guarantor and Lucid Agency Services Limited as facility agent and Lucid Trustee Services Limited as security agent (incorporated byreference to Exhibit 99.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) filed on July 1, 2019) 4.29Supplemental Letter dated April 21, 2020 relating to a Term Loan Facility relating to a loan of $37,000,000 dated June 24, 2019 amongDevocean Maritime Ltd., Domina Maritime Ltd., Dulac Maritime S.A., Artful Shipholding S.A. and Longevity Maritime Limited, as joint andseveral borrowers and Globus Maritime Limited as parent guarantor and Lucid Agency Services Limited as facility agent and Lucid TrusteeServices Limited as security agent (incorporated by reference to Exhibit 99.2 to Globus Maritime Limited’s Current Report on Form 6-K (RegNo. 001-34985) filed on May 8, 2020 131 4.30Waiver to Senior Convertible Note dated March 12, 2020 (incorporated by reference to Exhibit 4.39 to Globus Maritime Limited’s AnnualReport on Form 20-F (Reg No. 001-34985) filed on March 31, 2020) 4.31Consent and Waiver Letter to Senior Convertible Note dated May 8, 2020 (incorporated by reference to Exhibit 99.3 to Globus MaritimeLimited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on May 8, 2020) 4.32Stock Purchase Agreement dated June 12, 2020, made between Globus Maritime Limited and Goldenmare Limited (incorporated by referenceto Exhibit 99.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on June 12, 2020) 4.33Underwriting Agreement dated June 18, 2020 between the Company and Maxim Group LLC, as representative of the underwriters listed onSchedule I therein (incorporated by reference to Exhibit 1.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985)furnished on June 22, 2020) 4.34Warrant Agency Agreement dated June 22, 2020 among the Company, Computershare Inc., and Computershare Trust Company, N.A. aswarrant agent (incorporated by reference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985)furnished on June 22, 2020) 4.35Form of Class A Warrant dated June 22, 2020 (incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form6-K (Reg. No. 001-34985) furnished on June 22, 2020) 4.36Placement Agency Agreement dated June 26, 2020 between the Company and Maxim Group LLC, as sole placement agent (incorporated byreference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on June 29, 2020) 4.37Form of Securities Purchase Agreement dated June 26, 2020 between the Company and the purchasers identified on the signature pagesthereto (incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnishedon June 29, 2020) 4.39Form of Common Share Purchase Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by referenceto Exhibit 4.3 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on June 29, 2020) 4.40Placement Agency Agreement dated July 17, 2020 between the Company and Maxim Group LLC, as sole placement agent (incorporated byreference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on July 17, 2020) 4.41Form of Securities Purchase Agreement dated July 17, 2020 between the Company and the purchasers identified on the signature pages thereto(incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on July17, 2020) 132 4.42Form of Common Share Purchase Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by referenceto Exhibit 4.3 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on July 17, 2020) 4.43Stock Purchase Agreement dated July 27, 2020, made between Globus Maritime Limited and Goldenmare Limited (incorporated by referenceto Exhibit 99.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on July 27, 2020) 4.44Placement Agency Agreement dated December 7, 2020 between the Company and Maxim Group LLC, as sole placement agent (incorporatedby reference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on December 9, 2020) 4.45Form of Securities Purchase Agreement dated December 7, 2020 between the Company and the purchasers identified on the signature pagesthereto (incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnishedon December 9, 2020) 4.46Form of Common Share Purchase Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by referenceto Exhibit 4.3 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on December 9, 2020) 4.47Form of Pre-Funded Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by reference to Exhibit 4.4to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on December 9, 2020) 4.48Placement Agency Agreement dated January 27, 2021 between the Company and Maxim Group LLC, as sole placement agent (incorporatedby reference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on January 28, 2021) 4.49Form of Securities Purchase Agreement dated January 27, 2021 between the Company and the purchasers identified on the signature pagesthereto (incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnishedon January 28, 2021) 4.50Form of Common Share Purchase Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by referenceto Exhibit 4.3 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on January 28, 2021) 4.51Form of Pre-Funded Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by reference to Exhibit 4.4to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on January 28, 2021) 4.52Placement Agency Agreement dated February 12, 2021 between the Company and Maxim Group LLC, as sole placement agent (incorporatedby reference to Exhibit 4.1 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on February 16, 2021) 133 4.53Form of Securities Purchase Agreement dated February 12, 2021 between the Company and the purchasers identified on the signature pagesthereto (incorporated by reference to Exhibit 4.2 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnishedon February 16, 2021) 4.54Form of Common Share Purchase Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by referenceto Exhibit 4.3 to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on February 16, 2021) 4.55Form of Pre-Funded Warrant to be issued to the purchasers under the Securities Purchase Agreement (incorporated by reference to Exhibit 4.4to Globus Maritime Limited’s Current Report on Form 6-K (Reg. No. 001-34985) furnished on February 16, 2021) 4.56*Memorandum of Agreement dated October 9, 2020 between SBI Conga Shipping Company Limited and Serena Maritime Limited 4.57*Memorandum of Agreement dated February 18, 2021 between Southern Route Maritime, S.A. and Talisman Maritime Limited, to beguaranteed by Globus Maritime Limited 4.58*Stock Purchase Agreement dated March 2, 2021, made between Globus Maritime Limited and Goldenmare Limited 4.59*Memorandum of Agreement dated March 19, 2021 between SBI Chartering and Trading Ltd. and Argo Maritime Limited guaranteed byGlobus Maritime Limited 8.1*Subsidiaries of Globus Maritime Limited 12.1/12.2*Certification pursuant to section 302 of the Sarbanes-Oxley Act of 2002 of the President, Chief Executive Officer and Chief Financial Officer 13.1/13.2*Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of the President,Chief Executive Officer and Chief Financial Officer 15.1*Consent of Independent Registered Public Accounting Firm Ernst & Young (Hellas) Certified Auditors Accountants S.A. 101*The following materials from the Company's Annual Report on Form 20-F for the fiscal year ended December 31, 2020, formatted ineXtensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets as of December 31, 2019 and 2020; (ii) ConsolidatedStatements of Operations for the years ended December 31, 2018, 2019 and 2020; (iii) Consolidated Statements of ComprehensiveIncome/(Loss) for the years ended December 31, 2018, 2019 and 2020; (iv) Consolidated Statements of Stockholders' Equity for the yearsended December 31, 2018, 2019 and 2020; (v) Consolidated Statements of Cash Flows for the years ended December 31, 2018, 2019 and2020; and (vi) the Notes to Consolidated Financial Statements. * Filed herewith. 134 SIGNATURES The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersignedto sign this annual report on its behalf. GLOBUS MARITIME LIMITED By:/s/ Athanasios Feidakis Name:Athanasios Feidakis Title:President, Chief Executive Officer and Chief Financial Officer Date: March 29, 2021 135 GLOBUS MARITIME LIMITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2020 INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS Report of Independent Registered Public Accounting FirmF-2Consolidated Statement of Comprehensive LossF-4Consolidated Statement of Financial PositionF-5Consolidated Statement of Changes in EquityF-6Consolidated Statement of Cash FlowsF-7Notes to the Consolidated Financial StatementsF-8 to F-41 F-1 Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of Globus Maritime Limited. Opinion on the Financial Statements We have audited the accompanying consolidated statements of financial position of Globus Maritime Limited (the “Company”) as of December 31, 2020 and2019, the related consolidated statements of comprehensive loss, changes in equity and cash flows for each of the three years in the period ended December31, 2020, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statementspresent fairly, in all material respects, the financial position of the Company at December 31, 2020 and 2019, and the results of its operations and its cashflows for each of the three years in the period ended December 31, 2020, in conformity with International Financial Reporting Standards (“IFRS”) as issuedby the International Accounting Standards Board (“IASB”). Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financialstatements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Companyin accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, norwere we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding ofinternal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financialreporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, andperforming procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures inthe financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well asevaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that wascommunicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidatedfinancial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does notalter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below,providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. F-2 Impairment of vessels Description of the matterAt December 31, 2020, the carrying value of the Company’s vessels was $62.4 million, while during the year the Companyrecognized an impairment charge of $4.6 million in relation to five vessels. As discussed in Notes 2.13 and 5 to the consolidatedfinancial statements, the Company evaluates its vessels for impairment whenever events or changes in circumstances indicate thatthe carrying value of a vessel might not be recoverable in accordance with IAS 36 – Impairment of Assets. If such indicationexists and where the carrying value exceeds the estimated recoverable amounts, the vessel’s carrying value is written down to itsrecoverable amount. The recoverable amount is the greater of fair value less costs to sell or value-in-use. In assessing value-in-use, the estimated future net operating cash flows are discounted to their present value using a discount rate that reflects currentmarket assessments and the risks specific to the vessel. Auditing management’s recoverability assessment was complex given the judgement and estimation uncertainty involved indetermining certain assumptions in the discounted net operating cash flows, specifically the charter rates for non-contractedrevenue days when forecasting net operating cash flows. These rates are particularly subjective as they involve the developmentand use of assumptions about the dry bulk shipping market through the end of the useful lives of the vessels which are forwardlooking and subject to the inherent unpredictability of future global economic and market conditions. How we addressed the matter in our auditWe analyzed management’s recoverability assessment by comparing the methodology used to evaluate impairment of each vesselagainst the accounting guidance in IAS 36. To test management’s discounted net operating cash flow forecasts, our proceduresincluded, among others, comparing the future vessel charter rates for non-contracted revenue days with external market, andinternal data such as data from industry brokers, historical utilization and charter rates for the vessels, and recent economic andindustry changes. In addition, we performed sensitivity analyses to assess the impact of changes to future charter rates for non-contracted revenue days and evaluated whether these assumptions were consistent with evidence obtained in other areas of theaudit. Our procedures also included testing the completeness and accuracy of the data used within the forecasts. For vessels wherethe carrying value exceeded the recoverable amount, determined to be the fair value less cost to sell, we inspected the independentbroker valuation reports used by management to determine the market value. We evaluated the objectivity and competence of thethird-party brokers who performed the valuation by considering the work they were engaged to perform, professionalqualifications, remuneration structure, and experience. Finally, we recalculated the impairment charge and compared it to theamount recognized by management and assessed the adequacy of the Company’s disclosures in Note 5. /s/ Ernst & Young (Hellas) Certified Auditors Accountants S.A. We have served as the Company’s auditor since 2007. Athens, GreeceMarch 29, 2021 F-3 GLOBUS MARITIME LIMITEDCONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSFor the years ended December 31, 2020, 2019 and 2018(Expressed in thousands of U.S. Dollars, except share and per share) Notes 2020 2019 2018 REVENUE: Voyage revenues 11,753 15,623 17,354 Total Revenues 11,753 15,623 17,354 EXPENSES & OTHER OPERATING INCOME: Voyage expenses 13 (2,490) (2,098) (1,188)Vessel operating expenses 13 (8,581) (8,882) (9,925)Depreciation 5 (2,398) (4,721) (4,601)Depreciation of dry-docking costs 5 (1,335) (1,704) (1,166)Administrative expenses 14 (1,891) (1,583) (1,356)Administrative expenses payable to related parties 4 (1,915) (371) (528)Share-based payments 4 (40) (40) (40)Impairment loss 5 (4,615) (29,902) - Other income, net 89 29 2 Operating loss (11,423) (33,649) (1,448) Interest income 16 47 - Interest expense and finance costs 15 (4,155) (4,703) (2,056)Gain/(loss) on derivative financial instruments 11 (1,647) 1,950 (131)Foreign exchange gains/(losses), net (163) 4 67 (5,949) (2,702) (2,120) TOTAL LOSS FOR THE YEAR (17,372) (36,351) (3,568)Other Comprehensive Income - - - TOTAL COMPREHENSIVE LOSS FOR THE YEAR (17,372) (36,351) (3,568) Loss per share (U.S.$): - Basic and Diluted loss per share for the year 10 (18.11) (873.36) (111.60) The accompanying notes form an integral part of these consolidated financial statements. F-4 GLOBUS MARITIME LIMITEDCONSOLIDATED STATEMENTS OF FINANCIAL POSITIONAs at December 31, 2020 and 2019(Expressed in thousands of U.S. Dollars) ASSETS Notes 2020 2019 NON-CURRENT ASSETS Vessels, net 5 62,350 48,242 Office furniture and equipment 100 103 Right of use asset 2 450 562 Restricted cash 3 1,250 1,250 Other non-current assets 10 10 Total non-current assets 64,160 50,167 CURRENT ASSETS Trade accounts receivable 153 240 Inventories 6 1,248 1,545 Prepayments and other assets 1,027 153 Restricted cash 3 816 1,185 Cash and cash equivalents 3 19,037 2,366 Total current assets 22,281 5,489 TOTAL ASSETS 86,441 55,656 EQUITY AND LIABILITIES EQUITY Issued share capital 9 12 - Share premium 9 195,102 145,527 Accumulated deficit (153,020) (135,648)Total equity 42,094 9,879 NON-CURRENT LIABILITIES Long-term borrowings, net of current portion 4, 11 30,887 36,551 Provision for staff retirement indemnities 31 26 Lease liabilities 2, 18 367 469 Total non-current liabilities 31,285 37,046 CURRENT LIABILITIES Current portion of long-term borrowings 11 5,665 1,195 Trade accounts payable 4, 7 4,758 4,735 Accrued liabilities and other payables 8 2,159 1,971 Current portion of lease liabilities 2, 18 195 208 Fair value of derivative financial instruments 11 - 622 Deferred revenue 285 - Total current liabilities 13,062 8,731 TOTAL LIABILITIES 44,347 45,777 TOTAL EQUITY AND LIABILITIES 86,441 55,656 The accompanying notes form an integral part of these consolidated financial statements. F-5 GLOBUS MARITIME LIMITEDCONSOLIDATED STATEMENTS OF CHANGES IN EQUITYFor the years ended December 31, 2020, 2019 and 2018(Expressed in thousands of U.S. Dollars) Issued Share Share (Accumulated Total Capital Premium Deficit) Equity As at January 1, 2018 - 139,697 (95,729) 43,968 Loss for the year - - (3,568) (3,568)Other comprehensive income - - - - Total comprehensive loss - - (3,568) (3,568)Share-based payments (note 12) - 50 - 50 Issuance of new common shares due to exercise of Warrants (note 9) - 600 - 600 As at December 31, 2018 - 140,347 (99,297) 41,050 Loss for the year - - (36,351) (36,351)Other comprehensive income - - - - Total comprehensive loss - - (36,351) (36,351)Share-based payments (note 12) - 40 - 40 Issuance of common stock due to conversion (note 11) - 5,140 - 5,140 As at December 31, 2019 - 145,527 (135,648) 9,879 Loss for the year - - (17,372) (17,372)Other comprehensive income - - - - Total comprehensive loss - - (17,372) (17,372)Share-based payments (note 12) - 40 - 40 Issuance of common stock due to conversion (note 11) - 815 - 815 Issuance of new common shares (Note 9) 12 49,305 - 49,317 Issuance of new common shares due to exercise of Warrants (Note 9) - 194 - 194 Issuance of Class B preferred shares (Note 4) - 300 - 300 Transaction costs on issue of new common shares - (1,079) - (1,079)As at December 31, 2020 12 195,102 (153,020) 42,094 The accompanying notes form an integral part of these consolidated financial statements. F-6 GLOBUS MARITIME LIMITEDCONSOLIDATED STATEMENTS OF CASH FLOWSFor the years ended December 31, 2020, 2019 and 2018(Expressed in thousands of U.S. Dollars) Notes 2020 2019 2018 Operating activities Loss for the year (17,372) (36,351) (3,568)Adjustments for: Depreciation 5 2,398 4,721 4,601 Depreciation of deferred dry-docking costs 5 1,335 1,704 1,166 Payment of deferred dry-docking costs (2,663) (861) (1,204)Provision for staff retirement indemnities 5 (61) 5 Impairment loss 5 4,615 29,902 - (Gain)/Loss on derivative financial instruments 11 1,647 (1,950) 131 Interest expense and finance costs 15 4,155 4,703 2,056 Interest income (16) (47) - Foreign exchange gains, net 121 (11) (81)Share based payment 12 40 40 50 (Increase)/decrease in: Trade accounts receivable 87 337 (400)Inventories 297 (895) 11 Prepayments and other assets (874) 18 255 Increase/(decrease) in: Trade accounts payable 89 (1,013) 1,303 Accrued liabilities and other payables (392) 63 (258)Deferred revenue 285 (86) (216)Net cash (used in)/ generated from operating activities (6,243) 213 3,851 Cash flows from investing activities: Vessel acquisition 5 (18,474) - - Purchase of vessel equipment (54) (54) (26)Purchases of office furniture and equipment (30) (13) (100)Interest received 16 47 - Net cash used in investing activities (18,542) (20) (126)Cash flows from financing activities: Proceeds from loans 4, 11 - 43,700 15,700 Repayment of long-term debt - (1,830) (19,497)Prepayment of long-term debt 11 (3,040) (33,833) - Proceeds from issuance of share capital 9 49,317 - 600 Proceeds from exercise of Warrants 194 - - Transaction costs on issuance of new common shares 9 (1,079) - - (Increase)/decrease in restricted cash 3 369 (1,085) (1,140)Payment of financing costs - (880) (203)Payment of lease liability - principal (159) (30) - Interest paid (4,146) (3,915) (1,895)Net cash generated from/ (used in) financing activities 41,456 2,127 (6,435)Net increase/(decrease) in cash and cash equivalents 16,671 2,320 (2,710)Cash and cash equivalents at the beginning of the year 3 2,366 46 2,756 Cash and cash equivalents at the end of the year 3 19,037 2,366 46 The accompanying notes form an integral part of these consolidated financial statements. F-7 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 1.Basis of presentation and general information The accompanying consolidated financial statements include the financial statements of Globus Maritime Limited (“Globus”) and its wholly ownedsubsidiaries (collectively the “Company”). Globus was formed on July 26, 2006, under the laws of Jersey. On June 1, 2007, Globus concluded itsinitial public offering in the United Kingdom and its shares were admitted for trading on the Alternative Investment Market (“AIM”). On November24, 2010, Globus was redomiciled to the Marshall Islands and its shares were admitted for trading in the United States (NASDAQ Global Market)under the Securities Act of 1933, as amended. On November 26, 2010, Globus’ shares were effectively delisted from AIM. The address of the registered office of Globus is: Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960. The principal business of the Company is the ownership and operation of a fleet of dry bulk motor vessels (“m/v”), providing maritime services forthe transportation of dry cargo products on a worldwide basis. The Company conducts its operations through its vessel owning subsidiaries. The operations of the vessels are managed by Globus Shipmanagement Corp. (the “Manager”), a wholly owned Marshall Islands corporation. TheManager has an office in Greece, located at 128 Vouliagmenis Avenue, 166 74 Glyfada, Greece and provides the commercial, technical, cashmanagement and accounting services necessary for the operation of the fleet in exchange for a management fee. The management fee is eliminatedon consolidation. The consolidated financial statements include the financial statements of Globus and its subsidiaries listed below, all whollyowned by Globus as of December 31, 2020: Company Country of Incorporation Vessel DeliveryDate Vessel OwnedGlobus Shipmanagement Corp. Marshall Islands - Management Co. Devocean Maritime Ltd. Marshall Islands December 18, 2007 m/v River Globe Domina Maritime Ltd. Marshall Islands May 19, 2010 m/v Sky Globe Dulac Maritime S.A. Marshall Islands May 25, 2010 m/v Star Globe Artful Shipholding S.A. Marshall Islands June 22, 2011 m/v Moon Globe Longevity Maritime Limited Malta September 15, 2011 m/v Sun Globe Serena Maritime Limited Marshall Islands October 29, 2020 m/v Galaxy Globe Talisman Maritime Limited Marshall Islands - - The consolidated financial statements as of December 31, 2020 and 2019 and for the three years in the period ended December 31, 2020, wereapproved for issuance by the Board of Directors on March 24, 2021. F-8 GLOBUS MARITIME LIMITED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2.Basis of Preparation and Significant Accounting Policies 2.1Basis of Preparation: The consolidated financial statements have been prepared on a historical cost basis, except for financial instruments whichare measured at fair value. The consolidated financial statements are presented in U.S. dollars and all values are rounded to the nearest thousand ($000s) except when otherwise indicated. Going concern basis of accounting: As of December 31, 2019, the Company reported a working capital deficit of $3,242 and accumulated deficit of $135,648. The low charter rates for dry bulk vessels as a result of the coronavirus outbreak and its effects on world trade and financial markets adverselyaffected the Company. The Company’s cash flow projections indicated that cash on hand and cash to be generated by operating activities might notbe sufficient to cover the liquidity needs, including the debt obligations that became due in the twelve-month period ending following the issuanceof the 2019 consolidated financial statements and the Company may not have been able to meet the minimum liquidity requirements included in theloan agreement with EnTrust at certain measurement dates falling due within the 12 month period from the issuance of the 2019 financialstatements. These conditions raised substantial doubt about the entity's ability to continue as a going concern. On June 22, 2020, June 30, 2020, July 21, 2020 and December 9, 2020, the Company completed follow-on equity offerings that provided theCompany with additional liquidity (refer to Note 9). As of December 31, 2020, the Company reported a working capital surplus of $9.2 million andwas in compliance with its debt covenants. Subsequently, on January 29, 2021 and February 17, 2021, the Company completed additional follow-onequity offerings that provided the Company with further liquidity (refer to Note 22). The Company’s cash flow projections indicate that theCompany is expected to be able to meet the debt covenants on the applicable measurement dates falling due in the twelve-month period endingfollowing the issuance of these consolidated financial statements and that cash on hand and cash to be provided by operating activities will besufficient to cover the liquidity needs, including the debt obligations that become due in the twelve-month period ending following the issuance ofthese consolidated financial statements. Impact of COVID-19 on the Company’s Business The spread of the COVID-19 virus, which has been declared a pandemic by the World Health Organization in 2020 has caused substantialdisruptions in the global economy and the shipping industry, as well as significant volatility in the financial markets, the severity and duration ofwhich remains uncertain. The impact of the COVID-19 pandemic continues to unfold and may continue to have negative effect on the Company’s business, financialperformance and the results of its operations, including due to decreased demand for global seaborne dry bulk trade and dry bulk charter rates, theextent of which will depend largely on future developments. As a result, many of the Company’s estimates and assumptions required increasedjudgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, theCompany’s estimates may change in future periods. Besides reducing demand for cargo, coronavirus may functionally limit the amount of cargothat the Company and its competitors are able to move because countries worldwide have imposed quarantine checks on arriving vessels, whichhave caused delays in loading and delivery of cargoes. The pandemic had a negative impact on the Company’s voyage revenues for the year endedDecember 31, 2020, which reached $11,753 compared to $15,623 for the same period in 2019. The decrease in voyage revenues is attributed to thelow freight rates achieved during 2020 due to the outbreak of COVID-19 virus. The Company has evaluated the impact of the current economic situation on the recoverability of the carrying amount of its vessels. During the firstquarter of 2020, the Company concluded that events and circumstances triggered the existence of potential impairment of its vessels. Theseindicators included volatility in the charter market as well as the potential impact the current marketplace may have on the future operations. As aresult, the Company performed an impairment assessment of the Company’s vessels by comparing the discounted projected net operating cash flowsfor each vessel to its carrying values. For the first quarter of 2020, the Company concluded that the recoverable amounts of the vessels were lowerthan their carrying amounts and an impairment loss of $4,615 was recorded (Note 5). Subsequently, the Company has re-assessed impairmentindicators and performed an impairment test on the recoverability of the carrying amount of its vessels as of December 31, 2020 using discountedprojected net operating cash flows for each vessel and concluded that no further impairment of its vessels should be recorded or previouslyrecognized impairment should be reversed. F-9 GLOBUS MARITIME LIMITED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2.Basis of Preparation and Significant Accounting Policies (continued) Statement of Compliance: These consolidated financial statements of the Company have been prepared in accordance with International FinancialReporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Basis of Consolidation: The consolidated financial statements comprise the financial statements of Globus and its subsidiaries listed in note 1. Thefinancial statements of the subsidiaries are prepared for the same reporting period as the Company, using consistent accounting policies. All inter-company balances and transactions have been eliminated upon consolidation. Subsidiaries are fully consolidated from the date on whichcontrol is transferred to the Company and cease to be consolidated from the date on which control is transferred out of the Company. 