IMPP

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-266031

PROSPECTUS SUPPLEMENT NO. 7

(TO PROSPECTUS DATED JULY 15, 2022)

IMPERIAL PETROLEUM INC.

This is a supplement (“Prospectus Supplement”) to the prospectus, dated July 15, 2022 (“Prospectus”) of Imperial Petroleum Inc. (the “Company”), which forms a part of the Company’s Registration Statement on Form F-1 (Registration No. 333-266031), as amended or supplemented from time to time.

On December 2, 2022, the Company furnished a Report on Form 6-K (the “Form 6-K”) to the U.S. Securities and Exchange Commission (the “Commission”) as set forth below.

This Prospectus Supplement should be read in conjunction with, and delivered with, the Prospectus and is qualified by reference to the Prospectus except to the extent that the information in this Prospectus Supplement supersedes the information contained in the Prospectus. This Prospectus Supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any amendments or supplements to it.

Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 15 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is December 5, 2022.

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 December 2022

Commission File Number 001-41095

IMPERIAL PETROLEUM 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  ☐

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: December 2, 2022

Exhibit 99.1

IMPERIAL PETROLEUM INC

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

The following is a discussion of our financial condition and results of operations for the nine-month period ended September 30, 2022. Unless otherwise specified herein, references to the “Company” or “we” shall include Imperial Petroleum Inc. and its subsidiaries. You should read the following discussion and analysis together with the unaudited interim condensed consolidated financial statements and related notes included elsewhere in this report. For additional information relating to our management’s discussion and analysis of financial condition and results of operations, please see our annual report on Form 20-F for the year ended December 31, 2021 filed with the U.S. Securities and Exchange Commission on March 29, 2022 (the “Annual Report”).

Overview

Imperial Petroleum Inc. is a ship-owning company currently providing petroleum products, crude oil, and drybulk seaborne transportation services. In November 2021, StealthGas Inc. contributed to the Company four subsidiaries comprising a fleet of four tanker vessels. The Company was spun-off from StealthGas Inc. in December 2021. Historical comparative periods reflect the results of the carve-out operations of the four subsidiaries that were contributed to the Company.

The Company currently owns a total of ten vessels; five M.R. product tankers, one Aframax oil tanker, two Suezmax oil tankers and two handysize dry bulk carriers with an aggregate capacity of approximately 737,000 deadweight tons (dwt).

Our Fleet

The following summarizes the employment of our fleet as of November 30, 2022:

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As of November 30, 2022, we had five vessel operating under time charter contracts, three of which are scheduled to expire in December 2022, one in January 2023 and one in May 2023, and five vessels operating in the spot market. Since the beginning of 2022, the tanker market has firmed as we witness an increase in both demand and tanker rates. The unfortunate outbreak of the Russian war against Ukraine and related sanctions imposed on Russian oil has altered the trade patterns thus increasing tanker voyages leading to rates firming even further to date, with the near term outlook, particularly for product tankers, currently expected to be favorable.

Factors Affecting Our Future Results of Operations

Please refer to our Annual Report for a discussion of the factors affecting our future results of operations.

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Results of Operations

Nine-month period ended September 30, 2022 compared to the nine-month period ended September 30, 2021

REVENUES- Total revenues for the nine months ended September 30, 2022, amounted to $59.1 million, an increase of $45.7 million, or 341%, compared to revenues of $13.4 million for the nine months ended September 30, 2021, primarily due to the increase in the average number of our vessels and improved market conditions resulting in higher charter rates earned by our vessels particularly in the spot market.

VOYAGE EXPENSES- Total voyage expenses for the nine months ended September 30, 2022 were $23.3 million compared to $2.7 million for the nine months ended September 30, 2021 The $20.6 million increase in voyage expenses is mainly due to the increase in the spot days of our fleet by 495 days (207.1%) and the rise in daily bunker cost by approximately $16,000.

VESSELS’ OPERATING EXPENSES- Total vessels’ operating expenses for the nine months ended September 30, 2022 were $10.0 million compared to $5.6 million for the nine months ended September 30, 2021. The $4.4 million increase in vessels’ operating expenses was primarily due to the increase in the average number of our vessels and one of our product tanker coming off a bareboat charter under which we do not bear operating expenses, during the third quarter of 2022.

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MANAGEMENT FEES- Management fees were $0.6 million for the nine months ended September 30, 2022 compared to $0.4 million for the nine months ended September 30, 2021. The increase in management fees in the nine months ended September 30, 2022 was attributed to the increase in the average number of our vessels.

GENERAL AND ADMINISTRATIVE EXPENSES — General and administrative expenses were $0.8 million for the nine months ended September 30, 2022 compared to $0.3 million for the nine months ended September 30, 2021, an increase of $0.5 million, due to increased legal and other fees as a result of operating as a separate public company.

DEPRECIATION — Depreciation for the nine months ended September 30, 2022, was $8.3 million, a $1.8 million increase from $6.5 million for the same period of last year, due to the increase in the average number of our vessels.

INTEREST AND FINANCE COSTS — Interest and finance costs were $0.7 million for the nine months ended September 30, 2022 compared to $0.007 million for the nine months ended September 30, 2021, an increase of $0.69 million. The increase is mainly attributable to the interest expense incurred relating to our loan agreement entered into in November 2021.

