Euroseas (ESEA) has requested that the registration statement on Form 20-F of Euroholdings be declared effective by the Securities and Exchange Commission on or around March 6, 2025. The Company also announced that the application of Euroholdings for listing on the NASDAQ Capital Market under the symbol “EHLD” has been approved, subject to notice of issuance. Currently, Euroholdings is a wholly owned subsidiary of the Company. Shares of Euroholdings will be distributed on or around March 17, 2025 to shareholders of record of the Company as of March 7, 2025. The Company’s shareholders will receive one share of common stock of Euroholdings for every two and a half shares of common stock of the Company they own as of the Record Date. Fractional shares of common stock will not be distributed. Instead, the distribution agent will aggregate fractional shares of common stock into whole shares, sell such whole shares in the open market at prevailing rates promptly after our shares of common stock commence trading on the Nasdaq Capital Market, and distribute the net cash proceeds from the sales pro rata to each holder who would otherwise have been entitled to receive fractional shares of common stock in the distribution. After the spin-off, the Company will continue owning and operating its fleet of 22-feder and intermediate-size container carrier vessels, while Euroholdings will independently own and operate its fleet of two vessels. Shares of Euroseas common stock will continue to trade “regular-way” on NASDAQ under the symbol “ESEA” through and after the March 17, 2025 Distribution Date. Any holder of shares of Euroseas common stock who sells Euroseas shares “regular way” through the close of trading on the March 17, 2025 Distribution Date will also be selling their right to receive shares of Euroholdings common stock in the distribution. It is anticipated that Euroseas shares will also trade “ex-distribution” beginning on or about March 7, 2025, and continuing through the close of trading on March 17, 2025, under the symbol “ESEAV”. Beginning on March 18, 2025, “regular-way” trading in Euroseas stock will reflect the distribution of Euroholdings Ltd. A “when-issued” public trading market for Euroholdings Ltd.’s common stock is expected to begin on or about March 7, 2025 on NASDAQ under the symbol “EHLDV” and continue through the close of trading on March 17, 2025. Beginning on March 18, 2025, “when-issued” trading under the symbol “EHLDV” will end and Euroholdings will begin “regular-way” trading on NASDAQ under the symbol “EHLD”. Investors are encouraged to consult with their financial advisors regarding the specific implications of buying or selling Euroseas common stock on or before the Distribution Date.
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