2.2Standards amendments and interpretations: The accounting policies adopted are consistent with those of previous financial year except for the following amended IFRS which have beenadopted by the Company as of January 1, 2020: · Conceptual Framework in IFRS standardsThe IASB issued the revised Conceptual Framework for Financial Reporting on March 29, 2018. The Conceptual Framework sets out acomprehensive set of concepts for financial reporting, standard setting, guidance for preparers in developing consistent accounting policies andassistance to others in their efforts to understand and interpret the standards. IASB also issued a separate accompanying document, Amendments toReferences to the Conceptual Framework in IFRS Standards, which sets out the amendments to affected standards in order to update references tothe revised Conceptual Framework. Its objective is to support transition to the revised Conceptual Framework for companies that developaccounting policies using the Conceptual Framework when no IFRS Standard applies to a particular transaction. For preparers who developaccounting policies based on the Conceptual Framework, it is effective for annual periods beginning on or after 1 January 2020. · IFRS 3: Business Combinations (Amendments)The IASB issued amendments in Definition of a Business (Amendments to IFRS 3) aimed at resolving the difficulties that arise when an entitydetermines whether it has acquired a business or a group of assets. The Amendments are effective for business combinations for which theacquisition date is in the first annual reporting period beginning on or after January 1, 2020 and to asset acquisitions that occur on or after thebeginning of that period, with earlier application permitted. Management has assessed that this amendment had no impact on the Company’sfinancial position or performance as there were no business combinations during the year ended December 31, 2020. · IAS 1 Presentation of Financial Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors:Definition of ‘material’ (Amendments)The Amendments clarify the definition of material and how it should be applied. The new definition states that, “Information is material if omitting,misstating or obscuring it could reasonably be expected to influence decisions that the primary users of general purpose financial statements makeon the basis of those financial statements, which provide financial information about a specific reporting entity”. In addition, the explanationsaccompanying the definition have been improved. The Amendments also ensure that the definition of material is consistent across all IFRSStandards. Management has assessed that this amendment had no impact on the Company’s financial position or performance. · Interest Rate Benchmark Reform - IFRS 9, IAS 39 and IFRS 7 (Amendments)In September 2019, the IASB issued amendments to IFRS 9, IAS 39 and IFRS 7, which concludes phase one of its work to respond to the effects ofInterbank Offered Rates (IBOR) reform on financial reporting. The amendments published, deal with issues affecting financial reporting in theperiod before the replacement of an existing interest rate benchmark with an alternative interest rate and address the implications for specific hedgeaccounting requirements in IFRS 9 Financial Instruments and IAS 39 Financial Instruments: Recognition and Measurement, which require forward-looking analysis. The amendments provide temporary reliefs, applicable to all hedging relationships that are directly affected by the interest ratebenchmark reform, which enable hedge accounting to continue during the period of uncertainty before the replacement of an existing interest ratebenchmark with an alternative nearly risk-free interest rate. There are also amendments to IFRS 7 Financial Instruments: Disclosures regardingadditional disclosures around uncertainty arising from the interest rate benchmark reform. The amendments are effective for annual periodsbeginning on or after January 1, 2020 and must be applied retrospectively. Phase two (ED) focuses on issues that could affect financial reportingwhen an existing interest rate benchmark is replaced with a risk-free interest rate (an RFR). Management has assessed that this amendment had noimpact on the Company’s financial position or performance. F-10 GLOBUS MARITIME LIMITED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2.Basis of Preparation and Significant Accounting Policies (continued) Standards issued but not yet effective and not early adopted: · Amendment in IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures: Sale orContribution of Assets between an Investor and its Associate or Joint VentureThe amendments address an acknowledged inconsistency between the requirements in IFRS 10 and those in IAS 28, in dealing with the sale orcontribution of assets between an investor and its associate or joint venture. The main consequence of the amendments is that a full gain or loss isrecognized when a transaction involves a business (whether it is housed in a subsidiary or not). A partial gain or loss is recognized when atransaction involves assets that do not constitute a business, even if these assets are housed in a subsidiary. In December 2015 the IASB postponedthe effective date of this amendment indefinitely pending the outcome of its research project on the equity method of accounting. Management hasassessed that this amendment will have no impact on the Company’s financial position or performance. · IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current (Amendments)The amendments are effective for annual reporting periods beginning on or after January 1, 2022 with earlier application permitted. However, inresponse to the covid-19 pandemic, the Board has deferred the effective date by one year, i.e. January 1, 2023, to provide companies with more timeto implement any classification changes resulting from the amendments. The amendments aim to promote consistency in applying the requirementsby helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should beclassified as current or non-current. The amendments affect the presentation of liabilities in the statement of financial position and do not changeexisting requirements around measurement or timing of recognition of any asset, liability, income or expenses, nor the information that entitiesdisclose about those items. Also, the amendments clarify the classification requirements for debt which may be settled by the company issuing ownequity instruments. Management has assessed that these amendments will have no impact on the Company’s financial position or performance. · IFRS 3 Business Combinations; IAS 16 Property, Plant and Equipment; IAS 37 Provisions, Contingent Liabilities andContingent Assets as well as Annual Improvements 2018-2020 (Amendments)The amendments are effective for annual periods beginning on or after January 1, 2022, with earlier application permitted. The IASB has issuednarrow-scope amendments to the IFRS Standards as follows:ØIFRS 3 Business Combinations (Amendments) update a reference in IFRS 3 to the Conceptual Framework for Financial Reporting withoutchanging the accounting requirements for business combinations.ØIAS 16 Property, Plant and Equipment (Amendments) prohibit a company from deducting from the cost of property, plant and equipmentamounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company willrecognize such sales proceeds and related cost in profit or loss.ØIAS 37 Provisions, Contingent Liabilities and Contingent Assets (Amendments) specify which costs a company includes in determiningthe cost of fulfilling a contract for the purpose of assessing whether a contract is onerous.ØAnnual Improvements 2018-2020 make minor amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards,IFRS 9 Financial Instruments, IAS 41 Agriculture and the Illustrative Examples accompanying IFRS 16 Leases.Management has assessed that these amendments will have no impact on the Company’s financial position or performance. · IFRS 16 Leases-Cοvid 19 Related Rent Concessions (Amendment)The amendment applies, retrospectively, to annual reporting periods beginning on or after June 1, 2020. Earlier application is permitted, including infinancial statements not yet authorized for issue at May 28, 2020. IASB amended the standard to provide relief to lessees from applying IFRS 16guidance on lease modification accounting for rent concessions arising as a direct consequence of the covid-19 pandemic. The amendment providesa practical expedient for the lessee to account for any change in lease payments resulting from the covid-19 related rent concession the same way itwould account for the change under IFRS 16, if the change was not a lease modification, only if all of the following conditions are met: ØThe change in lease payments results in revised consideration for the lease that is substantially the same as, or less than, the considerationfor the lease immediately preceding the change.ØAny reduction in lease payments affects only payments originally due on or before June 30, 2021.ØThere is no substantive change to other terms and conditions of the lease. Management has assessed that these amendments will have no impact on the Company’s financial position or performance. F-11 GLOBUS MARITIME LIMITED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2.Basis of Preparation and Significant Accounting Policies (continued) · Interest Rate Benchmark Reform – Phase 2 – IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 (Amendments)In August 2020, the IASB published Interest Rate Benchmark Reform – Phase 2, Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16,completing its work in response to IBOR reform. The amendments provide temporary reliefs which address the financial reporting effects when aninterbank offered rate (IBOR) is replaced with an alternative nearly risk-free interest rate (RFR). In particular, the amendments provide for apractical expedient when accounting for changes in the basis for determining the contractual cash flows of financial assets and liabilities, to requirethe effective interest rate to be adjusted, equivalent to a movement in a market rate of interest. Also, the amendments introduce reliefs fromdiscontinuing hedge relationships including a temporary relief from having to meet the separately identifiable requirement when an RFR instrumentis designated as a hedge of a risk component. Furthermore, the amendments to IFRS 4 are designed to allow insurers who are still applying IAS 39to obtain the same reliefs as those provided by the amendments made to IFRS 9. There are also amendments to IFRS 7 Financial Instruments:Disclosures to enable users of financial statements to understand the effect of interest rate benchmark reform on an entity’s financial instruments andrisk management strategy. The amendments are effective for annual periods beginning on or after January 1, 2021, with earlier applicationpermitted. While application is retrospective, an entity is not required to restate prior periods. Management has assessed that these amendments willhave no impact on the Company’s financial position or performance. 2.3Significant accounting policies, judgments, estimates and assumptions: The preparation of consolidated financial statements in conformity withIFRS requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure ofcontingent assets and liabilities at the date of the consolidated financial statements and the amounts of revenues and expenses recognised during thereporting period. However, uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment tothe carrying amount of the asset or liability affected in the future. Judgments: In the process of applying the Company’s accounting policies, management has made the following judgments that had a significanteffect on the amounts recognised in the consolidated financial statements. ØAllowance for doubtful trade accounts receivable: The Company measures allowance for all trade accounts receivable under the simplified modelusing the lifetime expected credit loss (“ECL”) approach. When estimating ECLs, the Company considers reasonable and supportable informationthat is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions.Provisions for doubtful trade accounts receivable as of December 31, 2020 and 2019, were nil and $23, respectively. Estimates and assumptions: The key assumptions concerning the future and other key sources of estimation uncertainty at the financial positiondate, that have a significant risk of causing a significant adjustment to the carrying amount of assets and liabilities within the next financial year, arediscussed below. The Company based its assumptions and estimates on parameters available when the consolidated financial statements wereprepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arisingthat are beyond the control of the Company. Such changes are reflected in the assumptions when they occur. ØCarrying amount of vessels, net: Vessels are stated at cost, less accumulated depreciation (including depreciation of dry-docking costs and theamortization of the component attributable to favourable or unfavourable lease terms relative to market terms) and accumulated impairment losses.The estimates and assumptions that have the most significant effect on the vessels carrying amount are estimations in relation to useful lives ofvessels, their residual value and estimated dry docking dates. The key assumptions used are further explained in notes 2.9 to 2.13. ØImpairment of Non-Financial Assets: The Company’s impairment test for non-financial assets is based on the assets’ recoverable amount, where therecoverable amount is the greater of fair value less costs to sell and value in use. The Company engaged independent valuation specialists todetermine the fair value of non-financial assets as at December 31, 2020 and 2019. The value in use calculation is based on a discounted cash flowmodel. The value in use calculation is most sensitive to the discount rate used for the discounted cash flow model as well as the expected net cashflows. See notes 2.13 and 5. ØShare based payments: The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equityinstruments at the date at which they are granted. Estimating fair value for share-based payment transactions may require determination of the mostappropriate valuation model, which is depended on the terms and conditions of the grant. This estimate also requires determination of the mostappropriate inputs to the valuation model including, expected volatility and dividend yield and making assumptions about them. The assumptionsand models used for estimating fair value for share-based payment transactions are disclosed in note 12. F-12 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2.Basis of Preparation and Significant Accounting Policies (continued) 2.4Accounting for revenue and related expenses: The Company generates its revenues from charterers for the charter hire of its vessels. Vessels arechartered using time charters and bareboat, where a contract is entered into for the use of a vessel for a specific period of time and a specified dailycharter hire rate. If a time charter agreement exists and collection of the related revenue is reasonably assured, revenue is recognised on a straight-linebasis over the period of the time charter. Such revenues are treated in accordance with IFRS 16 and the Company is required to disclose lease andnon-lease components of lease revenue. Associated voyage expenses are recognised on a pro-rata basis over the duration of the period of the timecharter. Deferred revenue relates to cash received prior to the financial position date and is related to revenue earned after such date. Interest income: interest income is recognised as interest on an accrual basis. Voyage expenses: Voyage expenses primarily consisting of port, canal and bunker expenses that are unique to a particular charter under time charterarrangements are paid by the charterer. Furthermore, voyage expenses include brokerage commission on revenue which is paid by the Company.Voyage expenses are accounted for on an accrual basis. Under a bareboat charter, the charterer assumes responsibility for all voyage expenses andrisk of operation. Vessel operating expenses: Vessel operating costs include crew costs, provisions, deck and engine stores, lubricating oil, insurance, maintenance andrepairs. Under bareboat charter arrangements, these expenses are paid by the charterer and by the Company under time charter and voyage charterarrangements. Vessel operating expenses are accounted for on an accrual basis. Under a bareboat charter, the charterer assumes responsibility for allvessel operating expenses and risk of operation. 2.5Foreign currency translation: The functional currency of Globus and its subsidiaries is the U.S. dollar, which is also the presentation currency of theCompany, since the Company’s vessels operate in international shipping markets, whereby the U.S. dollar is the currency used for transactions.Transactions involving other currencies during the period are converted into U.S. dollars using the exchange rates in effect at the time of thetransactions. At the financial position dates, monetary assets and liabilities, which are denominated in currencies other than the U.S. dollar, aretranslated into the functional currency using the period-end exchange rate. Gains or losses resulting from foreign currency transactions are included inforeign exchange gains/(losses), net in the consolidated statement of comprehensive loss. 2.6Cash and cash equivalents: The Company considers highly liquid investments such as time deposits and certificates of deposit with originalmaturity of three months or less to be cash and cash equivalents. 2.7Trade accounts receivable, net: The amount shown as trade accounts receivable at each financial position date includes estimated recoveries fromcharterers for hire, net of an allowance for doubtful accounts. Trade accounts receivable without a significant financing component are initiallymeasured at their transaction price and subsequently measured at amortized cost less impairment losses, which are recognized in the consolidatedstatement of comprehensive loss. At each financial position date, all potentially uncollectible accounts are assessed individually for the purpose ofdetermining the appropriate allowance for doubtful accounts. The provision for doubtful accounts at December 31, 2020 was nil (2019: $23). 2.8Inventories: Inventories consist of lubricants, bunkers and gas cylinders and are stated at the lower of cost and net realisable value. The cost isdetermined by the first-in, first-out method. 2.9Vessels, net: Vessels are stated at cost, less accumulated depreciation (including depreciation of dry-docking costs and amortization of componentsattributable to favourable or unfavourable lease terms relative to market terms) and accumulated impairment losses. Vessel cost consists of thecontract price for the vessel and any material expenses incurred upon acquisition (initial repairs, improvements and delivery expenses, interest,commissions paid and on-site supervision costs incurred during the construction periods). Subsequent expenditures for conversions and majorimprovements are also capitalised when the recognition criteria are met. Otherwise these amounts are charged to expenses as incurred. 2.10Deferred dry-docking costs: Vessels are required to be dry-docked for major repairs and maintenance that cannot be performed while the vessels areoperating. Dry-dockings occur approximately every 2.5 years. The costs associated with the dry-dockings are capitalised and depreciated on astraight-line basis over the period between dry-dockings, to a maximum of 2.5 years. At the date of acquisition of a vessel, management estimates thecomponent of the cost that corresponds to the economic benefit to be derived until the first scheduled dry-docking of the vessel under the ownershipof the Company and this component is depreciated on a straight-line basis over the remaining period through the estimated dry-docking date. F-13 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) 2.11Depreciation: The cost of each of the Company’s vessels is depreciated on a straight-line basis over each vessel’s remaining useful economic life,after considering the estimated residual value of each vessel, beginning when the vessel is ready for its intended use. Management estimates that theuseful life of new vessels is 25 years, which is consistent with industry practice. The residual value of a vessel is the product of its lightweighttonnage and estimated scrap value per lightweight ton. The residual values and useful lives are reviewed at each reporting date and adjustedprospectively. During the first quarter of 2018, the Company adjusted the scrap rate from $250/ton to $300/ton due to the increased scrap ratesworldwide. This resulted to a decrease of $178 to the depreciation charge included in the consolidated statement of comprehensive loss for 2018.During 2019 and 2020 the Company maintained the same scrap rate. 2.12Amortization of lease component: When the Company acquires a vessel subject to an operating lease; it amortizes the amount reflected in the costof that vessel that is attributable to favourable or unfavourable lease terms relevant to market terms, over the remaining term of the lease. Theamortization is included in the line “amortization of fair value of time charter attached to vessels” in the income statement component of theconsolidated statement of comprehensive loss. 2.13Impairment of non-financial assets: The Company assesses at each reporting date whether there is an indication that a vessel may be impaired. Thevessel’s recoverable amount is estimated when events or changes in circumstances indicate the carrying value may not be recoverable. If suchindication exists and where the carrying value exceeds the estimated recoverable amounts, the vessel is written down to its recoverable amount. Therecoverable amount is the greater of fair value less costs to sell and value-in-use. In assessing value-in-use, the estimated future cash flows arediscounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to thevessel. Impairment losses are recognised in the consolidated statement of comprehensive loss. A previously recognised impairment loss is reversedonly if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If thatis the case, the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount thatwould have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised inthe consolidated statement of comprehensive loss. After such a reversal, the depreciation charge is adjusted in future periods to allocate the asset’srevised carrying amount, less any residual value, on a systematic basis over its remaining useful life (refer to note 5). 2.14Long-term debt: Long-term debt is initially recognised at the fair value of the consideration received net of financing costs directly attributable to theborrowing. After initial recognition, long-term debt is subsequently measured at amortized cost using the effective interest rate method. Amortizedcost is calculated by taking into account any financing costs and any discount or premium on settlement. Gains and losses are recognised in theincome statement component of the consolidated statement of comprehensive loss when the liabilities are derecognised or impaired, as well asthrough the amortization process. 2.15Financing costs: Fees incurred for obtaining new loans or refinancing existing loans are deferred and amortized over the life of the related debt, usingthe effective interest rate method. Any unamortized balance of costs relating to loans repaid or refinanced is expensed in the period the repayment orrefinancing is made. For the year ended December 31, 2020, the Company did not incur any financing costs. For the year ended December 31, 2019,the Company deferred financing costs of $880, which relate to the costs incurred for the loan agreement with EnTrust Global’s Blue Ocean Fund (seeNote 11 for more details). For the year ended December 31, 2018, the Company deferred financing costs of $253, which relates to the costs incurredfor the loan agreement with Macquarie Bank International Limited (see Note 11 for more details). 2.16Borrowing costs: Borrowing costs consist of interest and other costs that the Company incurs in connection with the borrowing of funds. Borrowingcosts are expensed to the income statement component of the consolidated statement of comprehensive loss as incurred under “interest expense andfinance costs” except borrowing costs that relate to a qualifying asset. A qualifying asset is an asset that necessarily takes a substantial period of timeto get ready for its intended use. Borrowing costs that relate to qualifying assets are capitalised. 2.17Operating segment: The Company reports financial information and evaluates its operations by charter revenues and not by other factors such aslength of ship employment for its customers i.e., spot or time charters or type of vessel. The Company does not use discrete financial information toevaluate the operating results for each such type of charter. Although revenue can be identified for these types of charters, management cannot anddoes not identify expenses, profitability or other financial information for these charters. As a result, management, including the chief operatingdecision maker, reviews operating results solely by revenue per day and operating results of the fleet and thus the Company has determined that itoperates as one operating segment. Furthermore, when the Company charters a vessel to a charterer, the charterer is free to trade the vessel worldwideand, as a result, the disclosure of geographical information is impracticable. F-14 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) 2.18Provisions and contingencies: Provisions are recognized when the Company has a present legal or constructive obligation as a result of past events,it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and, a reliable estimate of the amountof the obligation can be made. Provisions are reviewed at each financial position date and adjusted to reflect the present value of the expenditureexpected to be required to settle the obligation. Contingent liabilities are not recognized in the consolidated financial statements but are disclosedunless the possibility of an outflow of resources embodying economic benefits is remote, in which case there is no disclosure. Contingent assets arenot recognized in the consolidated financial statements but are disclosed when an inflow of economic benefits is probable. 