NET INCOME/(LOSS) — As a result of the above, net income for the nine months ended September 30, 2022 was $15.8 million compared to a net loss of $2.2 million for the nine months ended September 30, 2021.

Cash Flows

Net cash provided by operating activities — was $22.0 million for the nine months ended September 30, 2022, compared to $3.6 million for the nine months ended September 30, 2021. The increase in net cash provided by operating activities is primarily attributed to the increase of our net income, partially offset by revenue for the nine months ended September 30, 2022 not collected as of the period end and inventory purchases close to period end which were not paid in full as of September 30, 2022.

Net cash used in investing activities — was $130.3 million for the nine months ended September 30, 2022. This amount mainly represents the aggregate consideration paid for the acquisition of four tanker vessels and one dry bulk carrier: Two product tankers acquired from related party entities that were delivered to the Company on March 28, 2022 and on May 31, 2022, respectively, and two Suezmax tankers acquired from unaffiliated third parties which were both delivered to the Company on June 3, 2022, as well as one handysize dry bulk carrier vessel acquired from a related party entity that was delivered to the Company on September 21, 2022. During the third quarter ended September 30, 2022 the Company also placed an amount of $30 million on a time deposit which matures in the beginning of January 2023. Net cash used in investing activities for the nine months ended September 30, 2021 amounting to $0.1 million related to improvements for one vessel.

Net cash (used in) / provided by financing activities — was inflows of $169.5 million for the nine months ended September 30, 2022, mainly consisting of $167.6 million of gross proceeds from our three capital raising equity offerings since our listing on Nasdaq, partially offset by $10.9 million relating to stock issuance costs along with $2.4 million of scheduled loan repayments and $1.3 million paid for dividends on our Series A preferred stock. Net cash used in financing activities for the nine months ended September 30, 2021 amounting to $9.6 million related mainly to net transfers to our former Parent, StealthGas Inc.

Liquidity and Capital Resources

As of September 30, 2022, we had cash and cash equivalents of $62.4 million, time deposits of $30.0 million, restricted cash classified as current assets of $1.9 million and restricted cash classified as non-current assets of $3.1 million.

Our principal sources of funds for our liquidity needs have been equity offerings, bank borrowings and cash flows from operations. Potential additional sources of funds include equity offerings and bank borrowings. Our principal use of funds has been to acquire our vessels, maintain the quality of our vessels, and fund working capital requirements.

Our liquidity needs, as of September 30, 2022, primarily relate to funding expenses for operating our vessels, any vessel improvements that may be required, debt principal and interest payments and general and administrative expenses. In October 2022, we paid $18.5 million for the acquisition of the drybulk carrier, Eco Angelbay, from cash on hand.

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As of September 30, 2022, we had $42.3 million of outstanding indebtedness net of deferred finance charges. As of September 30, 2022, we had outstanding indebtedness of $25.6 million under our senior secured credit facility with DNB, which we entered into in November 2021 to refinance outstanding indebtedness of StealthGas Inc. secured by the four vessels that it contributed to us as part of the spin-off. On September 29, 2022 we finalized a $17.0 million loan guaranteed by the Company and secured with first priority ship mortgages over two of our product tankers, the Clean Justice and the Clean Nirvana.

In addition to the aforementioned credit facilities, in November 2022 we entered into a loan agreement for an amount of up to $30.8 million related to the financing of the two Suezmax vessels, the Suez Protopia and the Suez Enchanted, which vessels are subject to first priority ship mortgages under the facility.

We have 795,878 shares of Series A Preferred Stock outstanding, which have a dividend rate of 8.75% per annum per $25.00 of liquidation preference per share, with respect to which we paid aggregate dividends of $1.3 million in the nine months ended September 30, 2022.

We believe that our working capital along with our cash flows generated from operations are sufficient for our present short-term liquidity requirements. We believe that, unless there is a major and sustained downturn in market conditions applicable to our specific shipping industry segments, our internally generated cash flows will be sufficient to fund our operations, including working capital requirements, for at least 12 months taking into account any possible capital commitments and debt service requirements.

From time to time and depending upon market conditions, we may consider various capital raising alternatives to finance the strategic growth and diversification of our fleet. Any such capital raising transactions may be at the Imperial Petroleum Inc. or subsidiary level, to which interests in certain vessels in our fleet and rights to receive related cash flows would be transferred, as well as other capital raising alternatives available to us at that particular time. In addition, we may elect to sell one or more of our vessels or vessel-owning subsidiaries, conduct a spinoff of such vessels or subsidiaries, or contribute such vessels or vessel-owning subsidiaries to a joint venture, master limited partnership or other entity, Any such transfer may reduce our asset base and our rights to cash flows related to the transferred assets. If we contribute assets to a joint venture or master limited partnership, the joint venture or master limited partnership may be owned by or issue equity securities to public or private investors, and as part of any spin-off of assets we may be required to distribute a portion of such assets to holders of outstanding warrants pursuant to the terms of such warrants, thereby reducing our percentage interest in such assets and in the related cash flows.

