CISSV C3is Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2023

Commission File Number 001-41717

C3IS INC.

(Translation of registrant’s name into English)

331 Kifissias Avenue Erithrea 14561 Athens, Greece

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

The press release issued by C3is Inc. on September 1, 2023 announcing its financial and operating results for the three and six months ended June 30, 2023, is attached hereto as Exhibit 99.1.

EXHIBIT INDEX

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: September 8, 2023

Exhibit 99.1

C3is Inc.

C3is Inc. reports second quarter and six months 2023 financial and operating results

Athens, Greece, September 1, 2023 – C3is Inc. (Nasdaq: CISS) (the “Company”), a ship-owning company providing drybulk and tanker seaborne transportation services, and from Q3 2023, tanker transportation services, announced today its unaudited financial and operating results for the second quarter and six months ended June 30, 2023. These financial results were based on the accounts of C3is Inc. and its wholly owned subsidiaries, which were prepared using the historical carrying costs of the assets and the liabilities of the subsidiaries from their dates of incorporation.

OPERATIONAL AND FINANCIAL HIGHLIGHTS

Second Quarter 2023 Results:

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Six months 2023 Results:

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CEO Andriotis Diamantis Commented

The dry shipping market is a volatile one, and this is reflected on Q2 results. However, the supply side of the dry bulk remained favourable, as in conjunction with an ageing global fleet, the new vessel order book has been at a historically low value.

As effective fleet supply growth for the next few years looks marginal, demand will be the main determinant of spot freight rates with China returning back to the driver’s seat as the dominant force of bulk imports and thus shipping demand.

As of today, the Company’s management estimated C3is Inc’s Net Asset Value (“NAV”) to be $24.13 million, which represents approximately a 600% premium over its current market capitalization.

C3is Inc. aims at versatility in harvesting on the changing world fundamentals of shipping, and in order to maintain a competitive fleet, the company adopted a strategy of diversification in Q2 by acquiring at terms very favourable to C3is Inc. an Aframax oil tanker built in 2010, the Stealth Berana for $43 million from Imperial Petroleum, an affiliated company, that was delivered to our fleet in July for which we are pleased.

We are open to opportunities across all sectors, provided that such deals would be beneficial to the company’s shareholders while keeping a good balance with investing for future growth.

Conference Call details:

On September 1st, 2023, at 11:00 am ET, the company’s management will host a conference call to present the results and the company’s operations and outlook.

Conference Call details:

Conference call participants should pre-register using the below link to receive the dial-in numbers and a personal PIN, which are required to access the conference call.

Online Registration:

https://register.vevent.com/register/BI1b6d5f4920ea41cd988c86b9922669cd

Slides and audio webcast:

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There will also be a live and then archived webcast of the conference call, through C3is Inc. website (www.c3is.pro). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

ABOUT C3IS INC.

C3is Inc. is a ship-owning company providing drybulk seaborne transportation services, including major national and private industrial users, commodity producers and traders. The Company owns two Handysize drybulk carriers with a total capacity of 64,000 deadweight tons (dwt). C3is Inc.’s shares of common stock are listed on the Nasdaq Capital Market and trade under the symbols “CISS”. In July 2023, the Company announced the acquisition of an Aframax oil tanker, the Stealth Berana, with a cargo carrying capacity of approximately 115,800 dwt, resulting with a fleet total capacity of 179,800.

Forward-Looking Statements

Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect our current views with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, or impact or duration of the COVID-19 pandemic and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends, data contained in our records and other data available from third parties. Although C3IS INC. believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, C3IS INC. cannot assure you that it will achieve or accomplish these expectations, beliefs or projections. Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include risks discussed in our filings with the SEC and the following: the impact of the COVID-19 pandemic and efforts throughout the world to contain its spread, the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in C3IS INC’s operating expenses, including bunker prices, drydocking and insurance costs, ability to obtain financing and comply with covenants in our financing arrangements, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents and political events or acts by terrorists.

Company Contact:

Nina Pyndiah

Chief Financial Officer

C3is INC.

00-30-210-6250-001

E-mail: info@c3is.pro

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Fleet Data:

The following key indicators highlight the Company’s operating performance during the period ended June 30, 2023.

1) Average number of vessels is the number of owned vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in that period.

2) Total calendar days for fleet are the total days the vessels we operated were in our possession for the relevant period including off-hire days associated with major repairs, drydockings or special or intermediate surveys.

3) Total voyage days for fleet reflect the total days the vessels we operated were in our possession for the relevant period net of off-hire days associated with major repairs, drydockings or special or intermediate surveys.

4) Fleet utilization is the percentage of time that our vessels were available for revenue generating voyage days, and is determined by dividing voyage days by fleet calendar days for the relevant period.

5) Total charter days for fleet are the number of voyage days the vessels operated on time or bareboat charters for the relevant period.

6) Total spot market charter days for fleet are the number of voyage days the vessels operated on spot market charters for the relevant period and the days that vessels were commercially idle.

7) Fleet operational utilization is the percentage of time that our vessels generated revenue, and is determined by dividing voyage days excluding commercially idle days by fleet calendar days for the relevant period.

Reconciliation of EBITDA:

EBITDA represents net income before other finance costs, interest income and depreciation. EBITDA is not a recognized measurement under U.S. GAAP. Our calculation of EBITDA may not be comparable to that reported by other companies in the shipping or other industries.

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EBITDA is included herein because it is a basis, upon which we and our investors assess our financial performance. It allows us to present our performance from period to period on a comparable basis and provides investors with a means of better evaluating and understanding our operating performance.

Reconciliation of TCE:

Time Charter Equivalent rate or “TCE” rate is a non-GAAP measure and is determined by dividing voyage revenue net of voyage expenses by voyage days for the relevant time period. TCE is not a measure of financial performance under U.S. GAAP and should not be considered as an alternative to any measure of financial performance presented in accordance with U.S. GAAP. Management believes that TCE provides meaningful information to our investors since it compares daily net earnings generated by our vessels irrespective of the mix charter types under which our vessels are employed between the periods while it further assists the Company’s management in making decisions regarding the deployment and use of its vessels and in evaluating their financial performance

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C3is Inc.

Unaudited Consolidated Statements of Operations

(Expressed in United States Dollars, except for number of shares)

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C3is Inc.

Unaudited Consolidated Balance Sheets

(Expressed in United States Dollars)

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C3is Inc.

Unaudited Consolidated Statements of Cash Flows

(Expressed in United States Dollars)

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