2.19Pension and retirement benefit obligations: The crew on board the vessels owned by the ship-owning companies, wholly owned subsidiaries ofGlobus is under short-term contracts (usually up to nine months) and, accordingly, the Company is not liable for any pension or post-retirementbenefits payable to the crew. Provision for employees’ severance compensation: The Greek employees of the Company are bound by the Greek Labour law. Accordingly,compensation is payable to such employees upon dismissal or retirement. The amount of compensation is based on the number of years of serviceand the amount of remuneration at the date of dismissal or retirement. If the employee remains in the employment of the Company until normalretirement age, they are entitled to retirement compensation which is equal to 40% of the compensation amount that would be payable if they weredismissed at that time. The number of employees that will remain with the Company until retirement age is not known. The Company has providedfor the employees’ retirement compensation liability which amounted to $31 as at December 31, 2020 (2019: $26), calculated by using the ProjectedUnit Credit Method and disclosed under non-current liabilities in the consolidated statement of financial position. 2.20Offsetting of financial assets and liabilities: Financial assets and liabilities are offset and the net amount is presented in the consolidated financialposition only when the Company has a legally enforceable right to set off the recognised amounts and intend either to settle such asset and liability ona net basis or to realize the asset and settle the liability simultaneously. 2.21Financial assets and liabilities: i. Classification and measurement of financial assets and financial liabilities On January 1, 2018, the Company adopted IFRS 9. IFRS 9 largely retains the existing requirements in IAS 39 for the classification andmeasurement of financial liabilities. However, it eliminates the previous IAS 39 categories for financial assets of held to maturity, loans andreceivables and available for sale. Under IFRS 9, on initial recognition, a financial asset is classified as measured at: amortized cost; fair value through other comprehensive income(FVOCI) - debt investment; FVOCI - equity investment; or fair value through profit or loss (FVTPL). The classification of financial assets underIFRS 9 is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics. A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL: ·it is held within a business model whose objective is to hold assets to collect contractual cash flows; and·its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amountoutstanding. A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL: ·it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and·its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amountoutstanding. All financial assets not classified as measured at amortized cost or FVOCI as described above are measured at FVTPL. On initial recognition, theCompany may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortized cost or at FVOCI as atFVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise. A financial asset (unless it is a trade receivable without a significant financing component that is initially measured at the transaction price) isinitially measured at fair value plus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition. F-15 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) ii. Impairment of financial assets IFRS 9 replaced the “incurred loss” model in IAS 39 with an “expected credit loss” (ECL) model. The new impairment model applies to financialassets measured at amortized cost, contract assets and debt investments at FVOCI, but not to investments in equity instruments. Under IFRS 9,credit losses are recognized earlier than under IAS 39. The financial assets at amortized cost consist of trade accounts receivable and cash and cash equivalents. Under IFRS 9, loss allowances are measured on either of the following bases: ·12-month ECLs: these are ECLs that result from possible default events within the 12 months after the reporting date; and·lifetime ECLs: these are ECLs that result from all possible default events over the expected life of a financial instrument. When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, theCompany considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes bothquantitative and qualitative information and analyses, based on the Company's historical experience and informed credit assessment and includingforward-looking information. The Company assumes that the credit risk on a financial asset has increased significantly if it is more than 180 days past due. The Company considers a financial asset to be in default when: ·the counterparty is unlikely to pay its contractual obligations to the Company in full, without recourse by the Company to actions such asrealising security (if any is held); or·the financial asset is more than 1 year past due. The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk. ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the differencebetween cash flows due to the entity in accordance with the contract and cash flows that the Company expects to receive). ECLs are discounted atthe effective interest rate of the financial asset. Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. The Company hasdetermined that the application of IFRS 9's impairment requirements at January 1, 2018, did not result to any additional impairment allowance. iii. Derecognition of financial assets A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognised where: ·the rights to receive cash flows from the asset have expired;·the Company retains the right to receive cash flows from the asset, but has assumed an obligation to pay them in full without material delay to athird party under a “pass-through” arrangement; or·the Company has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially all the risks and rewardsof the assets, or (b) has neither transferred nor retained substantially all the risks and rewards of the asset but has transferred control of the asset. Where the Company has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risksand rewards of the asset nor transferred control of the asset, the asset is recognised to the extent of the Company’s continuing involvement in theasset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of theasset and the maximum amount of consideration that the Company could be required to repay. F-16 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) iv. Derecognition of Financial liabilities: A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. Where an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liabilityare substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a newliability and, the difference in the respective carrying amounts is recognised in profit or loss. 2.22Leases: IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract, i.e. thecustomer (“lessee”) and the supplier (“lessor”). The new standard requires lessees to recognize most leases on their financial statements. Lesseeswill have a single accounting model for all leases, with certain exemptions. Lessor accounting is substantially unchanged. The Company has initially adopted IFRS 16 on January 1, 2019 using the modified retrospective approach under which the comparative informationpresented for 2018 has not been restated and is presented as it was previously reported under IAS 17 and related interpretations. On transition, theCompany has elected to apply the practical expedients available for leases with a remaining lease term of less than one year and leases of low valueassets. Leases – where the Company is the lessee: The Company applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low value assets. The Company recognizes lease liabilities to make payments and right of use assets representing the rightof use of the underlying asset. The Company recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying assetis available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses and adjusted for anyremeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred andlease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-linebasis over the shorter of the lease term and the estimated useful lives of the assets. If ownership of the leased asset transfers to the Group at the endof the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made overthe lease term. The lease payments include fixed payments (including any in-substance fixed payments) less any lease incentives receivable,variable lease payments that depend on an index or a rate, and any amounts expected to be paid under residual value guarantees. The lease paymentsalso include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminatingthe lease, if the lease term reflects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rateare recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the paymentoccurs. In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement datebecause the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased toreflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there isa modification, a change in the lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an index orrate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset. At transition, the Company identified the rental agreement with Cyberonica S.A., to give rise to a right of use asset and a corresponding liabilityestimated to approximately $674 as of January 1, 2019, calculated as the present value of minimum future lease payments. The discount rate used isthe incremental cost of borrowing, amounting to 8%. In addition, the nature and recognition of expenses related to those leases changed as IFRS 16replaced the straight-line operating lease expense with a depreciation charge for right-of-use assets and interest expense on lease liabilities. Thedepreciation charge for right-of-use assets for the years ended December 31, 2020 and 2019 was approximately $112 for both years and the interestexpense on lease liabilities for the years ended December 31, 2020 and 2019 was approximately $44 and $51, respectively. As of December 31,2020 and 2019, the net carrying in amount of the right of use asset was $450 and $562, respectively. F-17 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) Leases – where an entity is the lessor: Leases of vessels where the entity does not transfer substantially all the risks and benefits of ownership ofthe vessel are classified as operating leases. Lease income on operating leases is recognised on a straight-line basis over the lease term. Contingentrents are recognised as revenue in the period in which they are earned. For time charters that qualify as leases, the Company is required to disclose lease and non-lease components of lease revenue. The revenue earnedunder time charters is not negotiated its two separate components, but as a whole. For purposes of determining the standalone selling price of thevessel lease and technical management service components of the Company’s time charters, the Company concluded that the residual approachwould be the most appropriate method to use given that vessel lease rates are highly variable depending on shipping market conditions, the durationof such charters and the age of the vessel. The Company believes that the standalone transaction price attributable to the technical managementservice component, including crewing services, is more readily determinable than the price of the lease component and, accordingly, the price of theservice component is estimated using data provided by its technical department, which consist of the crew expenses, maintenance and consumablecosts and was approximately $8,985 for the year ended December 31, 2020. The lease component that is disclosed then is calculated as thedifference between total revenue and the non-lease component revenue and was approximately $2,768 for the year ended December 31, 2020. 2.23Insurance: The Company recognizes insurance claim recoveries for insured losses incurred on damage to vessels. Insurance claim recoveries arerecorded, net of any deductible amounts, at the time the Company’s vessels suffer insured damages. They include the recoveries from the insurancecompanies for the claims, provided there is evidence the amounts are virtually certain to be received. 2.24Share based compensation: Globus operates equity-settled, share-based compensation plans. The value of the service received in exchange of thegrant of shares is recognized as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value ofthe share awards at the grant date. The relevant expense is recognized in the income statement component of the consolidated statement ofcomprehensive loss, with a corresponding impact in equity. 2.25Share capital: Common shares and preferred shares are classified as equity. Incremental costs directly attributable to the issue of new shares arerecognised in equity as a deduction from the proceeds. 2.26Dividends: Dividends to shareholders are recognised in the period in which the dividends are declared and appropriately authorised and areaccounted for as dividends payable until paid. 2.27Fair value measurement: The Company measures financial instruments, such as, derivatives and non-financial assets at fair value at each reportingdate. In addition, fair values of financial instruments measured at amortised cost are disclosed in note 21. Fair value is the price that would bereceived to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair valuemeasurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either, a) in the principal market forthe asset or the liability or b) in the absence of a principal market, in the most advantageous market for the asset or liability both being accessible bythe Company. The fair value of an asset or a liability is measured using the assumptions that the market participants would use when pricing theasset or liability, assuming that the market participants act in their best economic interest. A fair value measurement of a non-financial asset takesinto account the market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to anothermarket participant that would use the asset in its highest and best use. The Company uses valuation techniques that are appropriate in thecircumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising theuse of unobservable inputs. The Company uses the following hierarchy for determining and disclosing the fair value of assets and liabilities by valuation technique: Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities. Level 2: other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly. Level 3: techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data. For assets and liabilities that are recognised in the consolidated financial statements on a recurring basis, the Company determines whether transfershave occurred between levels in the hierarchy by reassessing categorization at the end of each reporting period. The Company engaged independent valuation specialists to determine the fair value of non-financial assets. F-18 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 2Basis of Preparation and Significant Accounting Policies (continued) 2.28Current versus non-current classification: The Company presents assets and liabilities in the consolidated statement of financial position based oncurrent/non-current classification. An asset as current when it is: ·Expected to be realised or intended to be sold or consumed in a normal operating cycle·Held primarily for the purpose of trading·Expected to be realised within twelve months after the reporting period·Cash or cash equivalent All other assets are classified as non-current. A liability is current: ·It is expected to be settled in a normal operating cycle·It is held primarily for the purpose of trading·It is due to be settled within twelve months after the reporting period·There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. All other liabilities are classified as non-current. 2.29Embedded Derivatives: An embedded derivative is a component of a hybrid contract that also includes a non-derivative host, with the effect thatsome of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. An embedded derivative is separated from thehost contract if, and only if (IFRS 9.4.3.3): (a) the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host;(b) a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative; and(c) the hybrid contract is not measured at fair value with changes in fair value recognised in profit or loss (i.e. a derivative that is embedded in afinancial liability at fair value through profit or loss is not separated). The Company’s embedded derivatives are separated to the derivative component and the non-derivative host. The derivative component is shownseparately from the non-derivative host in the consolidated statement of financial position at fair value. The changes in the fair value of the derivativefinancial instrument are recognized in the consolidated statement of comprehensive loss. The Company has determined there are derivative financialliabilities as of December 31, 2019 (see Note 11). The fair value of the embedded derivative instruments at December 31, 2019, was estimated using:i) the Black-Scholes option-pricing model for the embedded derivative included in the Firment Shipping Inc. Credit Facility with the followingassumptions: (a) no dividend yield as the Company did not expect to pay a dividend in the foreseeable future, (b) weighted average expected volatilityof 85%, (c) risk free rate of 1.59% determined by management using the applicable US Treasury Bill as of the measurement date, (d) market value ofcommon stock of $0.99 and (e) expected life of 0.89 years as at December 31, 2019 and ii) the least squares approach on the Monte Carlo simulationfor the embedded derivative included into the Convertible Note with the following assumptions: (a) the closing stock price on December 31, 2019, of$0.99, (b) the average logarithmic price change during the 6 month historical period of -0.68%, (c) the daily volatility for the 6 month periodpreceding the valuation date of 5.31%, (d) 10,000 iterations, (e) 50 remaining trading days as at December 31, 2019, (f) 1.535% risk free ratedetermined by management using the applicable 3 month US Treasury Bill as at December 31, 2019 and, (g) conversion and floor price of $100 pershare. The Company fully repaid the outstanding balances not previously converted under the Firment Credit Facility and the Convertible Note in2020. 2.30Restricted Cash: Restricted cash represents pledged cash deposits or minimum liquidity required to be maintained under the Company's borrowingarrangements. In the event that the obligation to maintain such deposits is expected to be terminated within the next twelve months, these deposits areclassified as current assets. Otherwise they are classified as non-current assets. F-19 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 3Cash and cash equivalents and Restricted cash For the purpose of the consolidated statement of financial position, cash and cash equivalents comprise the following: December 31, 2020 2019 Cash on hand 13 10 Cash at banks 19,024 2,356 Total 19,037 2,366 Cash held in banks earns interest at floating rates based on daily bank deposit rates. The fair value of cash and cash equivalents as at December 31, 2020 and 2019, was $19,037 and $2,366, respectively. In addition, as of December 31,2020, the Company had available $14,200 (2019: $11,100) of undrawn borrowing facilities (note 11). As at December 31, 2020, the Company had pledged an amount of $2,066, in order to fulfil collateral requirements. The fair value of the restrictedcash as at December 31, 2020, was $2,066, $1,250 included in non-current assets and $816 included in current assets ($1,250 included in non-currentassets and $1,185 included in current assets as at December 31, 2019). The cash and cash equivalents are held with reputable bank and financialinstitution counterparties with high ratings. 4Transactions with Related Parties The following are the major transactions which the Company has entered into with related parties during the years ended December 31, 2020, 2019and 2018: In August 2006, Globus entered into a rental agreement for 350 square metres of office space for its operations within a building owned byCyberonica S.A. (an affiliate of Globus’s chairman). In 2016 the Company renewed the rental agreement at a monthly rate of Euro 10,360 (absoluteamount) ($11.9) with a lease period ending January 2, 2025. The Company does not presently own any real estate. During the years ended December31, 2020, 2019 and 2018, the rent charged amounted to $141, $139 and $147, respectively. The rental expense for the year ended December 31, 2018was recognised under administrative expenses payable to related parties in the respective income statement component of the consolidated statementof comprehensive loss. As of January 1, 2019, following the adoption of IFRS 16, the Company identified the rental agreement with Cyberonica S.A. to give rise to a right ofuse asset and a corresponding liability estimated to approximately $674 (please refer to note 2.22). The depreciation charge for right-of-use asset forthe years ended December 31, 2020 and 2019, was approximately $112 for both years and was recognised in the income statement component of theconsolidated statement of comprehensive loss under depreciation. The interest expense on lease liabilities for the years ended December 31, 2020 and2019, was approximately $44 and $51, respectively, and recognised under interest expense and finance costs, respectively in the income statementcomponent of the consolidated statement of comprehensive loss. As of December 28, 2015, Athanasios Feidakis assumed the position of Chief Executive Officer (“CEO”) and Chief Financial Officer. On August 18,2016, the Company entered into a consultancy agreement with an affiliated company (Goldenmare Limited) of its CEO, Mr. Athanasios Feidakis, forthe purpose of providing consulting services to the Company in connection with the Company’s international shipping and capital raising activities,including but not limited to assisting and advising the Company’s CEO at an annual fee of Euro 200,000 (absolute amount) (approx. $224). OnDecember 3, 2020, the Company agreed to increase the consultancy fees of Goldenmare Limited, from Euro 200,000 to Euro 400,000 (absoluteamount) per annum and additionally pay a one-time cash bonus of $1.5 million (absolute amount) to the CEO pursuant to his consultancy agreement.The timing of the payment of the one-time bonus remains at the discretion of the Company. In February 2021 the Company paid the $1.0 million(absolute amount) of the $1.5 million (absolute amount) to Goldenmare Limited. The related expense for the years ended December 31, 2020, 2019and 2018, amounted to approx. $1,772, $224 and $235, respectively. On June 12, 2020, the Company entered into a stock purchase agreement and issued 50 newly-designated Series B Preferred Shares, par value $0.001per share, to Goldenmare Limited, an affiliated company of its CEO, Athanasios Feidakis, in return for $150, which amount was settled by reducing,on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. On July 27, 2020, theCompany issued an additional 250 of its Series B preferred shares to Goldenmare Limited in return for $150. The $150 was settled by reducing, on adollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. The issuance of the Series Bpreferred shares to Goldenmare Limited were approved by an independent committee of the Company’s Board of Directors, which received fairnessopinions from an independent financial advisor. F-20 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 4Transactions with Related Parties (continued) As of December 31, 2020, Goldenmare Limited owns 300 of the Company’s Series B preferred shares. Each Series B preferred share has 25,000votes, provided that no holder of Series B preferred shares may exercise voting rights pursuant to Series B preferred shares that would result in theaggregate voting power of the beneficial owner of any such holder of Series B preferred shares, together with its affiliates, exceeding 49.99% of thetotal number of votes eligible to be cast on any matter submitted to a vote of shareholders. Except as otherwise provided by applicable law, holders ofthe Company’s Series B preferred shares and the Company’s common shares vote together as a single class on all matters submitted to a vote ofshareholders, including the election of directors. Athanasios Feidakis has substantial control of the Company’s voting rights and influence over theCompany’s management and affairs and over matters requiring shareholder approval, including the election of directors and significant corporatetransactions, through his ability to direct the vote of such Series B preferred shares. As at December 31, 2019 and 2020, Mr. George Feidakis beneficially owned 24% and 0.4%, respectively of Globus’ shares. Mr. George Feidakis(father of Mr. Athanasios Feidakis) is also the chairman of the Board of Directors of Globus. In November 2018, Globus entered into a credit facility for up to $15,000 with Firment Shipping Inc., an affiliate of the Company’s chairman, for thepurpose of financing its general working capital needs (“Firment Shipping Credit Facility”). The Firment Shipping Credit Facility is unsecured andremains available until its final maturity date at April 1, 2021, as amended (Note 22). The Company has the right to draw-down any amount up to$15,000 or prepay any amount in multiples of $100. Any prepaid amount could be re-borrowed in accordance with the terms of the facility. Interest ondrawn and outstanding amounts is charged at 7% per annum and no commitment fee is charged on the amounts remaining available and undrawn.Interest is payable the last day of a period of three months after the Draw-down Date, after this period in case of failure to pay any sum due, a defaultinterest of 2% per annum above the regular interest is charged. Globus also has the right, in its sole option, to convert in whole or in part theoutstanding unpaid principal amount and accrued but unpaid interest under the Firment Shipping Credit Facility into common stock. The conversionprice shall equal the higher of (i) the average of the daily dollar volume-weighted average sale price for the common stock on the principal market onany trading day during the period beginning at 9.30 a.m. New York City time and ending at 4.00 p.m. (“VWAP”) over the pricing period multiplied by80%, where the “Pricing Period” equals the ten consecutive trading days immediately preceding the date on which the conversion notice was executedor, (ii) Two Hundred Eighty US Dollars ($280.00). On April 23, 2019, the Company converted to share capital, as per the conversion clause included in the Firment Shipping Credit Facility theoutstanding principal amount of $3,100 plus the accrued interest of $70 at a conversion price of $280 per share and issued 11,322 new common sharesto Firment Shipping Inc. This conversion resulted to a gain of approximately $117, which was classified under “gain on derivative financialinstruments” in the income statement component of the consolidated statement of comprehensive loss. For the year ended December 31, 2020, the Company recognized a loss on this derivative financial instrument amounting to $189 and for the yearended December 31, 2019, a gain on this derivative financial instrument amounting to $135, which were classified under “gain/(loss) on derivativefinancial instruments” in the income statements component of the consolidated statement of comprehensive loss. On July 27, 2020, the Company repaid the total outstanding principal and interest of the Firment Shipping Credit Facility amounting to $863.Furthermore, the Company recognized a gain on this derivative financial instrument amounting to $220, which was classified under “gain/(loss) onderivative financial instruments” in the income statement component of the consolidated statement of comprehensive loss. As of December 31, 2020 and 2019, the amount drawn and outstanding with respect to the Firment Shipping Credit Facility was $nil and $800,respectively and was classified under long-term borrowings, net of the current portion and the fair value of the derivative component in theconsolidated statement of financial position (see Note 11). For the year ended December 31, 2020 and 2019, Globus recognised interest expense of$26 and $96, respectively classified in the income statement component of the consolidated statements of comprehensive loss under interest expenseand finance costs. On May 8, 2020 the Company entered into an Amended and Restated Agreement with Firment Shipping Inc. and converted the existing RevolvingCredit Facility to a Term Credit Facility, increased the available undrawn amount to $14.2 million and extended the maturity date to October 31, 2021.As of December 31, 2020, and 2019, there was an amount of $14,200 and $11,100, respectively, available to be drawn under the Firment ShippingCredit Facility. The Firment Shipping Credit Facility requires that Athanasios Feidakis remain the Company’s Chief Executive Officer and that Firment Shipping Inc.maintains at least a 40% shareholding in Globus, other than due to actions taken by Firment Shipping Inc.,such as sales of shares. The Company received waivers from Firment in relation to the equity offerings completed during the year ended December31, 2020 (Note 11). As of December 31, 2020, and 2019, the Company was in compliance with the loan covenants of the Firment Shipping Credit Facility. F-21 Vessels cost Vessels accumulated depreciation Dry docking costs Accumulated depreciation of dry-docking costs Net Book Value Balance at January 1, 2018 179,401 (92,702) 4,830 (4,209) 87,320 Additions/ Dry Docking Component 26 - 2,148 - 2,174 Depreciation expense - (4,578) - (1,166) (5,744)Balance at December 31, 2018 179,427 (97,280) 6,978 (5,375) 83,750 Additions/ Dry Docking Component 54 - 622 - 676 Impairment loss (29,902) - - - (29,902)Depreciation expense - (4,578) - (1,704) (6,282)Balance at December 31, 2019 149,579 (101,858) 7,600 (7,079) 48,242 Additions/ Dry Docking Component 18,028 - 4,283 - 22,311 Impairment loss (4,615) - - - (4,615)Depreciation expense - (2,253) - (1,335) (3,588)Balance at December 31, 2020 162,992 (104,111) 11,883 (8,414) 62,350 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 4Transactions with Related Parties (continued) Compensation of Key Management Personnel of the Company: Compensation to Globus non-executive directors is analysed as follows: For the year ended December 31, 2020 2019 2018 Directors’ remuneration 143 147 145 Share-based payments 40 40 40 Total 183 187 185 As of December 31, 2020, and 2019, $80 and $318 of the compensation to non-executive directors was remaining due and unpaid, respectively.Amounts payable to non-executive directors are classified as trade accounts payable in the consolidated statements of financial position. Compensation to the Company’s executive director is analysed as follows: For the year ended December 31, 2020 2019 2018 Short-term employee benefits 1,772 224 235 Total 1,772 224 235 As of December 31, 2020, and 2019, $1,739 and $556 of the compensation to the executive director was remaining due and unpaid, respectively. 