Critical Accounting Estimates

A discussion of our critical accounting estimates can be found in our Annual Report.

Risk Factors

The following should be read in conjunction with the risk factors previously disclosed in our Annual Report on Form 20-F for the fiscal year ended December 31, 2021 filed with the SEC on March 29, 2022.

We may fail to meet the Nasdaq continuous listing criteria and Nasdaq may delist our common stock from its exchange, which could limit your ability to make transactions in our securities and subject us to additional trading restrictions.

We received written notification from Nasdaq, dated June 17, 2022, indicating that because the closing bid price of our common stock for 30 consecutive business days, from May 5, 2022 to June 16, 2022, was below the minimum $1.00 per share bid price requirement for continued listing on the Nasdaq Capital Market, the Company was not in compliance with the minimum bid price requirement of Nasdaq Listing Rule 5550(a)(2) (the “Nasdaq Minimum Price Requirement”). Pursuant to the Nasdaq Listing Rule 5810(c)(3)(A), the applicable grace period to regain compliance is 180 days, or December 14, 2022. In order to regain compliance, our common stock would need to maintain a minimum closing bid price of at least $1.00 per share for a minimum of 10 consecutive trading days prior to December 14, 2022. In the event we have not regained compliance by that date, we expect to apply for an additional 180-day compliance period with respect to the minimum bid price requirement. To be eligible for the extension, we also intend to provide written notice of our intention to cure the deficiency during the additional compliance period by effecting a reverse stock split, if necessary.

However, even if we receive the additional compliance period, we may still be unable to meet the minimum bid price requirement within that additional 180-day period, we may be unable to complete a reverse stock split, if necessary, and we may be unable to meet other applicable Nasdaq listing requirements, including maintaining minimum levels of stockholders’ equity or market values of our common stock, in which case our common stock could be delisted. If our common stock were to be delisted, the liquidity of our common stock would be adversely affected, and the market price of our common stock could decrease. In addition, the delisting of our common stock from a national exchange would have a material adverse effect on our access to capital markets, and any limitation on market liquidity or reduction in the price of our common stock as a result of that delisting could materially adversely affect the Company’s ability to raise capital on terms acceptable to the Company, or at all.

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As the trading price of our common stock and the trading price of the securities of companies involved in the shipping industry continue to experience volatility, we cannot guarantee that we will continue to be compliant with the applicable Nasdaq continuous listing requirements. To the extent that we were to fall out of compliance with these Nasdaq requirements in the future, we intend to take any additional steps necessary to regain compliance, including but not limited to, conducting a reverse stock split.

If we are unable to regain compliance, our common stock may be suspended or delisted at the discretion of Nasdaq. If a suspension or delisting of our common stock were to occur, there would be significantly less liquidity in the suspended or delisted common stock. In addition, our ability to raise additional capital through equity or debt financing would be greatly impaired. There can be no assurance that we will regain compliance with the minimum bid price requirement and, if we regain compliance, there can be no assurance that we will maintain compliance in the future.

You may experience future dilution as a result of future equity offerings and other issuances of our common stock, preferred stock or other securities. In addition, we may elect to sell one or more of our vessels or vessel-owning subsidiaries, conduct a spinoff of such vessels or subsidiaries, or contribute such vessels or vessel-owning subsidiaries to a joint venture, master limited partnership or other entity on terms with which you do not agree.

In order to raise additional capital, including to support our growth plans, or in connection with equity awards, strategic transactions or otherwise, we expect in the future to offer additional common stock, preferred stock, including Series A Preferred Stock, or other securities convertible into or exchangeable for our common stock, including convertible debt. We expect that a significant component of the financing for the planned expansion of our fleet will be through equity offerings. We cannot predict the size of future issuances or sales of our common stock, preferred stock or other securities, including those made in connection with future capital raising activities or acquisitions, or the effect, if any, that such issuances or sales may have on the market price of our common stock. The issuance and sale of substantial amounts of common stock, preferred stock or other equity-linked securities, or announcement that such issuance and sales may occur, could adversely affect the market price of our common stock and our Series A Preferred Stock. In addition, we cannot assure you that we will be able to make future sales of our common stock, preferred stock or other securities in any other offering at a price per share that is equal to or greater than the price per share paid by investors, and investors purchasing stocks or other securities in the future could have rights that are superior to existing stockholders and stockholders investing in this offering. The issuance of additional common stock, preferred stock or other securities could adversely impact the trading price of our common stock.

Any such capital raising transactions may be at the Imperial Petroleum Inc. or subsidiary level, to which interests in certain vessels in our fleet and rights to receive related cash flows would be transferred, as well as other capital raising alternatives available to us at that particular time. In addition, we may elect to sell one or more of our vessels or vessel-owning subsidiaries, conduct a spinoff of such vessels or subsidiaries, or contribute such vessels or vessel-owning subsidiaries to a joint venture, master limited partnership or other entity on terms with which you do not agree. Any such transfer may reduce our asset base and our rights to cash flows related to the transferred assets. If we contribute assets to a joint venture or master limited partnership, the joint venture or master limited partnership may be owned by or issue equity securities to public or private investors, and as part of any spin-off of assets we may be required to distribute a portion of such assets to holders of outstanding warrants pursuant to the terms of such warrants, thereby reducing our percentage interest in such assets and in the related cash flows.

