C3is Inc. Announces Pricing of $7.0 Million Upsized Underwritten Public Offering

ATHENS, Greece, Jan. 19, 2024- C3is Inc. (Nasdaq: CISS) (the “Company”), a ship-owning company providing dry bulk and crude oil tanker seaborne transportation services, today announced the pricing of a firm commitment underwritten public offering with gross proceeds to the Company expected to be approximately $7.0 million, before deducting underwriting discounts and other estimated expenses payable by the Company. The offering was upsized from $6.0 Million. The offering consists of 28,000,000 Common Units or Pre-funded Units, each consisting of one share of common stock (“Common Share”) or Pre-Funded Warrant, one half of a Class B-1 Warrant to purchase one Common Share at an exercise price of $0.375 per share (or 150% of the price of each Common Unit sold in the offering) or pursuant to an alternative cashless exercise option, which warrant will expire on the five-year anniversary of the original issuance date (the “Class B-1 Warrants”) and one Class B-2 Warrant to purchase one Common Share at an exercise price of $0.425 per share (or 170% of the price of each Common Unit sold in the offering) which warrant will expire on the five-year anniversary of the original issuance date (the “Class B-2 Warrants” and together with the Class B-1 Warrants, the “Warrants”). The purchase price of each Common Unit is $0.25, and the purchase price of each Pre-Funded Unit is $0.24 (which is equal to the public offering price per Common Unit minus $0.01). The Pre-Funded Warrants will be immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full.

The Company intends to use the net proceeds from this offering for capital expenditures, including for payment towards the $38.7 million remaining purchase price for the Aframax tanker we acquired in July 2023, or acquisitions of additional vessels which we have not yet identified, which may include vessels in seaborne transportation sectors other than the drybulk and tanker sectors in which we currently operate, working capital, or for other general corporate purposes, or a combination thereof.

The closing of the offering is expected to occur on January 23, 2024, subject to customary closing conditions.

In addition, the Company has granted Aegis Capital Corp. a 45-day option to purchase up to 15% of the number of Common Shares and/or Pre-Funded Warrants sold in the offering, and/or additional Warrants representing up to 15% of the Warrants sold in the offering solely to cover over-allotments, if any.

Aegis Capital Corp. is acting as the sole book-running manager for the Offering. Goodwin Procter LLP is serving as U.S. counsel to the Company for the offering. Sichenzia Ross Ference Carmel LLP is serving as counsel to the sole book-running manager, Aegis Capital Corp., for the offering.

The offering is being made pursuant to an effective registration statement on Form F-1 (No. 333- 276430) previously filed with the U.S. Securities and Exchange Commission (the “SEC”) and declared effective by the SEC on January 18, 2024 and the Company’s registration statement on Form F-1MEF (File No. 333-276597) filed with the SEC on January 19, 2024 that became effective upon filing.. A preliminary prospectus (the “Preliminary Prospectus”) describing the terms of the proposed offering was filed with the SEC and is available on the SEC’s website located at www.sec.gov. A final prospectus (the “Final Prospectus”) relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov. Electronic copies of the Preliminary Prospectus and Final Prospectus, when available, may be obtained by contacting Aegis Capital Corp., Attention: Syndicate Department, 1345 Avenue of the Americas, 27th floor, New York, NY 10105, by email at syndicate@aegiscap.com, or by telephone at (212) 813-1010.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

ABOUT C3IS INC.

C3is Inc. is a ship-owning company providing dry bulk and crude oil seaborne transportation services. The Company owns three vessels, two handysize dry bulk carriers with a total capacity of 64,000 deadweight tons (dwt) and an Aframax oil tanker with a cargo carrying capacity of approximately 115,800 dwt, resulting with a fleet total capacity of 179,800 dwt. C3is Inc.’s shares of Common Stock are listed on the Nasdaq Capital Market and trade under the symbol “CISS”.