5Vessels, net The amounts in the consolidated statement of financial position are analysed as follows: On October 29, 2020, the Company took delivery of the m/v “Galaxy Globe”, a 2015-built Kamsarmax dry bulk carrier, through its subsidiary, SerenaMaritime Limited, for a purchase price of $18.4 million, free of charter party, financed with available cash. The m/v “Galaxy Globe” was built at theHudong-Zhonghua Shipyard in China and has a carrying capacity of 81,167 dwt. Following this acquisition, the fleet of Globus comprises of six drybulk carriers with a total carrying capacity of 381,738 dwt. Upon the acquisition of the vessel, a total amount of $500 was recorded as dry-dockingcomponent and will be amortized until the vessel’s next scheduled survey to be performed in July 2023. F-22 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 5Vessels, net(continued) For the purpose of the consolidated statement of comprehensive loss, depreciation, as stated in the income statement component, comprises thefollowing: For the year ended December 31, 2020 2019 2018 Vessels depreciation 2,253 4,578 4,578 Depreciation on office furniture and equipment 33 31 23 Depreciation of right of use asset 112 112 - Total 2,398 4,721 4,601 The Company’s vessels, except the m/v Galaxy Globe, have been pledged as collateral to secure the bank loans discussed in note 11. Impairment of non-financial assets: The Company performed an impairment exercise as of March 31, 2020 on whether there were indicators that avessel(s) may be impaired and concluded that impairment indicators existed for all vessels. As of December 31, 2020, the Company performed anassessment on whether there were indicators that a vessel(s) may be impaired and impairment indicators were identified for two of the Company’svessels. As impairment indicators were identified during 2020, discounted future cash flows for each vessel with impairment indicators weredetermined and compared to the vessel’s carrying value. For the discount factor, the Company applied the Weighted Average Cost of Capital rate thatwas calculated to be 4.06% as at December 31, 2020. The projected net discounted future cash flows for the first year were determined by consideringan estimated daily time charter equivalent based on the most recent blended (for modern and older vessels) FFA (i.e. Forward Freight Agreements)time charter rate for the fiscal year 2021 for each type of vessel. For the remaining useful life of the vessels, the Company used the historical ten-yearblended average one-year time charter rates substituting for the year 2016 that was considered as extreme values, with the year 2010. Expectedoutflows for scheduled vessels maintenance were taken into consideration as well as vessel operating expenses assuming an average annual increaserate of 1% based on the historical trend derived from actual results for the Company’s vessels since their delivery under the Company’s technicalmanagement. The average time charter rates used were in line with the overall chartering strategy, especially in periods/years of depressed charterrates; reflecting the full operating history of vessels of the same type and particulars with the Company’s operating fleet (Supramax and Panamaxvessels with a deadweight (“dwt”) of over 50,000 and 70,000, respectively) and they covered at least one full business cycle. Effective fleet utilizationwas assumed at 87% and 90% (including ballast days) for the Supramaxes and the Panamaxes, respectively taking into account the period(s) eachvessel is expected to undergo her scheduled maintenance (dry-docking and special surveys), as well as an estimate of the period(s) needed for findingsuitable employment and off-hire for reasons other than scheduled maintenance, assumptions in line with the Company’s expectations for future fleetutilization under the current fleet deployment strategy. As of March 31, 2020, the Company concluded that the recoverable amounts of the vessels were lower than their carrying amounts and recognized animpairment loss of $4,615. As of December 31, 2020, the Company concluded that the recoverable amounts of the vessels were higher than theircarrying amounts and concluded that no additional impairment loss should be recognized. As of December 31, 2019, the Company concluded that therecoverable amounts of the vessels were lower than their carrying amounts and recognized an impairment loss of $29,902. As of December 31, 2018,no impairment loss was recognized as the vessels’ recoverable amounts exceeded their carrying amounts. The impairment loss for the years ended December 31, 2020 and 2019, analysed by vessel is as follows: For the year ended December 31, Vessel 2020 2019 m/v River Globe (332) (6,920)m/v Sky Globe (1,231) (8,074)m/v Star Globe (460) (7,197)m/v Sun Globe (2,013) (4,797)m/v Moon Globe (579) (2,914)Impairment loss (4,615) (29,902) F-23 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 5Vessels, net(continued) As of December 31, 2019, the recoverable amount for each vessel was as follows: December 31, Vessels 2019 Recoverable amountm/v River Globe 7,752 At fair value less costs of disposalm/v Sky Globe 8,971 At fair value less costs of disposalm/v Star Globe 9,458 At fair value less costs of disposalm/v Sun Globe 11,165 At fair value less costs of disposalm/v Moon Globe 10,896 At value in useTotal: 48,242 6Inventories Inventories in the consolidated statement of financial position are analysed as follows: December 31, 2020 2019 Lubricants 319 295 Gas cylinders 75 79 Bunkers 854 1,171 Total 1,248 1,545 7Trade accounts payable Trade accounts payable in the consolidated statement of financial position as at December 31, 2020 and 2019, amounted to $4,758 and $4,735,respectively. Trade accounts payable are non-interest bearing. 8Accrued liabilities and other payables Accrued liabilities and other payables in the consolidated statement of financial position are analysed as follows: December 31, 2020 2019 Accrued interest - 307 Accrued audit fees 63 56 Other accruals 1,953 1,435 Insurance deductibles 96 132 Other payables 47 41 Total 2,159 1,971 ·Loan Interest is normally settled quarterly throughout the year.·Other payables are non-interest bearing. F-24 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 9Share Capital and Share Premium The authorised share capital of Globus consisted of the following: December 31, 2020 2019 2018 Authorised share capital: 500,000,000 Common shares of par value $0.004 each 2,000 2,000 2,000 100,000,000 Class B Common shares of par value $0.001 each 100 100 100 100,000,000 Preferred shares of par value $0.001 each 100 100 100 Total authorised share capital 2,200 2,200 2,200 Holders of the Company’s common shares and Class B shares have equivalent economic rights, but holders of Company’s common shares are entitledto one vote per share and holders of the Company’s Class B shares are entitled to twenty votes per share. Each holder of Class B shares may convert,at its option, any or all of the Class B shares held by such holder into an equal number of common shares. Common Shares issued and fully paid Number of shares USD As at January 1, 2018 31,594 - Issued during the year for share based compensation (note 12) 88 - Issuance of common stock due to exercise of warrants 375 - As at December 31, 2018 32,057 - Issued during the year for share based compensation (note 12) 180 - Issuance of common stock due to conversion of loan 19,998 - As at December 31, 2019 52,235 - Issued during the year for share based compensation (note 12) 2,812 - Issuance of common stock due to conversion of loan 11,678 - Issuance of new common stocks 2,942,848 12 Issuance of common stock due to exercise of pre-funded warrants 25,000 - Issuance of common stock due to exercise of warrants 5,550 - As at December 31, 2020 3,040,123 12 On February 8, 2017, the Company entered into a Share and Warrant Purchase Agreement (“February 2017 private placement”) pursuant to which itsold for $5,000, an aggregate of 500,000 of its common shares, par value $0.004 per share and warrants (the “February 2017 Warrants”) to purchase25,000 of its common shares at a price of $1,600 per share to four investors in a private placement. One investor is the CEO’s sister and the daughterof its chairman. These securities were issued in transactions exempt from registration under the Securities Act. The following day, the Companyentered into a registration rights agreement with those purchasers providing them with certain rights relating to registration under the Securities Act ofthe Shares and the common shares underlying the Warrants. In January 2018 one investor, other than Firment Shipping Inc. and Silaner Investments Limited, partially exercised its warrants, purchasing 375 ofthe Company’s common shares for aggregate gross proceeds to the Company of approximately $600. Each of the February 2017 Warrants wereexercisable for 24 months after their respective issuance. On October 15, 2018, the Company effected a 1-10 reverse stock split which reduced number of outstanding common shares from 32,065,077 to3,206,495 shares (adjustments were made based on fractional shares and these figures do not reflect the 1-100 reverse stock split which occurred inOctober 2020). On October 21, 2020, the Company effected a 1-100 reverse stock split which reduced the number of outstanding common sharesfrom 175,675,651 to 1,756,720 shares (adjustments were made based on fractional shares). Unless otherwise noted, all historical share numbers andper share amounts, including common shares, preferred shares and warrants, have been adjusted to give effect to these reverse splits. During the years ended December 31, 2020, 2019 and 2018, Globus issued 2,812, 180 and 88 common shares, respectively (par value $0.004 pershare) as share-based payments. As of December 31, 2020, 2019 and 2018, no Class B shares were outstanding. F-25 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 9Share Capital and Share Premium (continued) On June 12, 2020, the Company entered into a stock purchase agreement and issued 50 of newly-designated Series B Preferred Shares, par value$0.001 per share, to Goldenmare Limited, a company controlled by the Chief Executive Officer, Athanasios Feidakis, in return for $150, whichamount was settled by reducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancyagreement. On July 27, 2020, the Company issued an additional 250 of its Series B preferred shares to Goldenmare Limited in return for $150. The$150 was settled by reducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancyagreement. The issuance of the Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Company’s Board ofDirectors, which received fairness opinions from an independent financial advisor. On April 23, 2019, the outstanding principal amount of $3,100 plus the accrued interest of $70 outstanding under the Firment Shipping Inc. CreditFacility was converted to share capital at a conversion price of $280 per share and, accordingly, the Company issued 11,322 new common shares, parvalue $0.004 per share, to Firment Shipping Inc. During the year ended December 31, 2019, an amount of approximately $1,789, principal and accrued interest, under the senior convertible note (note11) was converted to share capital and the Company issued 8,676 new common shares, par value $0.004 per share, to the holder of the seniorconvertible note. During the year ended December 31, 2020 and further to the conversion clause included into the Convertible Note (Note 11) an amount ofapproximately $1,168, principal and accrued interest, was converted to share capital at a conversion price of $100 per share and a total number of11,678 new shares, par value $0.004 per share, were issued in name of the holder of the Convertible Note. On June 22, 2020, the Company issued 342,857 of its common shares, par value $0.004 per share, in an underwritten public offering at a price of $35per unit. Each unit consisted of one common share and one Class A warrant to purchase one common share and immediately separated upon issuance.In addition, the Company granted to the underwriter a 45-day option to purchase up to an additional 51,429 common shares, par value $0.004 pershare, (or pre-funded warrants in lieu thereof) and Class A warrants to purchase up to 51,429 common shares, at the public offering price lessdiscounts and commissions. The underwriter exercised its option and purchased 51,393 common shares, par value $0.004 per share and Class Awarrants to purchase 51,393 common shares. Each Class A warrant is immediately exercisable for one common share at an exercise price of $35 pershare and expires five years from issuance. Total proceeds amounted to $12,695 before issuance expenses. As of December 31, 2020, the Company had issued 5,550 common shares, par value $0.004 per share, pursuant to exercise of outstanding Class AWarrants, resulting to cash proceeds of $194, and had 388,700 Class A Warrants outstanding to purchase an aggregate of 388,700 common shares, parvalue $0.004 per share. On June 30, 2020, the Company issued 458,500 of its common shares, par value $0.004 per share, in a registered direct offering and warrants (“PPWarrants”) to purchase 458,500 common shares in a concurrent private placement for a purchase price of $27 per common share and PP Warrant. Thewarrants were exercisable upon issuance and had an exercise price of $30 per share, subsequently reduced to $18 per share. Total proceeds amountedto $11,513 before issuance expenses. On July 21, 2020, the Company issued 833,333 of its common shares, par value $0.004 per share, in a registered direct offering and PP Warrants topurchase 833,333 common shares in a concurrent private placement for a purchase price of $18 per common share and PP Warrant. The exercise priceof each PP Warrant was $18 per share. Concurrently with this offering the exercise price of the PP Warrants issued on June 30, 2020, were reduced to$18 per share. Total proceeds amounted to $13,950 before issuance expenses. The PP Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will be exercisable, at theoption of each holder, in whole or in part by delivering to the Company a duly executed exercise notice with payment in full in immediately availablefunds for the number of common shares purchased upon such exercise. If a registration statement registering the resale of the common sharesunderlying the private placement warrants under the Securities Act is not effective or available at any time after the six month anniversary of the dateof issuance of the private placement warrants, the holder may, in its sole discretion, elect to exercise the private placement warrant through a cashlessexercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formula set forthin the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certain liquidated damages provisions. As of December 31, 2020, no PP Warrants had been exercised and the Company had 1,291,833 PP Warrants outstanding to purchase an aggregate of1,291,833 common shares. F-26 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 9Share Capital and Share Premium (continued) On December 7, 2020, the Company entered into a securities purchase agreement with certain unaffiliated institutional investors to issue in aregistered direct offering to issue (a) 1,256,765 of its common shares, par value $0.004 per share, (b) pre-funded warrants to purchase 155,000common shares, par value $0.004 per share, (“December 2020 Pre-Funded Warrants”), and (c) warrants (“December Warrants”) to purchase1,270,587 common shares with an exercise price of $8.50 per share. On December 9, 2020, the Company issued 1,256,765 of its common shares, parvalue $0.004 per share, pursuant to this agreement. Total proceeds amounted to $11,159 before issuance expenses. The December 2020 Pre-Funded Warrants are exercisable at any time after their original issuance until exercised in full. The Pre-Funded Warrantswill be exercisable, at the option of each holder, in whole or in part by delivering to the Company a duly executed exercise notice with payment in fullin immediately available funds for the number of common shares purchased upon such exercise. The exercise price for the Pre-Funded Warrants is$0.01 per share. The December 2020 Pre-Funded Warrants are exercisable at any time after their original issuance until exercised in full. As of December 31, 2020, 25,000 December 2020 Pre-Funded Warrants had been exercised, resulting to net proceeds of $0.25 and the Company had130,000 December 2020 Pre-Funded Warrants outstanding to purchase an aggregate of 130,000 common shares. The December Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will be exercisable,at the option of each holder, in whole or in part by delivering to the Company a duly executed exercise notice with payment in full in immediatelyavailable funds for the number of common shares purchased upon such exercise. If a registration statement registering the issuance of the commonshares underlying the warrants under the Securities Act is not effective, the holder may, in its sole discretion, elect to exercise the warrant through acashless exercise, in which case the holder would receive upon such exercise the net number of common shares determined according to the formulaset forth in the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certain liquidated damages provisions. As of December 31, 2020, no December Warrants had been exercised and the Company had Warrants outstanding to purchase an aggregate of1,270,587 common shares. The Company’s warrants meet the classification criteria as per IAS 32 and, accordingly, are classified in equity. Total transaction costs for the issuance of common shares in relation to the offering described above amounted to $1,079. Share premium includes the contribution of Globus’ shareholders to the acquisition of the Company’s vessels. Additionally, share premium includesthe effects of the Globus initial and follow-on public offerings, the effects of the settlement of the related party loans (note 4) with the issuance of theCompany’s common shares and the effects of the share based payments described in note 12. Accordingly, at December 31, 2020, 2019 and 2018,Globus share premium amounted to $195,102, $145,527 and $140,347, respectively. 10Loss per Share Basic loss per share (‘‘LPS’’) is calculated by dividing the net loss for the year attributable to Globus shareholders by the weighted average number ofshares issued, paid and outstanding. Diluted loss per share is calculated by dividing the net loss attributable to common equity holders of the parent by the weighted average sharesoutstanding during the year plus the weighted average number of common shares that would be issued on the conversion of all the dilutive potentialcommon shares into common shares. The incremental shares (the difference between the number of shares assumed issued and the number of sharesassumed purchased) are included in the denominator of the diluted earnings/(losses) per share computation unless such inclusion would be anti-dilutive. As the Company reported losses for the years ended December 31, 2020, 2019 and 2018, the effect of any incremental shares would beantidilutive and thus excluded from the computation of the LPS. The following reflects the loss and share data used in the basic and diluted loss per share computations: For the year ended December 31, 2020 2019 2018 Loss attributable to common equity holders (17,372) (36,351) (3,568)Weighted average number of shares for basic and diluted LPS 959,157 41,622 31,972 F-27 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 11Long-Term Debt, net Long-term debt in the consolidated statement of financial position is analysed as follows: Borrower Loan Balance UnamortizedDebt Discount TotalBorrowings (a) Devocean Maritime LTD., Domina Maritime LTD., Dulac Maritime S.A., ArtfulShipholding S.A. & Longevity Maritime Limited 37,000 (448) 36,552 Total at December 31, 2020 37,000 (448) 36,552 Less: Current Portion (5,970) 305 (5,665) Long-Term Portion 31,030 (143) 30,887 Total at December 31, 2019 38,487 (741) 37,746 Less: Current Portion (1,487) 292 (1,195) Long-Term Portion 37,000 (449) 36,551 (a)In June 2019, Globus through its wholly owned subsidiaries, Devocean Maritime Ltd.