Our senior secured credit facilities contain, and other future financing arrangements may contain, restrictive covenants that may limit our liquidity and corporate activities.

Our senior secured credit facilities impose, and other future financing arrangements may impose, operating and financial restrictions on us. These restrictions may limit our ability to:

Our credit facilities require us to maintain specified financial ratios, satisfy financial covenants and contain cross-default clauses. In addition, our credit facilities include restrictions on the payment of dividends in amounts exceeding 50% of our free cash flow for the last four consecutive quarters without the lenders’ consent.

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Under the terms of certain of our credit facilities, if certain members of the Vafias family cease to own at least 20% of our outstanding common stock or voting rights, cease to be involved in the management and control of Imperial Petroleum, including Harry Vafias serving as Chief Executive Officer, or cease to control the conduct of the business of Imperial Petroleum, it would constitute a change of control or event of default under those credit facilities and the lenders would have the right to require us to repay all amounts outstanding thereunder. In such an event, we would have to seek to refinance such amounts, which may be difficult to do on similar terms or at all.

Our manager, Stealth Maritime, has also provided the lenders with an undertaking to continue to provide us with management services, not subcontract or delegate commercial or technical management of the vessels and to subordinate all claims against us to the claims of our lenders, the security trustee and applicable hedge counterparties, and its failure to comply with such undertaking would be an event of default under our 2021 DNB Senior Secured Credit Facility.

As a result of the restrictions in our senior secured credit facilities, or similar restrictions in our future financing arrangements, we may need to seek permission from our lenders in order to engage in some corporate actions. Our lenders’ interests may be different from ours, and we may not be able to obtain their permission when needed. This may prevent us from taking actions that we believe are in our best interest which may adversely impact our revenues, results of operations and financial condition.

A failure by us to meet our payment and other obligations, including our financial covenants and collateral coverage requirement, or our manager to comply with its undertaking to our lenders thereunder, could lead to defaults under our secured loan agreements. Our lenders could then accelerate our indebtedness and foreclose on our fleet. The loss of our vessels would mean we could not run our business.

The superior voting rights of our Series B preferred stock may limit the ability of our common stockholders to control or influence corporate matters, and the interests of the holder of such shares could conflict with the interests of common stockholders

While our shares of common stock have one vote per share, each of our 16,000 shares of Series B preferred stock currently outstanding has 25,000 votes per share; however, the voting power of the Series B preferred stock is limited such that no holder of Series B preferred stock may exercise voting rights pursuant to any Series B preferred stock that would result in the total number of votes a holder is entitled to vote on any matter submitted to a vote of stockholders of the Company to exceed 49.99% of the total number of votes eligible to be cast on such matter. The Series B preferred stock, however, have no dividend rights or distribution rights, other than the right upon dissolution to receive a payment equal to the par value per of $0.01 per share.

As of the date of this report on Form 6-K, our Chairman and Chief Executive Officer can therefore control 49.99% of the voting power of our outstanding capital stock. Our Chairman and Chief Executive Officer will have substantial influence over our management and affairs and over matters requiring stockholder approval, including the election of directors and significant corporate transactions, even though he owns significantly less than 50% of the Company economically.

The superior voting rights of our Series B preferred stock may limit our common stockholders’ ability to influence corporate matters. The interests of the holder of the Series B preferred stock may conflict with the interests of our common stockholders, and as a result, the holders of our capital stock may approve actions that our common stockholders do not view as beneficial. Any such conflicts of interest could adversely affect our business, financial condition and results of operations, and the trading price of our common stock.

Our restated articles of incorporation and amended and restated bylaws contain anti-takeover provisions that may discourage, delay or prevent (1) our merger or acquisition and/or (2) the removal of incumbent directors and officers and (3) the ability of public stockholders to benefit from a change in control.

Our restated articles of incorporation and amended and restated bylaws contain certain anti-takeover provisions. These provisions include blank check preferred stock, including preferred stock with superior voting rights, such as the Series B preferred stock, the prohibition of cumulative voting in the election of directors, a classified Board of Directors, advance written notice for stockholder nominations for directors, removal of directors only for cause, advance written notice of stockholder proposals for the removal of directors and limitations on action by stockholders. These anti-takeover provisions, either individually or in the aggregate, may discourage, delay or prevent (1) our merger or acquisition by means of a tender offer, a proxy contest or otherwise, that a stockholder may consider in its best interest, (2) the removal of incumbent directors and officers, and (3) the ability of public stockholders to benefit from a change in control. These anti-takeover provisions could substantially impede the ability of stockholders to benefit from a change in control and, as a result, may adversely affect the market price of our common stock and stockholders’ ability to realize any potential change of control premium.

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Issuance of preferred stock, such as our Series B preferred stock, may adversely affect the voting power of our common stockholders and have the effect of discouraging, delaying or preventing a merger or acquisition, which could adversely affect the market price of our common stock.

Our restated articles of incorporation authorize our board of directors to issue preferred stock in one or more series and to determine the rights, preferences, privileges and restrictions, with respect to, among other things, dividends, conversion, voting, redemption, liquidation and the number of shares constituting any series without stockholders’ approval. Our board of directors has issued, and may in the future issue, preferred stock with voting rights superior to those of the common stock, such as the Series B preferred stock. If our board of directors determines to issue preferred stock, such issuance may discourage, delay or prevent a merger or acquisition that stockholders may consider favorable. The issuance of preferred stock with voting and conversion rights may also adversely affect the voting power of the holders of common stock. This could substantially impede the ability of public stockholders to benefit from a change in control and, as a result, may adversely affect the market price of our common stock and our stockholders’ ability to realize any potential change of control premium.

Charter rates for dry bulk vessels are volatile and may decrease in the future, which may adversely affect our results of operations and financial condition.

The dry bulk shipping industry continues to be cyclical with high volatility in charter rates and profitability among the various types of dry bulk vessels. In 2021, charter rates for dry bulk vessels increased significantly from lower levels that prevailed during previous years. The Baltic Dry Index, or the “BDI”, an index published by The Baltic Exchange of shipping rates for key dry bulk routes, declined in 2020, principally as a result of the global economic slowdown caused by the COVID-19 pandemic. However, strong global growth and increased infrastructure spending has led to a rise in demand for commodities, which combined with a historically low orderbook and port delays and congestion, resulted in an increase in BDI in 2021 and the first half of 2022, before moderating and declining in the second half of 2022.

The factors affecting the supply and demand for drybulk vessels are outside of our control and are difficult to predict. As a result, the nature, timing, direction and degree of changes in industry conditions are also unpredictable.

Factors that influence demand for drybulk vessel capacity include:

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Factors that influence the supply of drybulk vessel capacity include:

Factors influencing the supply of and demand 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 industry conditions. We anticipate that the future demand for our drybulk vessels and, in turn, drybulk charter rates, will be dependent, among other things, upon economic growth in the world’s economies, seasonal and regional changes in demand, changes in the capacity of the global drybulk vessel fleet and the sources and supply of drybulk cargo to be transported by sea. A decline in demand for commodities transported in drybulk vessels or an increase in supply of drybulk vessels could cause a significant decline in charter rates, which could materially adversely affect our business, financial condition and results of operations. There can be no assurance as to the sustainability of future economic growth, if any, due to unexpected demand shocks.

Forward-Looking Statements

Matters discussed in this report 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 or the conflict in Ukraine, and underlying assumptions and other statements, which are other than statements of historical facts. The forward-looking statements in this report 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 we believe 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, we 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 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, supply and demand for oil and oil products, charter counterparty performance, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled drydockings, shipyard performance, changes in our 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, the conflict in Ukraine and related sanctions, potential disruption of shipping routes due to accidents and political events or acts by terrorists. Risks and uncertainties are further described in the Annual Report and other reports we file with the U.S. Securities and Exchange Commission.

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IMPERIAL PETROLEUM INC.

UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Index to unaudited interim condensed consolidated financial statements

F-1

Imperial Petroleum Inc.

Unaudited interim condensed consolidated balance sheets

As of December 31, 2021 and September 30, 2022

(Expressed in United States dollars)

F-2

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

F-3

Imperial Petroleum Inc.

Unaudited interim condensed consolidated statements of operations

(Expressed in United States dollars)

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

F-4

Imperial Petroleum Inc.

Unaudited interim condensed consolidated statements of stockholders’ equity

(Expressed in United States dollars)

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

F-5

Imperial Petroleum Inc.

Unaudited interim condensed consolidated statements of cash flows

(Expressed in United States dollars)

The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.

F-6

Imperial Petroleum Inc. Predecessor

Notes to the unaudited interim condensed consolidated financial statements

(Expressed in United States dollars)

Imperial Petroleum Inc. (“Imperial”) was formed by StealthGas Inc (the “former Parent Company”) on May 14, 2021 under the laws of the Republic of the Marshall Islands. Initial share capital of Imperial consisted of 500 common shares. StealthGas Inc. separated its crude and product tankers by transferring to Imperial its interest in Clean Power Inc., MR Roi Inc., King of Hearts Inc. and Tankpunk Inc. (the “Subsidiaries”), each owning one tanker. The transfer was completed on November 10, 2021 in exchange for 4,774,772 newly issued common shares and 795,878 Series A 8.75% Preferred Shares (the “Series A Preferred Shares”) in Imperial. On December 3, 2021, StealthGas Inc. distributed the 4,775,272 common shares and 795,878 8.75% Series A Preferred Shares (with a liquidation preference of $25.00 per share) in Imperial to holders of StealthGas Inc.’s common stock on a pro rata basis (the “Spin-Off”).

The accompanying unaudited interim condensed consolidated financial statements include the accounts of Imperial and its wholly owned subsidiaries (collectively, the “Company”). For the nine-month period ended September 30, 2021, the accompanying financial statements reflect the financial position and results of the carve-out operations of the Subsidiaries that were contributed to Imperial.