(the “Borrower A”), Domina Maritime Ltd. (the “Borrower B”),Dulac Maritime S.A. (the “Borrower C”), Artful Shipholding S.A. (the “Borrower D”) and Longevity Maritime Limited (the “Borrower E”), vesselowning companies of m/v River Globe, m/v Sky Globe, m/v Star Globe, m/v Moon Globe and m/v Sun Globe, respectively, entered a new term loanfacility for up to $37,000 with EnTrust Global’s Blue Ocean Fund for the purpose of refinancing the existing indebtedness secured on the ships and forgeneral corporate purposes. The loan facility is in the names of Devocean Maritime Ltd., Domina Maritime Ltd, Dulac Maritime S.A., ArtfulShipholding S.A. and Longevity Maritime Limited as the borrowers and is guaranteed by Globus. The loan facility bears interest at LIBOR plus amargin of 8.50% (or 10.5% default interest) for interest periods of three months. This loan facility is referred to as EnTrust loan facility. On June 24, 2019, the Company drew down $37,000 under the EnTrust loan facility and fully prepaid the existing loan facilities with HamburgCommercial Bank AG (formerly known as HSH Nordbank AG) and Macquarie Bank International Limited. The “EnTrust” loan facility consists of fiveTranches: Tranche (A) of $6,375 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v River Globe.The balance outstanding of tranche (A) at December 31, 2020, was $6,375 payable in 6 equal quarterly instalments of $266 starting, March 2021, aswell as a balloon payment of $4,779 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (B) of $7,375 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v Sky Globe. Thebalance outstanding of tranche (B) at December 31, 2020, was $7,375 payable in 6 equal quarterly instalments of $230 starting, March 2021, as well asa balloon payment of $5,995 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount.11 Long-Term Debt, net (continued) Tranche (C) of $7,750 for the purpose of prepaying to Hamburg Commercial Bank AG the amount outstanding with respect to the m/v Star Globe. Thebalance outstanding of tranche (C) at December 31, 2020, was $7,750 payable in 6 equal quarterly instalments of $215 starting, March 2021, as well asa balloon payment of $6,460 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject to alterationsdepending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (D) of $6,500 for the purpose of prepaying to Macquarie Bank International Limited the amount outstanding with respect to the m/v MoonGlobe. The balance outstanding of tranche (D) at December 31, 2020, was $6,500 payable in 6 equal quarterly instalments of $406 starting, March2021, as well as a balloon payment of $4,064 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject toalterations depending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. Tranche (E) of $9,000 for the purpose of prepaying to Macquarie Bank International Limited the amount outstanding with respect to the m/v SunGlobe. The balance outstanding of tranche (E) at December 31, 2020, was $9,000 payable in 6 equal quarterly instalments of $375 starting, March2021, as well as a balloon payment of $6,750 due together with the 6th and final instalment due in June 2022. This repayment schedule is subject toalterations depending on the amount of “Excess cash”, as described in the loan agreement, which is expected to be applied against the balloon amount. The total amount of borrowing costs that were capitalized for this loan facility amounted to $880 which is being amortized over the term of this loanfacility. F-28 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 11Long-Term Debt, net (continued) The loan is secured by: oFirst preferred mortgage over m/v River Globe, m/v Sky Globe, m/v Star Globe, m/v Moon Globe and m/v Sun Globe. oGuarantee from Globus and joint liability of the vessel owning companies. oShares pledges respecting each borrower. oPledges of bank accounts, charter assignments, and a general assignment over each ship’s earnings, insurances and any requisitioncompensation in relation of that ship. The EnTrust loan facility contains various covenants requiring the vessels owning companies and/or Globus to, amongst others, ensure that: ØThe Borrowers shall maintain a minimum liquidity at all times of not less than $250 for each mortgaged ship. ØThe Parent Guarantor shall maintain, on a consolidated basis, at the end of each calendar quarter liquid funds in an amount, in aggregate, of notless than 5 per cent of the consolidated “Financial Indebtedness”, as described in the loan agreement, of the Group as reflected in the mostrecent financial statements of the Parent Guarantor. ØEach Borrower shall maintain in its earnings account during a “Cash Sweep Period”, which is the period commencing on the relevantUtilisation Date and ending on September 30, 2019 and each three-month period thereafter commencing on January 1, April 1, July 1 andOctober 1, in each financial year of that Borrower, with the last such three-month period commencing on June 30, 2020 and ending onSeptember 30, 2020, the applicable “Buffer Amount”, which is in relation to a Borrower for a Cash Sweep Period, the product of:(a) an amount equal to the lower of:(i) $1,000; and(ii) the difference between the daily time charter equivalent rate of the Ship owned by that Borrower, as evidenced in the management accounts,and the “Break-Even Expenses”, as described in the loan agreement, of that ship for that Cash Sweep Period; and(b) the actual number of days lapsed during that Cash Sweep Period for that Borrower. ØEach of Borrower B, Borrower C and Borrower D shall create a reserve fund in the Reserve Account to meet the anticipated dry docking andspecial survey fees and expenses for the Ship owned by it, by maintaining in the Reserve Account a minimum credit balance (the "AccruingDry Docking and Special Survey Reserves") which may not be withdrawn (other than for the purpose of covering the documented and incurredcosts and expenses for the next special survey of that Ship), in an amount equal to, at each Quarter End Date, the product of:(i) $500; and(ii) the number of days elapsed from the relevant Utilisation Date until such Quarter End Date, and that Borrower shall ensure that the creditbalance of the Reserve Account shall be increased to meet the required amount of the Accruing Dry Docking and Special Survey Reserves byno later than each Quarter End Date. Each of Borrower A and Borrower E shall deposit on the relevant Utilisation Date in the Reserve Account to meet the anticipated dry dockingand special survey fees and expenses for Ship which is owned by it, a minimum credit balance in an amount equal to $450 which may not bewithdrawn (other than for the purpose of covering the documented and incurred costs and expenses for the next special survey of that Ship). ØNo Borrower shall incur or permit to be outstanding any Financial Indebtedness except “Permitted Financial Indebtedness”."Permitted Financial Indebtedness" means:(a) any Financial Indebtedness incurred under the Finance Documents;(b) any Financial Indebtedness that is subordinated to all Financial Indebtedness incurred under the Finance Documents pursuant to aSubordination Agreement or otherwise and which is, in the case of any such Financial Indebtedness of the Borrower, the subject ofSubordinated Debt Security; and(c) any “Permitted Trade Debt”, which is defined as any trade debt on arm's length commercial terms reasonably incurred in the ordinary courseof owning, operating, trading, chartering, maintaining and repairing a Ship which remains unpaid for over 15 days of its due date and whichdoes not exceeds $400 (or the equivalent in any other currency) per Ship at any relevant time As of December 31, 2020 and 2019, the Company was in compliance with the covenants of the EnTrust Loan Agreement. F-29 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 11Long-Term Debt, net (continued) (b)In November 2018, Globus Maritime Limited entered into a credit facility for up to $15,000 with Firment Shipping Inc., an affiliate of the Company’schairman, for the purpose of financing its general working capital needs (Note 4). The Firment Shipping Credit Facility is unsecured and remainsavailable until its final maturity date on October 31, 2021, as amended. The Company has the right to draw-down any amount of up to $15,000 orprepay any amount in multiples of $100. Any prepaid amount could be re-borrowed in accordance with the terms of the facility. Interest on drawn andoutstanding amounts is charged at 3.5% per annum until December 31, 2020, and thereafter at 7% per annum and no commitment fee is charged on theamounts remaining available and undrawn. Interest is payable the last day of a period of three months after the draw-down date, after this period in caseof failure to pay any sum due, a default interest of 2% per annum above the regular interest is charged. Globus also has the right, in its sole option, to convert in whole or in part the outstanding unpaid principal amount and accrued but unpaid interest underthe Firment Shipping Credit Facility into common stock. The conversion price shall equal the higher of (i) the average of the daily dollar volume-weighted average sale price for the common stock on the principal market on any trading day during the period beginning at 9.30 a.m. New York Citytime and ending at 4.00 p.m. (“VWAP”) over the pricing period multiplied by 80%, where the “Pricing Period” equals the ten consecutive trading daysimmediately preceding the date on which the conversion notice was executed or (ii) Two hundred eighty US Dollars ($280). As per the conversion clause included in the Firment Shipping Credit Facility, the Company has recognized this agreement as a hybrid financialinstrument which includes an embedded derivative. This embedded derivative component was separated from the non-derivative host. The derivativecomponent is shown separately from the non-derivative host in the consolidated statement of financial position at fair value. The changes in the fairvalue of the derivative financial instrument are recognized in the income statement component of the consolidated statement of comprehensive loss. Forthe year ended December 31, 2020 and 2019, the amount drawn and outstanding with respect to Firment Shipping Credit Facility was nil and $800,respectively. The non-derivative host at December 31, 2019, amounted to $307 and was classified under “current portion of long-term borrowings” inthe consolidated statements of financial position. The derivative component at December 31, 2019, amounted to $524 and was classified under “fairvalue of derivative financial instruments, current” in the consolidated statements of financial position. On April 23, 2019, the Company converted to share capital, as per the conversion clause included in the Firment Shipping Credit Facility theoutstanding principal amount of $3,100 plus the accrued interest of $70 at a conversion price of $280 per share and issued 11,322 new common shares,par value $0.004 per share, on behalf of Firment Shipping Inc. This conversion resulted to a gain of approximately $117, which was classified under“gain/(loss) on derivative financial instruments” in the income statement component of the consolidated statement of comprehensive loss. For the year ended December 31, 2019 the Company recognized a gain on this derivative financial instrument amounting to $135, which was classifiedunder “gain/(loss) on derivative financial instruments” in the income statement component of the consolidated statement of comprehensive loss. On July 27, 2020, the Company repaid the total outstanding principal and interest of the Firment Shipping Credit Facility amounting to $863. TheCompany recognized a gain on this derivative financial instrument amounting to $220, which was classified under “gain/(loss) on derivative financialinstruments” in the income statement component of the consolidated statement of comprehensive loss. As of December 31, 2020 and 2019, there was an amount of $14,200 and $11,100, respectively, available to be drawn under the Firment ShippingCredit Facility, as amended and restated on May 8, 2020. The Amended and Restated Agreement converted the existing Revolving Credit Facility to aTerm Credit Facility and extended the maturity date to October 31, 2021. The Firment Shipping Credit Facility requires that Athanasios Feidakis remains Chief Executive Officer and that Firment Shipping maintains at least a40% shareholding in Globus, other than due to actions taken by Firment Shipping, such as sales of shares. In connection with the public offering onJune 22, 2020 and the registered direct offering on June 30, 2020, July 21, 2020 and December 7, 2021 (collectively, the “Filings”), the Companyobtained waivers from Firment Shipping Inc. The waivers consented to the Company making the Filings and waived the requirement to maintain atleast a 40% shareholding in Globus as a result of the issuance of common shares and warrants. As of December 31, 2020 and 2019, the Company is in compliance with the loan covenants of the Firment Shipping Credit Facility. (c)On March 13, 2019, the Company signed a securities purchase agreement with a private investor and on the same date issued, in a transaction exemptfrom registration under the Securities Act of 1933, as amended (the “Securities Act”), for gross proceeds of $5 million, a senior convertible note (the“Convertible Note”) that is convertible into shares of the Company’s common stock, par value $0.004 per share. The Convertible Note provided forinterest to accrue at 10% annually, which interest would originally be paid on the first anniversary of the Convertible Note’s issuance unless theConvertible Note was converted or redeemed pursuant to its terms beforehand. The interest could be paid in common shares of the Company, if certainconditions described within the Convertible Note were met. F-30 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 11Long-Term Debt, net (continued) With respect to the Convertible Note, the Company also signed a registration rights agreement with the private investor pursuant to which it agreed toregister for resale the shares that could be issued pursuant to the Convertible Note. The registration rights agreement contained liquidated damages ifthe Company was unable to register for resale the shares into which the Convertible Note could be converted and maintain such registration. On March 13, 2020, Company and the holder of the Convertible Note entered into a waiver regarding the Convertible Note (the “Waiver”). TheWaiver waived the Company’s obligation to repay the Convertible Note on the existing maturity date of March 13, 2020 and did not require theCompany to repay the Convertible Note until March 13, 2021. As per the conversion clause included in the Convertible Note, the Company had recognized this agreement as a hybrid financial instrument whichincluded an embedded derivative. This embedded derivative component was separated from the non-derivative host. The derivative component wasshown separately from the non-derivative host in the consolidated statement of financial position at fair value. The changes in the fair value of thederivative financial instrument were recognized in the income statement component of the consolidated statement of comprehensive loss. The initialamount drawn with respect to the Convertible Note was $5,000. The non-derivative host and the derivative component that was initially recognizedamounted to $1,783 and $3,217, respectively. The non-derivative host at December 31, 2019, amounted to $1,180 and was classified under “current portion of long-term borrowings” in theconsolidated statement of financial position. During the year ended December 31, 2019, an amount corresponding to $ 1,691 plus the accrued interestof $97 under the Convertible Note was converted to share capital and the Company issued 8,676 new common shares to the holder of the ConvertibleNote. The derivative component at December 31, 2019, amounted to $98 and was classified under “fair value of derivative financial instruments -current” in the consolidated statement of financial position. As of December 31, 2019, the amount outstanding with respect to the Convertible Notewas $3,309. For the year ended December 31, 2019, the Company recognized a gain on this derivative financial instrument amounting to $1,815,which was classified under “gain/(loss) on derivative financial instruments” in the income statement component of the consolidated statement ofcomprehensive loss. Further to the conversion clause included into the Convertible Note for the year ended December 31, 2020, a total amount of approximately $1,168,principal and accrued interest, was converted to share capital at the conversion price of $100 per share and a total number of 11,678 new shares, parvalue $0.004 per share, were issued in name of the holder of the Convertible Note. The Company recognized a loss on this derivative financialinstrument amounting to $1,343, which was classified under “gain/(loss) on derivative financial instruments” in the income statement component ofthe consolidated statement of comprehensive loss. On May 8, 2020, the holder of our Convertible Note waived certain rights and temporarily reduced, until August 31, 2020, the amount the noteholderwould receive upon a redemption of the Convertible Note at the Company’s option, such that the Convertible Note could have been redeemed at theCompany’s option by paying the greater of (i) the aggregate amounts then outstanding pursuant to the Convertible Note (rather than 120% of suchamounts) and (ii) the product of (x) the number of shares issuable upon a conversion of the Convertible Note (with respect to the amount beingredeemed at the time) multiplied by (y) the greatest closing sale price of the Company’s common shares on any trading day between the dateimmediately preceding the first such redemption at the Company’s option and the trading day immediately prior to the final Company payment underthe Convertible Note. The foregoing was subject to the Company’s redemption of all or part of the Convertible Note in cash with an amount equal tothe lesser of (a) the aggregate amounts then outstanding pursuant to the Convertible Note and (b) 25% of the net proceeds of any public offering of itssecurities that close before August 31, 2020. On June 25, 2020, the Company repaid the total outstanding principal and interest of the Convertible Note amounting to $2,528. The Companyrecognized a loss on this derivative financial instrument amounting to $1,343, which was classified under “gain/(loss) on derivative financialinstruments” in the income statement component of the consolidated statement of comprehensive loss. The contractual annual loan principal payments per lender to be made subsequent to December 31, 2020, were as follows: December 31, EnTrust 2021 5,970 2022 31,030 2023 and thereafter - Total 37,000 F-31 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 11Long-Term Debt, net (continued) The contractual annual loan principal payments per lender to be made subsequent to December 31, 2019, were as follows: (c) December 31, (a) EnTrust (b) Firment ConvertibleNote Total 2020 - 800* 3,309* 4,109 2021 5,970 - - 5,970 2022 and thereafter 31,030 - - 31,030 Total 37,000 800 3,309 41,109 * This table represents the maturities before the waivers/extensions acquired within the first quarter of 2020. The weighted average interest rate for the years ended December 31, 2020 and 2019, was 9.44% and 8.66%, respectively. 12Share Based Payment Share-based payments are quarterly restrictive shares issued to the Company’s Non-executive directors for their services and in accordance withappointment letters. Share based payment comprise the following: Year 2020 Number ofcommonshares Number ofpreferredshares Sharepremium Retainedearnings Non-executive directors’ payment 2,812 - 40 - Balance at December 31, 2020 2,812 - 40 - Year 2019 Number ofcommonshares Number ofpreferredshares Sharepremium Retainedearnings Non-executive directors’ payment 180 - 40 - Balance at December 31, 2019 180 - 40 - Year 2018 Number ofcommonshares Number ofpreferredshares Sharepremium Retainedearnings Non-executive directors’ payment (1) 88 - 50 - Balance at December 31, 2018 88 - 50 - (1) These amounts relate to the shares issued in 2018, not to the shares approved for issuance for the year. 13Voyage Expenses and Vessel Operating Expenses Voyage expenses and vessel operating expenses in the consolidated statements of comprehensive loss consisted of the following: Voyage expenses consisted of: For the year ended December 31, 2020 2019 2018 Commissions 160 224 281 Bunkers expenses 2,117 1,634 716 Other voyage expenses 213 240 191 Total 2,490 2,098 1,188 F-32 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 13Voyage Expenses and Vessel Operating Expenses (continued) Vessel operating expenses consisted of: For the year ended December 31, 2020 2019 2018 Crew wages and related costs 4,865 4,670 4,766 Insurance 661 664 607 Spares, repairs and maintenance 1,574 1,884 2,721 Lubricants 434 517 501 Stores 787 820 1,000 Other 260 327 330 Total 8,581 8,882 9,925 14Administrative Expenses The amount shown in the consolidated statements of comprehensive loss is analysed as follows: For the year ended December 31, 2020 2019 2018 Personnel expenses 1,013 1,006 778 Audit fees 143 98 103 Travelling expenses 1 3 5 Consulting fees 243 191 76 Communication 12 7 9 Stationery 3 2 2 Greek tax authorities (note 19) 130 116 118 Other 346 160 265 Total 1,891 1,583 1,356 15Interest Expense and Finance Costs The amounts in the consolidated statements of comprehensive loss are analysed as follows: For the year ended December 31, 2020 2019 2018 Interest payable on long-term borrowings 3,721 3,603 2,004 Bank charges 69 28 29 Amortization of debt discount 293 383 23 Operating lease liability interest 44 51 - Other finance expenses 28 638 - Total 4,155 4,703 2,056 16Dividends No dividends were declared or paid on common shares during the years ended December 31, 2020, 2019 and 2018. F-33 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 17Contingencies Various claims, suits and complaints, including those involving government regulations, arise in the ordinary course of the shipping business. Inaddition, losses may arise from disputes with charterers, environmental claims, agents, and insurers and from claims with suppliers relating to theoperations of the Company’s vessels. Currently, management is not aware of any such claims or contingent liabilities, which are material fordisclosure. 18Commitments The Company enters into time charter and bareboat charter arrangements on its vessels. As of December 31, 2020, the non-cancellable arrangementshad remaining terms between nine days to eight months, assuming redelivery at the earliest possible date. There were no non-cancellablearrangements as of December 31, 2019. Future net minimum lease revenues receivable under non-cancellable operating leases as of December 31,2020 and 2019, were as follows (vessel off-hires and dry-docking days that could occur but are not currently known are not taken into considerationand early delivery of the vessels by the charterers is not accounted for): 2020 2019 Within one year 3,078 - Total 3,078 - These amounts include consideration for other elements of the arrangement apart from the right to use the vessel such as maintenance and crewingand its related costs. At December 31, 2020, 2019 and 2018, the Company was a party to a lease agreement as lessee (note 4). The lease relates to the rental of officepremises at a monthly rate of Euro 10,360 (absolute amount) and for a lease period ending January 2, 2025. The future minimum lease payments under this agreement as of December 31, 2018, assuming a Euro: US dollar exchange rate for 2018 1:1.14,amounted to $850. Total rent expense under operating leases for the year ended December 31, 2018, amounted to $147. As further discussed in note 4, on January 1, 2019, following the adoption of IFRS 16, the Company recognised a right of use asset and acorresponding liability of approximately $674 with respect to the rental agreement. The depreciation charge for right-of-use assets for the years endedDecember 31, 2020 and 2019, was approximately $112 for both years and recognised under depreciation in the income statement component of theconsolidated statements of comprehensive loss. The interest expense on lease liability for the years ended December 31, 2020 and 2019, wasapproximately $44 and $51, respectively, and recognised under interest expense and finance costs in the income statement component of theconsolidated statements of comprehensive loss. At December 31, 2020 and 2019, the current lease liability amounted to $195 and $208, respectively. The non-current lease liability amounted to $367and $469, respectively. These are included in the accompanying consolidated statements of financial position. 19Income Tax Under the laws of the countries of the vessel owning companies’ incorporation and / or vessels’ registration, vessel owning companies are not subjectto tax on international shipping income; however, they are subject to registration and tonnage taxes, which are included in vessel operating expensesin the accompanying consolidated statements of loss. Greek Authorities Tax In January 2013, the tax Law 4110/2013 amended the provisions of art. 26 of Law 27/1975 by imposing a fixed annual tonnage tax on vessels flying aforeign (i.e., non-Greek) flag which are managed by a Law 89/67 company, establishing an identical tonnage tax regime as the one already in force forvessels flying the Greek flag. This tax varies depending on the size of the vessel, calculated in gross registered tonnage, as well as on the age of eachvessel. Payment of this tonnage tax satisfies all income tax obligations of both the ship-owning company and of all its shareholders up to the ultimatebeneficial owners. Any tax payable to the state of the flag of each vessel as a result of its registration with a foreign flag registry (including theMarshall Islands) is subtracted from the amount of tonnage tax due to the Greek tax authorities. As of December 31, 2020, 2019 and 2018, the taxexpense under the law amounted to $130, $116 and $118, respectively and is included in administrative expenses in the consolidated statements ofcomprehensive loss. F-34 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 19Income Tax (continued) U.S. Federal Income Tax Globus is a foreign corporation with wholly owned subsidiaries that are foreign corporations, which derive income from the international operation ofa ship or ships that may earn United States (“U.S”) source shipping income for U.S. federal income tax purposes. It is unclear whether, under § 883 of the Internal Revenue Code, Globus’s income and the income of its ship-owning subsidiaries, to the extent derivedfrom the international operation of a ship or ships, would currently be exempt from U.S. federal income tax. No such income was earned by Globusand its ship-owning subsidiaries in 2020. The following is a summary, discussing the application of the U.S. federal income tax laws to the Company relating to income derived from theinternational operation of a ship or ships. The discussion and its conclusion are based upon existing U.S. federal income tax law, including the InternalRevenue Code (the “Code”) and final U.S. Treasury Regulations (the “Regs”) as currently in effect, all of which are subject to change, possibly withretroactive effect. In general, under § 883, certain non-U.S. corporations are not subject to U.S. federal income tax on their U.S. source income derived from theinternational operation of a ship or ships (“gross transportation income”). Absent § 883 or a tax treaty exemption, such income generally would besubject to a 4% gross basis tax, or in certain cases, to a net income tax plus a 30% branch profits tax. For this purpose, U.S. source gross transportation income includes 50% of the shipping income that is attributable to transportation that begins or ends(but that does not both begin and end) in the United States. Shipping income attributable to transportation exclusively between non-U.S. ports is generally not subject to any U.S. Federal income tax. “Shippingincome” generally means income that is derived from: (a) the use of vessels;(b) the hiring or leasing of vessels for use on a time, operating or bareboat charter basis;(c) the participation in a pool, partnership, strategic alliance, joint operating agreement or other joint venture it directly or indirectly ownsor participates in that generates such income; or(d) the performance of services directly related to those uses. The Regs provide that a foreign corporation will qualify for the benefits of § 883 if, in relevant part, the foreign country in which the foreigncorporation is organized grants an equivalent exemption to corporations organized in the U.S. and the foreign corporation meets either the qualifiedshareholder test or the publicly traded test described below. Qualified Shareholder Test A foreign corporation having more than 50 percent of the value of its outstanding shares owned, directly or indirectly by application of specificattribution rules, for at least half of the number of days in the foreign corporation's taxable year by one or more qualified shareholders will meet thequalified shareholder test. In part, an individual who is a shareholder will be considered a qualified shareholder if he or she is a resident of a qualifiedforeign country (which means for this purpose that he or she is fully liable to tax in such country, and maintains a tax home in such country for 183days or more in the taxable year, or certain other rules apply) and does not own his or her interest in the foreign corporation through bearer shares(except for bearer shares held in a dematerialized or immobilized book entry system), either directly or indirectly by application of the attributionrules. In addition, in order to meet the qualified shareholder test, a foreign corporation will need to obtain certifications from its qualified shareholders(including from intermediary entities) substantiating their stock ownership. Publicly Traded Test The Publicly Traded Test requires that one or more classes of equity representing more than 50% of the voting power and value in a non-United Statescorporation be “primarily and regularly traded” on an established securities market either in the United States or in a foreign country that grants anequivalent exemption. Among others, § 883 provides, in relevant part, that the shares of a non-United States corporation will be considered to be“primarily traded” on an established securities market in a country if the number of shares of each class of shares that are traded during any taxableyear on all established securities markets in that country exceeds the number of shares in each such class that are traded during that year onestablished securities markets in any other single country. Notwithstanding the foregoing, § 883 provides, in relevant part, that a class of shares will not be considered to be “regularly traded” on an establishedsecurities market for any taxable year in which 50% or more of the vote and value of the outstanding shares of such class are owned, actually orconstructively under specified share attribution rules, on more than half the days during the taxable year by persons who each own 5% or more of thevote and value of such class of outstanding shares which is referred as the 5 Percent Override Rule. F-35 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 19Income Tax (continued) In the event that the 5 Percent Override Rule is triggered, § 883 provides that such rule will not apply if the Company can establish that within thegroup of 5% shareholders, there are sufficient qualified shareholders within the meaning of § 883 to preclude non-qualified shareholders in suchgroup from owning 50% or more of the total value of the Company’s common shares for more than half the number of days during the taxable year. For the years ended December 31, 2019 and 2018, Globus and its wholly owned subsidiaries deriving income from the operation of internationalships were organized in foreign countries that grant equivalent exemptions to corporations organized in the U.S. Globus’s common shares,representing more than 50% of the voting power and value in Globus, were primarily and regularly traded on the Nasdaq Capital Market, which is anestablished securities market. Although Globus’s ship-owning and operating subsidiaries were not publicly traded, they should have qualified for thequalified shareholder test by virtue of their ownership by Globus. Accordingly, all of Globus’ and its ship-owning or operating subsidiaries that reliedon § 883 for exempting U.S. source income from the international operation of ships should not have been subject to U.S. federal income tax for theyears ended December 31, 2019 and 2018. However, for the year ended December 31, 2020, it is not clear that Globus was able to rely on the § 883 exemption, since even though its commonshares, representing more than 50% of the voting power and value in Globus, were primarily and regularly traded on the Nasdaq Capital Market, the 5Percent Override Rule may prevent application of the § 883 exemption. Nevertheless, because Globus and its subsidiaries earned no U.S. source grosstransportation income (because none of Globus’s vessels made a voyage to or from the United States in 2020) neither the U.S. 4% gross basis tax northe net income tax should be owed for 2020. If Globus were to earn U.S. source gross transportation income in 2021 or future years, and if Globusdoes not satisfy the requirements of the § 883 exemption in the future, Globus generally will be subject to the U.S. 4% gross basis tax on such U.S.source gross transportation income. Under the laws of the Republic of Malta, the country of incorporation of one of the Company’s vessel-owning company’s, this vessel-owningcompany is not liable for any income tax on its income derived from shipping operations. The Republic of Malta is a country that has an income taxtreaty with the United States. Accordingly, income earned by vessel-owning companies organized under the laws of the Republic of Malta mayqualify for a treaty-based exemption. Specifically, under Article 8 (Shipping and Air Transport) of the treaty sets out the relevant rule to the effect thatprofits of an enterprise of a Contracting State from the operation of ships in international traffic shall be taxable only in that State. 