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, for interim financial information. Accordingly, they do not include all the information and notes required by U.S. GAAP for complete financial statements. These unaudited interim condensed consolidated financial statements have been prepared on the same basis and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2021 included in the Company’s Annual Report on Form 20-F filed with the Securities and Exchange Commission on March 29, 2022 (the “2021 Consolidated Financial Statements”) and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. Operating results for the nine months ended September 30, 2022 are not necessarily indicative of the results that might be expected for the fiscal year ending December 31, 2022.

The consolidated balance sheet as of December 31, 2021 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

At September 30, 2022, the Company’s fleet was comprised of 9 vessels consisting of 5 medium range (M.R.) type product tankers, 2 Suezmax crude oil tankers, 1 Aframax crude oil tanker and 1 handysize drybulk carrier providing worldwide marine transportation services under long, medium or short-term charters.

The Company’s vessels are managed by Stealth Maritime Corporation S.A. (the “Manager”), a company controlled by members of the family of the Company’s Chief Executive Officer. The Manager, a related party, was incorporated in Liberia and registered in Greece on May 17, 1999 under the provisions of law 89/1967, 378/1968 and article 25 of law 27/75 as amended by article 4 of law 2234/94. (See Note 3).

At September 30, 2022, the 9 subsidiaries included in the Company’s unaudited interim condensed consolidated financial statements were:

Coronavirus Outbreak: On March 11, 2020, the World Health Organization declared the 2019 Novel Coronavirus (the “COVID-19”) outbreak a pandemic. In response to the outbreak, many countries, ports and organizations, including those where the Company conducts a large part of its operations, have implemented measures to combat the outbreak, such as quarantines and travel restrictions, which may continue to cause trade disruptions and volatility in the commodity markets. Although to date there has not been any significant effect on the Company’s operating activities due to 2019-nCoV, the extent to which a new wave of the 2019-nCoV will impact the Company’s results of operations and financial condition will depend on future developments, which are uncertain and cannot be predicted, including among others, new information which may emerge concerning the severity of the virus and the effectiveness of the actions taken to contain or treat its impact or any resurgence or mutation of the virus, the availability and effectiveness of vaccines and their global deployment. Accordingly, an estimate of the future impact cannot be made at this time.

F-7

Conflict in Ukraine:

As a result of the recent conflict in Ukraine, the EU, U.S. and other countries have imposed sanctions in response to Russian action. Although to date there has not been any significant effect on the Company’s operating activities, the extent to which this conflict and the imposed sanctions will impact the Company’s future results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted. Accordingly, an estimate of the impact cannot be made at this

time.

A discussion of the Company’s significant accounting policies can be found in the 2021 Consolidated Financial Statements. During the nine-month period ended September 30, 2022, the Company adopted the following accounting policies:

Offering costs

Expenses directly attributable to an equity offering are deferred and set off against the proceeds of the offering within paid-in capital, unless the offering is aborted, in which case they are written-off and charged to earnings.

Distinguishing Liabilities from Equity

The Company follows the provisions of ASC 480 “Distinguishing liabilities from equity” to determine the classification of certain freestanding financial instruments as either liabilities or equity. The Company in its assessment for the accounting of the warrants issued during the nine-month period ended September 30, 2022 (Note 7) has taken into consideration ASC 480 “Distinguishing liabilities from equity” and determined that the warrants should be classified as equity instead of liability. Upon exercise of the warrants, the holder is entitled to receive common shares. ASC 480 requires that a warrant which contains an obligation that may require the issuer to redeem the shares in cash, be classified as a liability and accounted for at fair value. No warrants are classified as liabilities.

The Manager provides the vessels with a wide range of shipping services such as chartering, technical support and maintenance, insurance, consulting, financial and accounting services, for a fixed daily fee of $440 per vessel operating under a voyage or time charter or $125 per vessel operating under a bareboat charter (the “Management fees”) and a brokerage commission of 1.25% on freight, hire and demurrage per vessel (the “Brokerage commissions”), as per the management agreement between the Manager and the Company. In addition, the Manager arranges for supervision onboard the vessels, when required, by superintendent engineers and when such visits exceed a period of five days in a twelve month period, an amount of $500 is charged for each additional day (the “Superintendent fees”).

The Manager also provides crew management services to the vessels Magic Wand, Clean Thrasher, Clean Justice, Suez Protopia, Suez Enchanted and Eco Bushfire. These services have been subcontracted by the Manager to an affiliated ship-management company, Hellenic Manning Overseas Inc. (ex. Navis Maritime Services Inc.). The Company pays to the Manager a fixed monthly fee of $2,500 per vessel for crew management services (the “Crew management fees”).

The Manager also acts as a sales and purchase broker for the Company in exchange for a commission fee equal to 1% of the gross sale or purchase price of vessels or companies. The commission fees relating to vessels purchased (“Commissions – vessels purchased”) are capitalized to the cost of the vessels as incurred.

In addition to management services, the Company reimburses the Manager for the compensation of its executive officers (the “Executive compensation”). Executive compensation for the nine-month period ended September 30, 2022 amounted to $167,737. Effective November 1, 2022, Executive compensation amounts to $33,000 per month.

In addition, for periods up to the Spin-Off, an allocation of general and administrative expenses incurred by StealthGas Inc. has been included in General and administrative expenses of the Company based on the number of calendar days the Company’s vessels operated under StealthGas Inc.’s fleet compared to the number of calendar days of the total StealthGas Inc. fleet. These expenses consisted mainly of executive compensation, office rent, investor relations and consultancy fees (the “General and administrative expenses – Former Parent”).

F-8

The current account balance with the Manager at September 30, 2022 was a liability of $1,928,940 (2021: $1,119,055). The liability mainly represents payments made by the Manager on behalf of the Company.

Furthermore, the current account balance with the seller of the vessel “Eco Bushfire” amounted to a receivable of $571,233 as of September 30, 2022 representing revenues collected by the seller on behalf of the Company.

The amounts charged by the Company’s related parties comprised the following:

On March 4, 2022, the Company entered into memoranda of agreement with companies affiliated with members of the family of the Company’s Chief Executive Officer for the acquisition of the vessels “Clean Nirvana” and “Clean Justice” for a total consideration of $31 million (Note 4). The vessels were delivered to the Company on March 28, 2022 and May 31, 2022, respectively.

On July 7, 2022, the Company entered into memoranda of agreement with companies affiliated with members of the family of the Company’s Chief Executive Officer for the acquisition of the vessels “Eco Bushfire” (Note 4) and “Eco Angelbay” for a total consideration of $39,000,000. The vessels were delivered to the Company on September 21, 2022 and October 19, 2022, respectively.

An analysis of vessels, net is as follows:

The additions during the nine-month period ended September 30, 2022 mainly relate to the acquisition of the vessels “Clean Nirvana” (Note 3), “Clean Justice” (Note 3), “Suez Enchanted”, “Suez Protopia” and “Eco Bushfire” (Note 3).

As of December 31, 2021 and September 30, 2022, the Company performed an impairment review of its vessels, due to prevailing conditions in the shipping industry. As undiscounted net operating cash flows exceeded each vessel’s carrying value, no impairment was recorded.

Vessels “Magic Wand”, “Clean Thrasher”, “Falcon Maryam”, “Stealth Berana”, “Clean Nirvana” and “Clean Justice” having a net book value amounting $144,078,064 as of September 30, 2022 have been provided as collateral to the Company’s bank loans (Note 5).

F-9

Long-term debt consists of the following:

Details of term loan A are discussed in Note 5 of the 2021 Consolidated Financial Statements.

Term loan B is repayable in quarterly installments and a balloon payment at maturity and is secured by first priority mortgages over the vessels “Clean Nirvana” and “Clean Justice”, plus the assignment of the vessels’ insurances, earnings and operating and retention accounts with the lenders, and the guarantee of ship-owning companies, as owners of the vessels.

Term loan B contains financial covenants requiring the Company to ensure that:

During the nine-month period ended September 30, 2022 the Company repaid the amount of $2,402,000 in line with the amortization schedule of its term loans.

As of September 30, 2022 and December 31, 2021, the Company was in compliance with all financial debt covenants.

As of September 30, 2022, there were no undrawn amounts under the Company’s term loans.

For the nine-month periods ended September 30, 2021 and 2022 interest expense amounted to nil and $624,078, respectively, and the weighted average interest rate of the Company’s term loans was nil and 2.48%, respectively.

In November 2022, the Company entered into a loan agreement for an amount of up to $30.8 million related to the financing of its two Suezmax vessels, the Suez Protopia and the Suez Enchanted.

Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of cash and cash equivalents, time deposits, restricted cash, trade and other receivables, trade accounts payable, balances with related parties and accrued liabilities. The Company limits its credit risk with respect to accounts receivable by performing ongoing credit evaluations of its customers’ financial condition and generally does not require collateral for its trade accounts receivable. The Company places its cash and cash equivalents and time deposits with high credit quality financial institutions. The Company performs periodic evaluations of the relative credit standing of those financial institutions.

F-10

Fair Value Disclosures: The Company has categorized assets and liabilities recorded at fair value based upon the fair value hierarchy specified by the guidance. The levels of fair value hierarchy are as follows:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data.

The carrying values of cash and cash equivalents, restricted cash, trade and other receivables, trade accounts payable, balances with related parties and accrued liabilities are reasonable estimates of their fair value due to the short term nature of these financial instruments. Cash and cash equivalents are considered Level 1 items as they represent liquid assets with short-term maturities. The fair value of long term bank loans is estimated based on current rates offered to the Company for similar debt of the same remaining maturities. Their carrying value approximates their fair market value due to their variable interest rate. Variable interest rates are observable at commonly quoted intervals for the full terms of the loans and hence floating rate loans are considered Level 2 items in accordance with the fair value hierarchy.

7. Stockholders’ Equity

Details of the Company’s common stock and preferred stock are discussed in Note 8 of the 2021 Consolidated Financial Statements and are supplemented by the below new activities in the nine-month period ended September 30, 2022.

Common Shares:

On June 17, 2022, the Company received a written notification from the NASDAQ Stock Market, indicating that because the closing bid price of the Company’s common stock for 30 consecutive business days, from May 5, 2022 to June 16, 2022, was below the minimum $1.00 per share bid price requirement for continued listing on the Nasdaq Capital Market, the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the applicable grace period to regain compliance was 180 days, or until December 14, 2022. The Company can cure this deficiency if the closing bid price of its common stock is $1.00 per share or higher for at least ten consecutive business days during the grace period. During this time, the Company’s common stock continues to be listed and trade on the Nasdaq Capital Market.