20Financial risk management objectives and policies The Company’s financial liabilities are long-term borrowings, trade and other payables and the financial derivative instrument. The main purpose ofthese financial liabilities is to assist the Company in the financing of its operations and the acquisition of vessels. The Company has various financialassets such as trade accounts receivable and cash and short-term deposits, which arise directly from its operations. The main risks arising from theCompany’s financial instruments are cash flow interest rate risk, credit risk, liquidity risk and foreign currency risk. Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligations with floatinginterest rates. As of December 31, 2019, 10% of the Company’s long term borrowings were at a fixed rate of interest and as of December 31, 2020,the Company had no long-term borrowings at a fixed interest rate. Interest rate risk table The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held constant, of theCompany’s loss. Increase/(Decrease) in basis points Effect on loss 2020 $ Libor +15 (57) -20 75 2019 $ Libor +15 (55) -20 73 F-36 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 20Financial risk management objectives and policies (continued) Foreign currency risk The following table demonstrates the sensitivity to a reasonably possible change in the Euro exchange rate, with all other variables held constant, tothe Company’s loss due to changes in the fair value of monetary assets and liabilities. The Company’s exposure to foreign currency changes for allother currencies as of December 31, 2020 and 2019, was not material. Change inrate Effect on loss 2020 +10% (258) -10% 258 2019 +10% (255) -10% 255 Credit risk The Company operates only with recognised, creditworthy third parties including major charterers, commodity traders and government ownedentities. Receivable balances are monitored on an ongoing basis with the result that the Company’s exposure to impairment on trade accountsreceivable is not significant. The maximum exposure is the carrying value of trade accounts receivable as indicated in the consolidated statement offinancial position. With respect to the credit risk arising from other financial assets of the Company such as cash and cash equivalents, the Company’sexposure to credit risk arises from default of the counter parties, which are recognised financial institutions. The Company performs annualevaluations of the relative credit standing of these counter parties. The exposure of these financial instruments is equal to their carrying amount asindicated in the consolidated statement of financial position. Concentration of credit risk table: The following table provides information with respect to charterers who individually, accounted for approximately more than 10% of the Company’srevenue for the years ended December 31, 2020, 2019 and 2018: 2020 % 2019 % 2018 % A 751 6% 3,476 22% 3,679 21%B - - - - 2,873 17%Other 11,002 94% 12,147 78% 10,802 62%Total 11,753 100% 15,623 100% 17,354 100% Liquidity risk The Company mitigates liquidity risk by managing cash generated by its operations, applying cash collection targets appropriately. The vessels arenormally chartered under time-charter, bareboat and spot agreements where, as per the industry practice, the charterer pays for the transportationservice 15 days in advance, supporting the management of cash generation. Vessel acquisitions are carefully controlled, with authorisation limitsoperating up to board level and cash payback periods applied as part of the investment appraisal process. In this way, the Company maintains a goodcredit rating to facilitate fund raising. In its funding strategy, the Company’s objective is to maintain a balance between continuity of funding andflexibility through the use of bank loans. Excess cash used in managing liquidity is only invested in financial instruments exposed to insignificant riskof changes in market value or are being placed on interest bearing deposits with maturities fixed usually for no more than 3 months. The Companymonitors its risk relating to the shortage of funds by considering the maturity of its financial liabilities and its projected cash flows from operations. F-37 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 20Financial risk management objectives and policies (continued) The table below summarises the maturity profile of the Company’s financial liabilities (including interest) at December 31, 2020 and 2019 based oncontractual undiscounted cash flows. Year ended December 31, 2020 Less than 3 months 3 to 12 months 1 to 5 years More than5 years Total Long-term debt 2,302 6,752 32,362 - 41,416 Lease liabilities 106 106 426 - 638 Accrued liabilities and other payables 2,159 - - - 2,159 Trade accounts payables 4,758 - - - 4,758 Total 9,325 6,858 32,788 - 48,971 Year ended December 31, 2019* Less than 3 months 3 to 12 months 1 to 5 years More than5 years Total Long-term debt 4,674 3,776 42,247 - 50,697 Lease liabilities 126 106 567 1 800 Accrued liabilities and other payables 1,971 - - - 1,971 Trade accounts payables 4,735 - - - 4,735 Total 11,506 3,882 42,814 1 58,203 * This table includes both the derivative component and the non-derivative host of the hybrid agreements of both the Firment Shipping CreditFacility and the Convertible Note (see note 11). Capital management The primary objective of the Company’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order tosupport its business and maximise shareholder value. The Company manages its capital structure and makes adjustments to it, in light of changes ineconomic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital toshareholders or issue new shares as well as managing the outstanding level of debt. Lenders may impose capital structure or solvency ratios (refer tonote 11). No changes were made in the objectives, policies or processes during the years ended December 31, 2020 and 2019. The Company monitorscapital using the ratio of net debt to book capitalisation adjusted for the market value of the Company’s vessels plus net debt. The Company includes within net debt, interest bearing loans gross of unamortized debt discount, less cash. Adjusted book capitalization refers to total equity adjusted for the market value of the Company’s vessels. December 31, 2020 2019 Interest bearing loans 37,000 38,487 Cash (including restricted cash) (21,103) (4,801)Net debt 15,897 33,686 Equity 42,094 9,879 Adjustment for the market value of vessels (charter-free) 493 (2,902)Adjusted book capitalization 42,587 6,977 Adjusted book capitalization plus net debt 58,484 40,663 Ratio 27% 83% The Company’s objective is to maintain the ratio of net debt to adjusted capitalization plus net debt to the range of 60%- 80%. Net debt as calculatedabove is not consistent with the International Financial Reporting Standards (“IFRS”) definition of debt. F-38 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 20Financial risk management objectives and policies (continued) The following reconciliation is provided: December 31, 2020 2019 Debt in accordance with IFRS (long and short-term borrowings) 36,552 37,746 Add: Unamortized debt discount 448 741 37,000 38,487 Less: Cash and bank balances and bank deposits (including restricted cash) 21,103 4,801 Net debt 15,897 33,686 21Fair values Carrying amounts and fair values The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair valuehierarchy (as defined in note 2.27). It does not include fair value information for financial assets and financial liabilities not measured at fair value ifthe carrying amount is a reasonable approximation of fair value, such as cash and cash equivalents, restricted cash, trade receivables and tradepayables. Fair value (in thousands of USD) Carrying amount Level 1 Level 2 Level 3 Total December 31, 2020 Other financialliabilities Financial liabilities not measured at fairvalue Long-term borrowings 37,000 - 37,961 - 37,961 37,000 Carrying amount Fair value (in thousands of USD) Assets Level 1 Level 2 Level 3 Total December 31, 2019 Non-financial assets measured at fair value Vessels (see also note 5) 37,346 37,346 - - 37,346 37,346 Other financialliabilities Financial liabilities measured at fair value Derivative financial instruments 622 - - 622 622 622 Financial liabilities not measured at fairvalue Long-term borrowings 38,487 - 39,853 - 39,853 38,487 Measurement of fair values Valuation techniques and significant unobservable inputs The following tables show the valuation techniques used in measuring Level 1, Level 2 and Level 3 fair values, as well as the significant unobservable inputsused. F-39 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 21Fair values (continued) Financial instruments measured at fair value Type Valuation Techniques Significant unobservable inputs Vessels Quoted (unadjusted) prices in active marketsfor identical assets less costs of disposal - Derivative financial instruments: Firment Black-Scholes model Refer to note 2.29 Convertible Note Monte Carlo model Refer to note 2.29 Financial instruments not measured at fair value Type Valuation Techniques Significant unobservable inputs Long-term borrowings Discounted cash flow Discount rate Transfers between Level 1, 2 and 3There were no transfers between these levels in 2019 and 2020. 22Events after the reporting date Issuance of securities On January 13, 2021, the remaining pre-funded warrants from the December 2020 Pre-Funded Warrants were exercised and 130,000 commonshares, par value $0.004 per share were issued. On January 27, 2021, the Company entered into a securities purchase agreement with certain unaffiliated institutional investors to issue (a)2,155,000 common shares, par value $0.004 per share, (b) pre-funded warrants to purchase 445,000 common shares, par value $0.004 per share and(c) warrants (the “January 2021 Warrants”) to purchase 1,950,000 common shares, par value $0.004 per share, at an exercise price of $6.25 pershare. Total proceeds amounted to $15,108, before issuance expenses of approximately $150. The pre-funded warrants were all exercisedsubsequently. No January 2021 Warrants have been exercised as of the date hereof. The January 2021 Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will beexercisable, at the option of each holder, in whole or in part by delivering to the Company a duly executed exercise notice with payment in full inimmediately available funds for the number of common shares purchased upon such exercise. If a registration statement registering the issuance ofthe common shares underlying the warrants under the Securities Act is not effective, the holder may, in its sole discretion, elect to exercise thewarrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determinedaccording to the formula set forth in the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certainliquidated damages provisions. On February 12, 2021, the Company entered into a securities purchase agreement with certain unaffiliated institutional investors to issue (a)3,850,000 common shares par value $0.004 per share, (b) pre-funded warrants to purchase 950,000 common shares, par value $0.004 par value, and(c) warrants (the “February 2021 Warrants”) to purchase 4,800,000 common shares, par value $0.004 per share, at an exercise price of $6.25 pershare. Total proceeds amounted to $27,891, before issuance expenses of approximately $160. The pre-funded warrants were all exercisedsubsequently. No February 2021 Warrants have been exercised as of the date hereof. F-40 GLOBUS MARITIME LIMITEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS(Amounts presented in thousands of U.S. Dollars - except for share, per share and warrants data, unless otherwise stated) 22Events after the reporting date (continued) The February 2021 Warrants are exercisable for a period of five and one-half years commencing on the date of issuance. The warrants will beexercisable, at the option of each holder, in whole or in part by delivering to the Company a duly executed exercise notice with payment in full inimmediately available funds for the number of common shares purchased upon such exercise. If a registration statement registering the issuance ofthe common shares underlying the warrants under the Securities Act is not effective, the holder may, in its sole discretion, elect to exercise thewarrant through a cashless exercise, in which case the holder would receive upon such exercise the net number of common shares determinedaccording to the formula set forth in the warrant. If the Company does not issue the shares in a timely fashion, the warrant contains certainliquidated damages provisions. In March 2021, the Company issued an additional 10,000 Series B preferred shares to Goldenmare Limited in return for $130, which was settled byreducing, on a dollar for dollar basis, the amount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. Acquisition of new vessels On February 18, 2021, the Company entered into a memorandum of agreement with an unrelated third party, for the acquisition of the m/v “NordVenus”, a 2011-built Kamsarmax dry bulk carrier, for a purchase price of $16.5 million, if delivered up to May 31, 2021 or $16.2 if deliveredbetween June 1, 2021 and August 15, 2021. The m/v “Nord Venus” was built at the Universal Shipbuilding Corporation in Japan and has a carryingcapacity of 80,655 dwt. The agreement is subject to customary closing conditions. On March 19, 2021, the Company entered into a memorandum of agreement with an unrelated third party, for the acquisition of the m/v “Yangze11”, a 2018-built Kamsarmax dry bulk carrier, for a purchase price of $27 million. The m/v “Yangze 11” was built at Jiangsu New YangziShipbuilding Co., Ltd and has a carrying capacity of 82,027 dwt. The agreement is subject to customary closing conditions. Debt financing On March 23, 2021, we agreed on a prepayment notice for $6.0 million in relation to the Entrust loan facility, which represents all amounts thatwould otherwise come due during calendar year 2021. The prepayment is expected to be effected on March 31, 2021. As a result, after this pre-payment we will have an aggregate debt outstanding of $31 million, gross of unamortized debt costs, from the Entrust Loan Facility. In March 2021, the Company reached an arrangement with a financial institution for a loan facility of up to $34.25 million bearing interest atLIBOR plus a margin of 3.75% per annum. The arrangement is subject to definite documentation and customary closing conditions. The proceeds ofthis financing are expected to be used to repay the outstanding balance of EnTrust Loan Facility and/or for general corporate purposes. F-41 Exhibit 2.1 Description of Rights of Each Class of Securities Registered under Section 12 of the Exchange Act As of December 31, 2020 Globus Maritime Limited (the “Company,” “Globus,” “we,” “us” or “our”) had the following securities registered pursuantto Section 12 of the Act: Title of each class Trading symbols Name of each exchange on whichregisteredShares of common stock, par value $0.004 per share GLBS Nasdaq Capital Market Capitalized terms used but not defined herein have the meanings given to them in our annual report on Form 20-F for the fiscal year endedDecember 31, 2020 (the “Annual report”). The following is a description that includes, among other things, the material terms of our articles of incorporation and bylaws. The description does notpurport to be complete and is subject to, and qualified in its entirety by reference to, all the provisions of the articles of incorporation and bylaws. Becausethe following is only a summary, it does not contain all information that you may find important. AUTHORIZED CAPITAL Globus Maritime Limited is authorized to issue (1) 500,000,000 common shares, par value $0.004 per share, (2) 100,000,000 Class B common shares, parvalue $0.001 per share, which we refer to as the Class B shares, and (3) 100,000,000 preferred shares, par value $0.001 per share, which we refer to as thepreferred shares. No Class B shares have yet been issued. Our articles of incorporation require us at all times to reserve and keep available, out of ourauthorized but unissued common shares, such number of common shares as would become issuable upon the conversion of all Class B shares thenoutstanding. Two series of preferred shares have been designated. Currently, 10,572,069 common shares, zero Series A preferred shares, and 10,300 Series B preferredshares are outstanding. There is no limitation on the right to own securities or the rights of non-resident shareholders to hold or exercise voting rights on our securities underMarshall Islands law or our articles of incorporation or bylaws. All of our shares are in registered form. Our articles of incorporation do not permit the issuance of bearer shares. We do not hold any of our shares intreasury. We have financed our operations through funds raised in public and private placements of common shares and through debt. We also issued shares to ourofficers and employees. PURPOSE Our objects and purposes, as provided in Section 1.3 of our articles of incorporation, are to engage in any lawful act or activity for which corporations maynow or hereafter be organized under the BCA. COMMON SHARES, CLASS B SHARES, AND SERIES B PREFERRED SHARES Generally, Marshall Islands law provides that the holders of a class of stock of a Marshall Islands corporation are entitled to a separate class vote on anyproposed amendment to the relevant articles of incorporation that would change the aggregate number of authorized shares or the par value of that class ofshares or alter or change the powers, preferences or special rights of that class so as to affect the class adversely. Except as described below, holders of ourcommon shares, Series B preferred shares, and Class B shares have equivalent economic rights, but holders of our common shares are entitled to one vote pershare while holders of our Class B shares are entitled to 20 votes per share and the holder of our Series B preferred shares is entitled to 25,000 votes pershare (subject to the limitation described in “Preferred Shares” below). Each holder of Class B shares (not including the Company and the Company’ssubsidiaries) may convert, at its option, any or all of the Class B shares held by such holder into an equal number of common shares. Except as otherwise provided by the BCA, holders of our common shares, Class B shares, and Series B preferred shares will vote together as a single classon all matters submitted to a vote of shareholders, including the election of directors. The rights, preferences and privileges of holders of our shares are subject to the rights of the holders of our Series B preferred shares and any preferred shareswhich we may issue in the future. Holders of our common shares do not have conversion, redemption or pre-emptive rights to subscribe to any of our securities. 1 Common shares that have been entered into the DTC book-entry system will be registered in the name of Cede & Co., as nominee for DTC and transfers ofbeneficial ownership of shares held through DTC will be effected by electronic transfer made by DTC participants. Transfers of shares held outside of DTC or another direct registration system maintained by Computershare, our transfer agent, and not represented bycertificates are effected by a stock transfer instrument. Transfer of registered certificates is effected by presenting and surrendering the certificates to us or our transfer agent. A valid transfer requires the registeredcertificates to be properly endorsed for transfer as provided for in the certificates and accompanied by proper instruments of transfer. Our articles of incorporation, bylaws and the BCA do not contain transfer restrictions on our common shares. PREFERRED SHARES Our articles of incorporation authorize our board of directors to establish and issue up to 100 million preferred shares and to determine, with respectto any series of preferred shares, the rights and preferences of that series, including: ¨the designation of the series; ¨the number of preferred shares in the series; ¨the preferences and relative participating option or other special rights, if any, and any qualifications, limitations or restrictions of such series;and ¨the voting rights, if any, of the holders of the series. In April 2012 we issued an aggregate of 3,347 (number not adjusted for any reverse stock splits) Series A Preferred Shares to two persons who werethen executive officers, but as of the date hereof no Series A Preferred Shares are outstanding. The holders of our Series A Preferred Shares were entitled toreceive, if funds were legally available, dividends payable in cash in an amount per share to be determined by unanimous resolution of our RemunerationCommittee, in its sole discretion. Our board of directors or Remuneration Committee determined whether funds were legally available under the BCA forsuch dividend. Any accrued but unpaid dividends did not bear interest. Except as may be provided in the BCA, holders of our Series A Preferred Shares didnot have any voting rights. Upon our liquidation, dissolution or winding up, the holders of our Series A Preferred Shares were entitled to a preference in theamount of the declared and unpaid dividends, if any, as of the date of liquidation, dissolution or winding up. Our Series A Preferred Shares were notconvertible into any of our other capital stock. The Series A Preferred Shares were redeemable at the written request of the Remuneration Committee, at parvalue plus all declared and unpaid dividends as of the date of redemption plus any additional consideration determined by a unanimous resolution of theRemuneration Committee. We redeemed and cancelled 780 Series A Preferred Shares in January 2013 and the remaining 2,567 were redeemed and cancelledin July 2016. (These figures do not reflect any of our reverse stock splits which occurred afterwards.) On June 12, 2020, we entered into a stock purchase agreement and issued 50 newly-designated Series B Preferred Shares, par value $0.001 pershare, to Goldenmare Limited, a company controlled by our Chief Executive Officer, Athanasios Feidakis, in return for $150,000. In July 2020, we issued anadditional 250 Series B preferred shares to Goldenmare Limited in return for another $150,000. In March 2021, we issued an additional 10,000 Series Bpreferred shares to Goldenmare Limited in return for $130,000. The purchase price was paid, in each instance, by reducing, on a dollar for dollar basis, theamount payable by the Company to Goldenmare Limited pursuant to a consultancy agreement. In addition, in July 2020 we increased the maximum votingrights under the Series B preferred shares from 49.0% to 49.99%. Each issuance of Series B preferred shares to Goldenmare Limited was approved by an independent committee of the Board of Directors of theCompany, which in each case received a fairness opinion from an independent financial advisor that the transaction was for a fair value. The Series B preferred shares have the following characteristics: Voting. To the fullest extent permitted by law, each Series B preferred share entitles the holder hereof to 25,000 votes per share on all matterssubmitted to a vote of the shareholders of the Company, provided however, that no holder of Series B preferred shares may exercise voting rights pursuant toSeries B preferred shares that would result in the aggregate voting power of any beneficial owner of such shares and its affiliates (whether pursuant toownership of Series B preferred shares, common shares or otherwise) to exceed 49.99% of the total number of votes eligible to be cast on any mattersubmitted to a vote of shareholders of the Company. To the fullest extent permitted by law, the holders of Series B preferred shares shall have no specialvoting or consent rights and shall vote together as one class with the holders of the common shares on all matters put before the shareholders. 2 Conversion. The Series B preferred shares are not convertible into common shares or any other security. Redemption. The Series B preferred shares are not redeemable. Dividends. The Series B preferred shares have no dividend rights. Liquidation Preference. Upon any liquidation, dissolution or winding up of the Company, the Series B preferred shares are entitled to receive apayment with priority over the common shareholders equal to the par value of $0.001 per share. The Series B preferred shareholder has no other rights todistributions upon any liquidation, dissolution or winding up of the Company. Transferability. All issued and outstanding Series B preferred shares must be held of record by one holder, and the Series B preferred shares shallnot be transferred without the prior approval of our Board of Directors. Proportional Adjustment. In the event the Company (i) declares any dividend on its common shares, payable in common shares, (ii) subdivides theoutstanding common shares or (iii) combines the outstanding common shares into a smaller number of shares, there shall be a proportional adjustment to thenumber of outstanding Series B preferred shares. LIQUIDATION In the event of our dissolution, liquidation or winding up, whether voluntary or involuntary, after payment in full of the amounts, if any, required to be paid toour creditors, the payment of the par value of $0.001 per share to the holder of our Series B Preferred Shares, and the holders of preferred shares, ourremaining assets and funds shall be distributed pro rata to the holders of our common shares and Class B shares, and the holders of common shares and theholders of Class B shares shall be entitled to receive the same amount per share in respect thereof. Other than their receipt of the par value of $0.001 perSeries B preferred share, the holder of our Series B Preferred Shares do not participate in distributions upon liquidation. DIVIDENDS Declaration and payment of any dividend is subject to the discretion of our board of directors. The timing and amount of dividend payments to holders of ourshares will depend on a series of factors and risks described under “Risk Factors” in our annual report on Form 20-F and in prospectuses we may file fromtime to time, and includes risks relating to earnings, financial condition, cash requirements and availability, restrictions in our current and future loanarrangements, the provisions of the Marshall Islands law affecting the payment of dividends and other factors. The BCA generally prohibits the payment ofdividends other than from surplus or while we are insolvent or if we would be rendered insolvent upon paying the dividend. Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of our common shares and Class B shares will beentitled to share equally (pro rata based on the number of shares held) in any dividends that our board of directors may declare from time to time out of fundslegally available for dividends. Series B preferred shares do not participate in dividends. CONVERSION Our common shares are not convertible into any other shares of our capital stock. Each of our Class B shares is convertible at any time at the election of theholder thereof into one of our common shares. We may reissue or resell any Class B shares that shall have been converted into common shares. Neither theCommon Shares nor the Class B Shares may be reclassified, subdivided or combined unless such reclassification, subdivision or combination occurssimultaneously and in the same proportion for each such class of Common Stock. DIRECTORS Our directors are elected by the vote of the plurality of the votes cast by shareholders entitled to vote in the election. Our articles of incorporation providethat our board of directors must consist of at least three members. Shareholders may change the number of directors only by the affirmative vote of holdersof a majority of the total voting power of our outstanding capital stock (subject to the rights of any holders of preferred shares). The board of directors maychange the number of directors by a majority vote of the entire board of directors. 3 No contract or transaction between us and one or more of our directors or officers will be void or voidable solely for the following reason, or solely becausethe director or officer is present at or participates in the meeting of our board of directors or committee thereof which authorizes the contract or transaction,or solely because his or her or their votes are counted for such purpose, if (1) the material facts as to such director’s interest in such contract or transactionand as to any such common directorship, officership or financial interest are disclosed in good faith or known to the board of directors or committee, and theboard of directors or committee approves such contract or transaction by a vote sufficient for such purpose without counting the vote of such interesteddirector, or, if the votes of the disinterested directors are insufficient to constitute an act of the board, by unanimous vote of the disinterested directors; or (2)the material facts as to such director’s interest in such contract or transaction and as to any such common directorship, officership or financial interest aredisclosed in good faith or known to the shareholders entitled to vote thereon, and such contract or transaction is approved by vote of such shareholders. Our board of directors has the authority to fix the compensation of directors for their services. CLASSIFIED BOARD OF DIRECTORS Our articles of incorporation provide for a board of directors serving staggered, three-year terms. Approximately one-third of our board of directors areelected each year. REMOVAL OF DIRECTORS; VACANCIES Our articles of incorporation provide that directors may be removed with or without cause upon the affirmative vote of holders of a majority of the totalvoting power of our outstanding capital stock cast at a meeting of the shareholders. Our articles of incorporation also permit the removal of directors forcause upon the affirmative vote of 66-2/3% of the members of the board of directors then in office. Our bylaws require parties to provide advance writtennotice of nominations for the election of directors other than the board of directors and shareholders holding 30% or more of the voting power of theaggregate number of our shares issued and outstanding and entitled to vote. NO CUMULATIVE VOTING Our articles of incorporation prohibit cumulative voting. SHAREHOLDER MEETINGS Under our bylaws, annual shareholder meetings will be held at a time and place selected by our board of directors. The meetings may be held in or outside ofthe Marshall Islands. Special meetings may be called by the chairman of our board of directors, by resolution of our board of directors or by holders of 30%or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote at such meeting. Our board of directors mayset a record date between 15 and 60 days before the date of any meeting to determine the shareholders that will be eligible to receive notice and vote at themeeting. DISSENTERS’ RIGHTS OF APPRAISAL AND PAYMENT Under the BCA, our shareholders may have the right to dissent from various corporate actions, including certain amendments to our articles of incorporationand certain mergers or consolidations or the sale or exchange of all or substantially all of our assets not made in the usual course of our business, and receivepayment of the fair value of their shares, subject to exceptions. The right of a dissenting shareholder to receive payment of the fair value of his shares is notavailable for the shares of any class or series of stock, which shares at the record date fixed to determine the shareholders entitled to receive notice of andvote at the meeting of shareholders to act upon the agreement of merger or consolidation or any sale or exchange of all or substantially all of the property andassets of the corporation not made in the usual course of its business, were either (1) listed on a securities exchange or admitted for trading on an interdealerquotation system or (2) held of record by more than 2,000 holders. In the event of any further amendment of our articles of incorporation, a shareholder alsohas the right to dissent and receive payment for his or her shares if the amendment alters certain rights in respect of those shares. The dissenting shareholdermust follow the procedures set forth in the BCA to receive payment. In the event that we and any dissenting shareholder fail to agree on a price for theshares, the BCA procedures involve, among other things, the institution of proceedings in the high court of the Republic of the Marshall Islands or in anyappropriate court in any jurisdiction in which our shares are primarily traded on a local or national securities exchange to fix the value of the shares. SHAREHOLDERS’ DERIVATIVE ACTIONS Under the BCA, any of our shareholders may bring an action in our name to procure a judgment in our favor, also known as a derivative action, provided thatthe shareholder bringing the action is a holder of common shares or a beneficial interest therein both at the time the derivative action is commenced and atthe time of the transaction to which the action relates or that the shares devolved upon the shareholder by operation of law, among other requirements setforth in the BCA. 4 AMENDMENT OF OUR ARTICLES OF INCORPORATION Except as otherwise provided by law, any provision in our articles of incorporation requiring a vote of shareholders may only be amended by such a vote.Further, certain sections may only be amended by affirmative vote of the holders of at least a majority of the voting power of the voting shares. ANTI-TAKEOVER EFFECTS OF CERTAIN PROVISIONS OF OUR ARTICLES OF INCORPORATION AND BYLAWS Several provisions of our articles of incorporation and bylaws, which are summarized below, may have anti-takeover effects. These provisions areintended to avoid costly takeover battles, lessen our vulnerability to a hostile change of control and enhance the ability of our board of directors to maximizeshareholder value in connection with any unsolicited offer to acquire our company. However, these anti-takeover provisions could also discourage, delay orprevent the merger or acquisition of our company by means of a tender offer, a proxy contest or otherwise that a shareholder may consider in its best interestand the removal of incumbent officers and directors, which could affect the desirability of our shares and, consequently, our share price. Multi Class Stock. Our multi-class stock structure, which consists of common shares, Class B common shares, and preferred shares, can provideholders of our Class B common shares or preferred shares a significant degree of control over all matters requiring shareholder approval, including theelection of directors and significant corporate transactions, such as a merger or other sale of our company or its assets, because our different classes of sharescan have different numbers of votes. For instance, while our common shares have one vote on matters before the shareholders, each of our 10,300 outstanding Series B preferred shareshas 25,000 votes on matters before the shareholders; provided however, that no holder of Series B preferred shares may exercise voting rights pursuant to anySeries B preferred shares that would result in the total number of votes a holder is entitled to vote on any matter submitted to a vote of shareholders of theCompany to exceed 49.99% of the total number of votes eligible to be cast on such matter. No Class B common shares are presently outstanding, but if andwhen we issue any, each Class B common share will have 20 votes on matters before the shareholders. At present, and until a substantial number of additional securities are issued, our holder of Series B preferred shares exerts substantial control of theCompany’s votes and is able to exert substantial control over our management and all matters requiring shareholder approval, including electing directorsand significant corporate transactions, such as a merger. Such holder’s interest could differ from yours. Blank Check Preferred Shares. Under the terms of our articles of incorporation, our board of directors has authority, without any further vote oraction by our shareholders, to issue up to 100 million “blank check” preferred shares, almost all of which currently remain available for issuance. Our boardcould authorize the issuance of preferred shares with voting or conversion rights that could dilute the voting power or rights of the holders of commonshares, in addition to preferred shares that are already outstanding. The issuance of preferred shares, while providing flexibility in connection with possibleacquisitions and other corporate purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of us or theremoval of our management and may harm the market price of our common shares. Classified Board of Directors. Our articles of incorporation provide for the division of our board of directors into three classes of directors, witheach class as nearly equal in number as possible, serving staggered, three-year terms beginning upon the expiration of the initial term for each class.Approximately one-third of our board of directors is elected each year. This classified board provision could discourage a third party from making a tenderoffer for our shares or attempting to obtain control of us. It could also delay shareholders who do not agree with the policies of our board of directors fromremoving a majority of our board of directors for up to two years. Election of Directors. Our articles of incorporation do not provide for cumulative voting in the election of directors. Our bylaws require parties,other than the chairman of the board of directors, board of directors and shareholders holding 30% or more of the voting power of the aggregate number ofour shares issued and outstanding and entitled to vote, to provide advance written notice of nominations for the election of directors. These provisions maydiscourage, delay or prevent the removal of incumbent officers and directors. Advance Notice Requirements for Shareholder Proposals and Director Nominations. Our bylaws provide that shareholders, other than shareholdersholding 30% or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote, seeking to nominate candidatesfor election as directors or to bring business before an annual meeting of shareholders must provide timely notice of their proposal in writing to the corporatesecretary. 5 Generally, to be timely, a shareholder’s notice must be received at our principal executive offices not less than 150 days or more than 180 days priorto the first anniversary date of the immediately preceding annual meeting of shareholders. Our bylaws also specify requirements as to the form and content ofa shareholder’s notice. These provisions may impede a shareholder’s ability to bring matters before an annual meeting of shareholders or make nominationsfor directors at an annual meeting of shareholders. Calling of Special Meetings of Shareholders Our bylaws provide that special meetings of our shareholders may be called only by the chairman of our board of directors, by resolution of ourboard of directors or by holders of 30% or more of the voting power of the aggregate number of our shares issued and outstanding and entitled to vote at suchmeeting. Action by Written Consent in Lieu of a Meeting Our articles permit any action which may or is required by the BCA to be taken at a meeting of the shareholders to be authorized by consents in writingsigned by the holders of outstanding shares having not less than the minimum number of votes that would be necessary to authorize or take such action at ameeting at which all shares entitled to vote thereon were present and voted. Presently and until and unless we issue a significant number of securities,Goldenmare Limited, a company affiliated with our Chief Executive Officer, holds Series B Preferred Shares controlling 49.99% of the voting power of ouroutstanding capital stock. Goldenmare could, together with shareholders possessing a relatively small number of shares, act by written consent in lieu of ameeting and authorize major transactions on behalf of the Company, all without calling a meeting of shareholders. BUSINESS COMBINATIONS Although the BCA does not contain specific provisions regarding “business combinations” between corporations incorporated under or redomiciledpursuant to the laws of the Marshall Islands and “interested shareholders,” our articles of incorporation prohibit us from engaging in a business combinationwith an interested shareholder for a period of three years following the date of the transaction in which the person became an interested shareholder, unless,in addition to any other approval that may be required by applicable law: ¨prior to the date of the transaction that resulted in the shareholder becoming an interested shareholder, our board of directors approved either thebusiness combination or the transaction that resulted in the shareholder becoming an interested shareholder; ¨upon consummation of the transaction that resulted in the shareholder becoming an interested shareholder, the interested shareholder owned atleast 85.0% of our voting shares outstanding at the time the transaction commenced, excluding for purposes of determining the number ofshares outstanding those shares owned by (1) persons who are directors and officers and (2) employee stock plans in which employeeparticipants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchangeoffer; or ¨at or after the date of the transaction that resulted in the shareholder becoming an interested shareholder, the business combination is approvedby our board of directors and authorized at an annual or special meeting of shareholders, and not by written consent, by the affirmative vote ofat least 66-2/3% of the voting power of the voting shares that are not owned by the interested shareholder. Among other transactions, a “business combination” includes any merger or consolidation of us or any directly or indirectly majority-ownedsubsidiary of ours with (1) the interested shareholder or any of its affiliates or (2) with any corporation, partnership, unincorporated association or otherentity if the merger or consolidation is caused by the interested shareholder. Generally, an “interested shareholder” is any person or entity (other than us andany direct or indirect majority-owned subsidiary of ours) that: ¨owns 15.0% or more of our outstanding voting shares; ¨is an affiliate or associate of ours and was the owner of 15.0% or more of our outstanding voting shares at any time within the three-year periodimmediately prior to the date on which it is sought to be determined whether such person is an interested shareholder; or ¨is an affiliate or associate of any person listed in the first two bullets, except that any person who owns 15.0% or more of our outstanding votingshares, as a result of action taken solely by us will not be an interested shareholder unless such person acquires additional voting shares, exceptas a result of further action by us and not caused, directly or indirectly, by such person. 6 Additionally, the restrictions regarding business combinations do not apply to persons that became interested shareholders prior to the effectiveness of ourarticles of incorporation. LIMITATIONS ON LIABILITY AND INDEMNIFICATION OF DIRECTORS AND OFFICERS The BCA authorizes corporations to limit or eliminate the personal liability of directors to corporations and their shareholders for monetary damages forbreaches of certain directors’ fiduciary duties. Our articles of incorporation include a provision that eliminates the personal liability of directors for monetarydamages for breach of fiduciary duty as a director to the fullest extent permitted by law (i.e., other than breach of duty of loyalty, acts not taken in good faithor which involve intentional misconduct or a knowing violation of law or transactions for which the director derived an improper personal benefit) andprovides that we must indemnify our directors and officers to the fullest extent authorized by law. We are also expressly authorized to advance certainexpenses to our directors and officers and expect to carry directors’ and officers’ insurance providing indemnification for our directors and officers for someliabilities. We believe that these indemnification provisions and the directors’ and officers’ insurance are useful to attract and retain qualified directors andexecutive officers. The limitation of liability and indemnification provisions in our articles of incorporation may discourage shareholders from bringing a lawsuit against ourdirectors for breach of their fiduciary duty. These provisions may also have the effect of reducing the likelihood of derivative litigation against directors andofficers, even though such an action, if successful, may otherwise benefit us and our shareholders. In addition, an investor in our common shares may beadversely affected to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification provisions. There is no pending material litigation or proceeding involving any of our directors, officers or employees for which indemnification is sought. TRANSFER AGENT AND REGISTRAR Computershare, Inc. is the transfer agent and registrar for our common shares. MARSHALL ISLANDS COMPANY CONSIDERATIONS Our corporate affairs are governed by our articles of incorporation and bylaws and by the BCA. The provisions of the BCA resemble provisions of thecorporation laws of a number of states in the United States. While the BCA also provides that, for non-resident entities like us, it is to be interpretedaccording to the laws of the State of Delaware and other states with substantially similar legislative provisions, there have been few, court cases interpretingthe BCA in the Republic of the Marshall Islands and we cannot predict whether Marshall Islands courts would reach the same conclusions as courts in theUnited States. Thus, you may have more difficulty in protecting your interests in the face of actions by the management, directors or controlling shareholdersthan would shareholders of a corporation incorporated in a United States jurisdiction which has developed a substantial body of case law. The following tableprovides a comparison between the statutory provisions of the BCA and the Delaware General Corporation Law relating to shareholders’ rights. Marshall IslandsDelaware Shareholder MeetingsHeld at a time and place as designated in the bylaws.May be held at such time or place as designated in the certificate ofincorporation or the bylaws, or if not so designated, as determined by theboard of directors.Special meetings of the shareholders may be called by the board ofdirectors or by such person or persons as may be authorized by the articlesof incorporation or by the bylaws.Special meetings of the shareholders may be called by the board ofdirectors or by such person or persons as may be authorized by thecertificate of incorporation or by the bylaws.May be held within or without the Marshall Islands.May be held within or without Delaware.Notice: Whenever shareholders are required to take any action at a meeting,written notice of the meeting shall be given which shall state the place, dateand hour of the meeting and, unless it is an annual meeting, indicate that it isbeing issued by or at the direction of the person calling the meeting. A copyof the notice of any meeting shall be given personally or sent by mail orelectronically not less than 15 nor more than 60 days before the meeting. Notice: Whenever shareholders are required to take any action at a meeting,a written notice of the meeting shall be given which shall state the place, ifany, date and hour of the meeting, and the means of remote communication,if any. Written notice shall be given not less than 10 nor more than 60 daysbefore the meeting. 7 Marshall IslandsDelaware Shareholders’ Voting Rights Unless otherwise provided in the articles of incorporation, any actionrequired by the BCA to be taken at a meeting of shareholders may be takenwithout a meeting if a consent or consents in writing, setting forth theaction so taken, shall be signed by all the shareholders entitled to vote withrespect to the subject matter thereof, or if the articles of incorporation soprovide, by the holders of outstanding shares having not less than theminimum number of votes that would be necessary to authorize or takesuch action at a meeting at which all shares entitled to vote thereon werepresent and voted.Any action required to be taken at a meeting of shareholders may be takenwithout a meeting if a consent for such action is in writing and is signed byshareholders having not less than the minimum number of votes that wouldbe necessary to authorize or take such action at a meeting at which allshares entitled to vote thereon were present and voted.Any shareholder authorized to vote may authorize another person to act forhim by proxy.Any person authorized to vote may authorize another person or persons toact for him by proxy.Unless otherwise provided in the articles of incorporation or the bylaws, amajority of shares entitled to vote constitutes a quorum. In no event shall aquorum consist of fewer than one-third of the shares entitled to vote at ameeting.For stock corporations, the certificate of incorporation or bylaws mayspecify the number of shares required to constitute a quorum but in no eventshall a quorum consist of less than one-third of shares entitled to vote at ameeting. In the absence of such specifications, a majority of shares entitledto vote shall constitute a quorum.When a quorum is once present to organize a meeting, it is not broken bythe subsequent withdrawal of any shareholders.When a quorum is once present to organize a meeting, it is not broken bythe subsequent withdrawal of any shareholders.The articles of incorporation may provide for cumulative voting in theelection of directors.The certificate of incorporation may provide for cumulative voting in theelection of directors.Merger or Consolidation Any two or more domestic corporations may merge into a singlecorporation if approved by the boards of the participating corporations andif authorized by a majority vote of the holders of outstanding shares at ashareholder meeting of each constituent corporation.Any two or more corporations existing under the laws of the state maymerge into a single corporation pursuant to a board resolution and upon themajority vote by shareholders of each constituent corporation at an annualor special meeting.Any sale, lease, exchange or other disposition of all or substantially all theassets of a corporation, if not made in the corporation’s usual or regularcourse of business, once approved by the board, shall be authorized by theaffirmative vote of two-thirds of the shares of those entitled to vote at ashareholder meeting.Every corporation may at any meeting of the board sell, lease or exchangeall or substantially all of its property and assets as its board deemsexpedient and for the best interests of the corporation when so authorizedby a resolution adopted by the holders of a majority of the outstanding stockof the corporation entitled to vote.Any domestic corporation owning at least 90% of the outstanding shares ofeach class of another domestic corporation may merge such othercorporation into itself without the authorization of the shareholders of anycorporation.Any corporation owning at least 90% of the outstanding shares of eachclass of another corporation may merge the other corporation into itself andassume all of its obligations without the vote or consent of shareholders;however, in case the parent corporation is not the surviving corporation, theproposed merger shall be approved by a majority of the outstanding stock ofthe parent corporation entitled to vote at a duly called shareholder meeting. 8 Marshall IslandsDelaware Any mortgage, pledge of or creation of a security interest in all or any partof the corporate property may be authorized without the vote or consent ofthe shareholders, unless otherwise provided for in the articles ofincorporation.Any mortgage or pledge of a corporation’s property and assets may beauthorized without the vote or consent of shareholders, except to the extentthat the certificate of incorporation otherwise provides.Directors The board of directors must consist of at least one member.The board of directors must consist of at least one member.The number of board members may be changed by an amendment to thebylaws, by the shareholders, or by action of the board under the specificprovisions of a bylaw.The number of board members shall be fixed by, or in a manner providedby, the bylaws, unless the certificate of incorporation fixes the number ofdirectors, in which case a change in the number shall be made only by anamendment to the certificate of incorporation.If the board is authorized to change the number of directors, it can only doso by a majority of the entire board and so long as no decrease in thenumber shall shorten the term of any incumbent director.If the number of directors is fixed by the certificate of incorporation, achange in the number shall be made only by an amendment of thecertificate. Removal:Removal:Any or all of the directors may be removed for cause by vote of theshareholders. The articles of incorporation or the specific provisions of abylaw may provide for such removal by action of the board, except in thecase of any director elected by cumulative voting, or by the holders of theshares of any class or series when so entitled by the provisions of thearticles of incorporation.Any or all of the directors may be removed, with or without cause, by theholders of a majority of the shares entitled to vote unless the certificate ofincorporation otherwise provides.If the articles of incorporation or the bylaws so provide, any or all of thedirectors may be removed without cause by vote of the shareholders.In the case of a classified board, shareholders may effect removal of any orall directors only for cause.Dissenters’ Rights of Appraisal Shareholders have a right to dissent from any plan of merger, consolidationor sale or exchange of all or substantially all assets not made in the usualand regular course of business, and receive payment of the fair value oftheir shares. However, the right of a dissenting shareholder under the BCAto receive payment of the fair value of his shares is not available for theshares of any class or series of stock, which shares or depository receipts inrespect thereof, at the record date fixed to determine the shareholdersentitled to receive notice of and vote at the meeting of shareholders to actupon the agreement of merger or consolidation or any sale or exchange ofall or substantially all of the property and assets of the corporation not madein the usual course of its business, were either (i) listed on a securitiesexchange or admitted for trading on an interdealer quotation system or (ii)held of record by more than 2,000 holders. The right of a dissentingshareholder to receive payment of the fair value of his or her shares shallnot be available for any shares of stock of the constituent corporationsurviving a merger if the merger did not require for its approval the vote ofthe shareholders of the surviving corporation.Appraisal rights shall be available for the shares of any class or series ofstock of a corporation in a merger or consolidation, subject to limitedexceptions, such as a merger or consolidation of corporations listed on anational securities exchange in which listed stock is offered forconsideration is (i) listed on a national securities exchange or (ii) held ofrecord by more than 2,000 holders. 9 A holder of any adversely affected shares who does not vote on or consentin writing to an amendment to the articles of incorporation has the right todissent and to receive payment for such shares if the amendment: · Alters or abolishes any preferential right of any outstanding shareshaving preferences; or · Creates, alters, or abolishes any provision or right in respect to theredemption of any outstanding shares; or · Alters or abolishes any preemptive right of such holder to acquireshares or other securities; or ·  Excludes or limits the right of such holder to vote on any matter,except as such right may be limited by the voting rights given to newshares then being authorized of any existing or new class. Shareholder’s Derivative Actions An action may be brought in the right of a corporation to procure ajudgment in its favor, by a holder of shares or of voting trust certificates orof a beneficial interest in such shares or certificates. It shall be made toappear that the plaintiff is such a holder at the time of bringing the actionand that he was such a holder at the time of the transaction of which hecomplains, or that his shares or his interest therein devolved upon him byoperation of law.In any derivative suit instituted by a shareholder of a corporation, it shall beaverred in the complaint that the plaintiff was a shareholder of thecorporation at the time of the transaction of which he complains or that suchshareholder’s stock thereafter devolved upon such shareholder by operationof law.A complaint shall set forth with particularity the efforts of the plaintiff tosecure the initiation of such action by the board or the reasons for notmaking such effort.Other requirements regarding derivative suits have been created by judicialdecision, including that a shareholder may not bring a derivative suit unlesshe or she first demands that the corporation sue on its own behalf and thatdemand is refused (unless it is shown that such demand would have beenfutile).Such action shall not be discontinued, compromised or settled, without theapproval of the High Court of the Republic of The Marshall Islands. Reasonable expenses including attorney’s fees may be awarded if the actionis successful. A corporation may require a plaintiff bringing a derivative suit to givesecurity for reasonable expenses if the plaintiff owns less than 5% of anyclass of stock and the shares have a value of $50,000 or less. 10 Exhibit 4.56 Exhibit 4.57 Exhibit 4.58 STOCK PURCHASE AGREEMENT This STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of March 2, 2021, and is made and entered into between GoldenmareLimited, a Marshall Islands corporation (“Buyer”), and Globus Maritime Limited (the “Company”) with respect to the following facts: A.Buyer is an entity affiliated with the Chief Executive Officer of the Company. B.The Company desires to issue and sell to Buyer, and Buyer desires to purchase from the Company, 10,000 Series B preferred shares, par value$0.001 per share, upon the terms and conditions set forth in this Agreement. Accordingly, for and in consideration of the premises, the mutual promises, covenants and agreements hereafter set forth, and for other good andvaluable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer and the Company, intending to be legally bound, do herebyagree as follows: ARTICLE ISALE AND PURCHASE Section 1.1 Sale and Purchase of Shares. On and subject to the terms and conditions of this Agreement, effective as of the Closing Date,Buyer shall purchase from the Company, and the Company shall issue to Buyer, 10,000 Series B preferred shares, par value $0.001 per share (the “Shares”),of the Company for the consideration specified in Section 1.2 and upon the terms and conditions set forth in this Agreement. Section 1.2 Purchase Price. The purchase price for the Shares (the “Purchase Price”) is $130,000. The entire Purchase Price shall be paid byway of cancellation of an amount equal to the Purchase Price that is already owed by the Company to Buyer. The Company and Buyer each hereby agreethat, effective upon issuance of the Shares to Buyer, the Purchase Price is deemed paid, and the amount that the Company owes to Buyer for previousconsultancy services already rendered by Buyer, shall be reduced, on a dollar for dollar basis, in an amount equal to the Purchase Price. Section 1.3 Closing Date; Deliveries. The closing shall occur on the date hereof, or such other date as the parties hereto may agree to (the“Closing Date”). On the Closing Date, the Company shall deliver to Buyer a share certificate (or evidence of shares issued in uncertificated form)representing the Shares issued in the name of Buyer. ARTICLE IIREPRESENTATIONS, WARRANTIES AND COVENANTS OF THE COMPANY To induce Buyer to enter into and perform its obligations under this Agreement, the Company hereby represents and warrants to Buyer, andcovenants with Buyer, as follows: Section 2.1 Authority and Capacity. The Company has all requisite power, authority and capacity to enter into this Agreement. Section 2.2 Binding Agreement. This Agreement has been duly authorized and validly executed and delivered by the Company and constitutesthe Company’s valid and binding agreement, enforceable against the Company in accordance with and subject to its terms, except as such enforceability maybe limited by bankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors’ rights and by general principlesof equity, including principles of commercial reasonableness, fair dealing and good faith. Section 2.3 Valid Issuance. Each of the Shares to be issued and sold pursuant to this Agreement have been duly authorized in accordance withthe articles of incorporation of the Company and, when issued and delivered after full payment therefor has been received, will be validly issued, fully paidand non-assessable. ARTICLE IIIREPRESENTATIONS AND WARRANTIES OF BUYER To induce the Company to enter into and perform their obligations under this Agreement, Buyer represents and warrants to the Company as follows: Section 3.1 Authority and Capacity. Buyer has all requisite power, authority and capacity to enter into this Agreement. The execution,delivery and performance of this Agreement by Buyer does not, and the consummation of the transaction contemplated hereby will not, result in a breach ofor default under any agreement to which Buyer is a party or by which Buyer is bound. Section 3.2 Binding Agreement. This Agreement has been duly authorized and validly executed and delivered by Buyer and constitutesBuyer’s valid and binding agreement, enforceable against Buyer in accordance with and subject to its terms, except as such enforceability may be limited bybankruptcy, insolvency, reorganization and other laws of general applicability relating to or affecting creditors’ rights and by general principles of equity,including principles of commercial reasonableness, fair dealing and good faith. Section 3.3 Disclosure. As an affiliate of the Chief Executive Officer of the Company, Buyer is familiar with the reports and documents filedby the Company with the Securities and Exchange Commission (the “Commission”) since January 1, 2018. 2 Section 3.4 Investment Representations. Buyer is acquiring the Shares for Buyer’s own account and is not acquiring the Shares with a view toor for sale in connection with any distribution thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”). Buyer is (a) an“accredited investor” within the meaning of Rule 501 of Regulation D promulgated by the Commission pursuant to the Securities Act, (b) by reason of itsbusiness and financial experience it has such knowledge, sophistication and experience in making similar investments and in business and financial mattersgenerally so as to be capable of evaluating the merits and risks of the prospective investment in the Shares, (c) was advised by the Company to obtain UnitedStates counsel, either obtained United States counsel or had a full and fair opportunity and the means to obtain United States counsel, (d) is able to bear theeconomic risk of such investment and is able to afford a complete loss of such investment and (e) it was provided access to all information regarding theCompany and its business as Buyer desired, and was offered the opportunity to ask questions of management of the Company and to receive any documentsand information on the Company. Buyer has no present intention of selling or granting any participation in or otherwise distributing the Shares. Buyer wasnot formed for the purpose of acquiring the Shares. If Buyer should in the future decide to dispose of any of the Shares, Buyer understands and agrees (a) thatit may do so only in compliance with the Securities Act and applicable state or other securities laws, as then in effect, including a sale contemplated by anyregistration statement pursuant to which such securities are being offered, or pursuant to an exemption from the Securities Act, and (b) that stop-transferinstructions to that effect may be in effect with respect to the Shares. Buyer further understands and agrees that there is no public trading market for theShares, that none is expected to develop, and that the Shares must be held indefinitely unless and until they are registered under the Securities Act or anexemption from registration is available. Section 3.5 Restricted Securities. Buyer understands that the Shares may be characterized as “restricted securities” under the Securities Actinasmuch as they are being acquired from the Company in a transaction not involving a public offering and that under such laws and applicable regulationssuch securities may be resold (i) without registration under the Securities Act only in certain limited circumstances or (ii) if such resale is registered underthe Securities Act. Buyer (i) acknowledges that after the Closing Date and/or after issuance of the Shares, Buyer may be deemed an “affiliate” of theCompany under the Securities Act, (ii) acknowledges understanding the additional restrictions under the Securities Act applicable to affiliates of theCompany, and (iii) either (a) confirms having discussed such restrictions with United States securities counsel or (b) acknowledges that it both the means anda full and fair opportunity to obtain United States securities counsel and discuss such restrictions prior to entering into this Agreement. Buyer understandsthat any certificates or statements evidencing any Shares may bear a legend relating to the Securities Act. ARTICLE IVMISCELLANEOUS Section 4.1 Entire Agreement. This Agreement constitutes the entire understanding and agreement of the parties relating to the subject matterhereof and supersedes any and all prior understandings, agreements, negotiations and discussions, both written and oral, between the parties hereto withrespect to the subject matter hereof. 3 Section 4.2 Governing Law. This Agreement shall be construed, interpreted and enforced in accordance with, and shall be governed by, thelaws of the State of New York without reference to, and regardless of, any applicable choice or conflicts of laws principles. Section 4.3 Counterparts. This Agreement may be executed in any number of counterparts and by the several parties hereto in separatecounterparts, each of which shall be deemed to be an original, and all of which together shall constitute one and the same Agreement. This Agreement maybe executed electronically or by PDF. Section 4.4 Further Assurances. Each of the parties hereto shall from time to time at the request of any other party hereto, and without furtherconsideration, execute and deliver to such other party such further documents, agreements and certificates and take such other action as such other party mayreasonably request in order to more effectively fulfill the purposes of this Agreement. Signature Page Follows 4 IN WITNESS WHEREOF, this Agreement has been signed by the parties hereto as of the date first above written. GLOBUS MARITIME LIMITED By:/s/ Olga Lambrianidou Name: Olga Lambrianidou Title:Corporate Secretary GOLDENMARE LIMITED By:/s/ Athanasios Feidakis Name: Athanasios Feidakis Title: President Exhibit 4.59 Norwegian Shipbrokers' Association's Memorandum ofAgreement for sale and putellase of ships. Adopted by SIMCO io195l!. Cod&-name SALEFORM 2012 Revised19e6,1983aod1986187.1993aod2012 Dated: as of 19th March 2021 SB/Chartering and Trading Ltd , of the Marshall Islands, (t>lame efsellers), hereinafter called the "Sellers", whose performance ishereby irrevocably and unconditionally guaranteed by Eneti Inc.,have agreed to sell.and Argo Maritime Limited, of the MarshallIslands, (Name ef tniyers), hereinafter called the "Buyers'', whoseperformance is hereby irrevocably and unconditionfll/y guaranteedby Globus Maritime Limited, have agreed to buy: Name of vessel:Yangze 11 IMO Number: 9828857 Classification Society: LRClass Notation: IOOAJ Bulk Carrier, CSR, BC-A, GRAB /20/,Hold Nos. 2, 4 and 6 May be Empty, ESP, ShipRight ACS(B), *JWS, LI LMC VMS Descriptive Notes: ShipRight (BWMP (S+F,1),SCM) 8 9 10 11 12 13 14 15 i 16 i.c' <: 8.17 0 (,) 18 (,) :;:,: iii g.. . ';J ,2 020 o g 21 22 .q .. e ... &> .c "c' 24 u ]; 26 "'.c "<: "27 (,) n.Year of Build: 2018_ Builder/Yard: Jia11gsu New YangziShipbuilding Co., Ltd. Flag: Liberia Place of Registration:Monrovia GT NT: 44190 127642 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 thecurrency stipulated for the Purchase Price in Clause 1 (PurchasePrice) and in the place of closing stipulated in Clause 8(Documentation) and Monaco, The Netherlands, United Kingdom,Germa.ny, Greece, Buyers Nominated Flag State (afkJ addi#9Ra/j"'Fi&l:Ji6ti:9RS as af}PF913Rat9). "Buyers'Nominated FlagState" means Marshall Islands (state flag state). "Class" means theclass notation referred to above. "Classification Society" means theSociety referred to above. "Deposit" shall have the meaning givenin Clause 2 (Deposit) "Deposit Holder/Escrow Agent' means HillDicki11son, Athens (state name and location of Deposit Holder) or,if left blank, the Sellers' Bank, which shall hold and release theDeposit in accordance with this Agreement. "In writing" or"written" means a letter handed over from the Sellers to the Buyersor vice versa, a registered letter, e-mailor telefax. "Parties" meansthe Sellers and the Buyers. "Purchase Price" means the price for theVessel as stated in Clause 1 (Purchase Price). "Sellers' Account"means an account to be advised bv the Sellers (state details of bankaccount) at the Sellers' Bank.• "Sellers' Bank" means(state name ofbank, branch and details) or, if left blank, the bank notified by theSellers to the Buyers for receipt of the balance of the PurchasePrice. 281. Purchase Price The Purchase Price is United States Dollars Twenty Seven Million(USD 27,000,000) (state currency and amount both in words andfigures). 2. Deposit As security for the correct fulfilment of thisAgreement the Buyers shall lodge a deposit of per GeAI) er,if leftblaAk, 10% (ten per cent), of the Purchase Price (the "Deposit") inan iAterest beariAg escrow account for the Parties with the DepositHolder within three (3) 34Banking Days after the date that: (i)thisAgreement has been signed by the Parties and exchanged inoriginal or by e-mail GJ: : and (ii)the Deposit Holder hasconfirmed in writing to the Parties that the account has been38opened. The Deposit shall be released in accordance with jointwritten instructions of the Parties. Interest, if any, shall be creditedto the Buyers. Any fee charged for holding and releasing theDeposit shall be borne equally by the Parties. The Parties shallprovide to the Deposit Holder all necessary documentation to openand maintain the account without delay. 3. Payment Balance ofpayment (90%) together with any other outstandil1g amount as perthis Agreement shall he placed in escrow, with the Deposit Holder,at least one (1) Banking day prior to the anticipated date ofdelivery and held to the Buyers' order in tlie escrow account 44Ondelivery of the Vessel, (as evidenced by a signed protocol ofdeli••ery and acceptance), but not later than three (3) Banking Daysafter the date that Notice of Readiness has been given inaccordance with Clause 5 (Time and place of delivery and notices):(i)the Deposit shall be released to the Sellers; and (ii)the balance ofthe 90% of the Purchase Price and all other sums payable ondelivery by the Buyers to the Sellers under this Agreement shall bepaid in full free of bank charges to the Sellers' Account. 4.Inspection (a) •The Buyers have iRspeGtell aRG asseptell waivedinspection of the Vessel's classification records. The Buyers havewaived physic·ul inspection of the Vessel Aa\'e alse iRspeslell tl:leVessel alliR(state plaGe) eR(st-ale Ela) aAG Aa\'e asseptea tl:leVessel fellewiRg tl:lis iRspestieR and the sale is outright anddefinite, subject only to the terms and conditions of thisAgreement. (bl •Tt:ie 811yers sl:lall l:la\'e the rigRt te inspest theVessel's slassifisatieR reseres aRG eeslare whetl:ler same areasseptell er Aet wi(st.ala llat9/pafie . The Sellers sl:iall make tl:ieVessel a•tailable fer iRspestieR alMA (st.ate llatepl er.ie. TheQyyers sl:lall i,m!lertake tl:le iRspestieR will:leul YRGYe Elelayle the Vessel. Sl:leYIG ll:le Qyyers sause blRGble Elelay tt:ieysl:lall sempeRsate the Sellers fer the losses tl:lereby iRGblrrell.TAe Qblyers sl:lall iRspest the Vessel witheYt epeRiAg blp aRGwitl:ieblt sest e the Sellers. Dblring tl:le iRspestieA , U1e Vessel'sdesk anll eRgine leg beeks sl:iall ee malle available ferel loannis Koutsoukos Mike Xanthakis<.nu:@Jlrrowship.com> For the Sellers: Address c/o ScorpioBu/ken Inc., "Le Millenium", 9 Boulevard Charles Ill, MC98000Monaco Attention:Legal Deportment Telephone:+J7797 98 57 00Email: ltgoscorpiogroup. net 18. Entire Agreement 401Tl:lewnlleA terms ef this AgreemeRt &ompriselhe eAlire agreemeAt9etweeAlhe 81.1yers aAd 402tRe Seller& iA relalieA te tl:le saleaRd pwr&l:lase ef the Vessel aAd swpersede all previews agreemeRls wnetl'ler eral er writteR betweeRIRe Parties iRrelatieR t"1erete . eaGh ef tl'le Parties aGkRewleeges t"1at iReRteriRg iRte this l\greemeRI it has Rel relie9 eR aRG shall ha\'eRe right er remeey iR respect of aRy statemeRt, represeRtatioR.ass1o1raRce er warraRly (whether er Rel maee RegligeRlly) etherlhaR as is e11pressly set eYI iR this,A,greemeRI. AP.y termsimplie9 iRte tl:iis AgreemeRI by aRy apJJliGable stat1;1te er laware l:ierel:ly e11cl1;19e9 te tl:ie e*'eRt tl:iat swch exclwsieR caRle!Jally be maee. NethiRg iR tl:iis Clawse shall limit er excl1o1eeClause J 9 19.J The Sellers warrant that neither they nor the Vesselnor the Ve.5sel's manager has breached or is in violation of anySanctions regime imposed by the UN and/or the US and/or the EUand/or the UK involving countries am01rgst others, Iran, Syria,Cuba. In addition and not withstanding the above, should theVessel and/or the Sellen· and/or the manager of the Vessel appearon the OFACISDN list of the U.S. Department of the Treasurybefore delivery of the Vessel to the Buyers, then the Sellers will bein default and the present Agreement will automatically andwithout any further action be termi11ated. The Deposit if alreadypaid, will be returned with interest to the Buyers and in additionand without any prejudice to the return of the deposit, the Buyerswill be entitled to claim/or any and all damages suffered. 19.2 TheBuyers warrant neither they nor Jhe intended managers of theVessel (Forthcoming Vessel Managers) has breached or i · inviolation of any Sanctions regime imposed by the UN and/or theUS and/or the EU and/or the U.K. involving countries but 11otlimited to, /Ran, Syria, Cuba. In addition to the aforesaid, shouldthe Buyers and/or the Forthcoming Vessel Managersbreach thisundertaking andlis documenl Exhibit 8.1 SUBSIDIARIES OF GLOBUS MARITIME LIMITED Name Jurisdiction of IncorporationGlobus Shipmanagement Corp. Marshall IslandsDevocean Maritime Ltd. Marshall IslandsDomina Maritime Ltd. Marshall IslandsDulac Maritime S.A. Marshall IslandsArtful Shipholding S.A. Marshall IslandsLongevity Maritime Limited MaltaSerena Maritime Limited Marshall IslandsTalisman Maritime Limited Marshall IslandsDaxos Maritime Limited Marshall IslandsArgo Maritime Limited Marshall IslandsSalaminia Maritime Limited Marshall IslandsParalus Shipholding S.A. Marshall IslandsCalypso Shipholding S.A. Marshall IslandsOlympia Shipholding S.A. Marshall Islands 1 EXHIBIT 12.1/12/2 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Athanasios Feidakis, certify that: 1. I have reviewed this annual report on Form 20-F of Globus Maritime Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make thestatements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects thefinancial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report; 4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have: (a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision,to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to me by others withinthose entities, particularly during the period in which this report is being prepared; (b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under mysupervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles; (c)Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report my conclusions about theeffectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and (d)Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by theannual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financialreporting; and 5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the company’s auditors and the auditcommittee of the company’s board of directors (or persons performing the equivalent functions): (a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and (b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internalcontrol over financial reporting. Date: March 29, 2021 By:/s/ Athanasios Feidakis Name: Athanasios Feidakis Title: President, Chief Executive Officer and Chief Financial Officer 1 EXHIBIT 13.1/13.2 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE U.S. SARBANES-OXLEY ACT OF 2002 In connection with this annual report of Globus Maritime Limited (the “Company”) on Form 20-F for the year ended December 31, 2020 as filed with theSecurities and Exchange Commission on or about the date hereof (the “Report”), I, Athanasios Feidakis, President, Chief Executive Officer and ChiefFinancial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: March 29, 2021 By:/s/ Athanasios Feidakis Name: Athanasios Feidakis Title: President, Chief Executive Officer and Chief Financial Officer Exhibit 15.1 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the following Registration Statements: (1) Registration Statement (Form F-3 No. 333-239250) of Globus Maritime Limited,(2) Registration Statement (Form F-3 No. 333-240042) of Globus Maritime Limited, and(3) Registration Statement (Form F-3 No. 333-240265) of Globus Maritime Limited of our report dated March 29, 2021, with respect to the consolidated financial statements of Globus Maritime Limited included in this Annual Report (Form20-F) of Globus Maritime Limited for the year ended December 31, 2020. /s/ Ernst & Young (Hellas) Certified Auditors Accountants S.A. Athens, Greece March 29, 2021

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