During the nine-month period ended September 30, 2022, the Company raised $167,574,514 in gross proceeds, or $156,655,903 in net proceeds, from underwritten public offerings and from the partial exercises of warrants issued in the underwritten public offerings (details are provided below).

In the first quarter of 2022, the Company completed an underwritten public offering for 11,040,000 of its common stock and 11,040,000 Class A Warrants, each exercisable for one share of common stock at a price per share of $1.25, including full exercise of the underwriter’s overallotment option. The Company also issued the underwriters of the offering 552,000 warrants (the “February 2022 Representative Purchase Warrants”), each exercisable for one share of common stock at a price per share of $1.375. The offering resulted in gross proceeds to the Company of $13,800,000. As of September 30, 2022, an aggregate of 10,997,000 Class A Warrants had been exercised for 10,997,000 shares of the Company’s common stock, resulting in gross proceeds to the Company of $13,746,250.

In March 2022, the Company completed an underwritten public offering, including the full exercise of the underwriter’s overallotment option, of 43,124,950 units for $1.60 per unit, each unit consisting of (i) one share of common stock of the Company (or pre-funded warrants, all of which were subsequently exercised for common stock, in the case of 3,900,000 units) and (ii) one Class B Warrant to purchase one share of common stock at an exercise price of $1.60 per share. The Company also issued 1,724,998 warrants to the representative of the underwriters (the “March 2022 Representative Purchase Warrants”) to purchase up to an aggregate of 1,724,998 share of common stock at an exercise price of $2.00 per share. The offering resulted in gross proceeds to the Company of $68,999,920. In June 2022, several existing holders of Class B Warrants exercised 31,150,000 outstanding Class B Warrants to purchase an aggregate of 31,150,000 shares of common stock for cash, at an exercise price reduced by the Company from $1.60 per share to $0.70 per share, resulting in gross proceeds to the Company of $21,805,000. The exercising holders also received an aggregate of 31,150,000 Class D Warrants to purchase up to an aggregate of 31,150,000 shares of common stock in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended. As of September 30, 2022, an aggregate of 31,322,950 Class B Warrants had been exercised for 31,322,950 shares of the Company’s common stock, resulting in gross proceeds to the Company of $22,081,720.

F-11

In May 2022, the Company completed an underwritten public offering, including the full exercise of the underwriter’s overallotment option, of 83,636,362 units for $0.55 per unit, each unit consisting of (i) one share of common stock of the Company and (ii) one Class C Warrant to purchase one share of common stock at an exercise price of $0.55 per share. The Company also issued 2,090,909 warrants to the representative of the underwriters (the “May 2022 Representative Purchase Warrants”) to purchase up to an aggregate of 2,090,909 share of common stock at an exercise price of $0.6875 per share. The offering resulted in gross proceeds to the Company of $45,999,999. As of September 30, 2022, an aggregate of 5,357,500 Class C Warrants had been exercised for 5,357,500 shares of the Company’s common stock, resulting in proceeds to the Company of $2,946,625.

As of September 30, 2022, the number of common shares that can potentially be issued under outstanding warrants are:

An aggregate of 4,367,907 additional common shares are potentially issuable upon exercise of the February 2022, March 2022 and May 2022 Representative Purchase Warrants.

Preferred Shares:

Aggregate dividends of $1.3 million were paid on the Company’s 795,878 Series A Preferred Shares during the nine months ended September 30, 2022.

On October 21, 2022, the Company entered into a stock purchase agreement and issued 16,000 shares of its newly-designated Series B Preferred Shares, par value $0.01 per share, to its Chairman and Chief Executive Officer, Harry Vafias, considered a related party, in return for cash consideration of $200,000. The issuance of the Series B preferred shares was approved by an independent committee of the board of directors of the Company which received a fairness opinion from an independent financial advisor that the transaction was fair from a financial point of view to the Company. Each series B preferred share entitles the holder 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 the aggregate voting power of any beneficial owner of such shares and its affiliates 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. The holder of series B preferred shares shall have no special voting or consent rights and shall vote together as one class with the holders of the common shares on all matters put before the shareholders. The series B preferred shares are not convertible into common shares or any other security, are not redeemable and have no dividend rights. Upon any liquidation, dissolution or winding up of the Company, the series B preferred shares will rank pari-passu with the common shareholders and shall be entitled to receive a payment equal to the par value of $0.01 per share. The Series B preferred holder has no other rights to distributions upon any liquidation, dissolution or winding up of the Company.

The Company calculates basic and diluted loss per share as follows:

F-12

For the nine-month period ended September 30, 2022, securities that could potentially dilute basic EPS in the future that were not included in the computation of diluted EPS, because to do so would have anti-dilutive effect, are any incremental shares of unexercised warrants, calculated with the treasury stock method. As of September 30, 2022, the aggregate number of unexercised warrants were 125,641,769 including Representative Purchase Warrants (Note 7). There were no dilutive shares for the nine-month period ended September 30, 2021. The reported loss per common share calculations for the nine-month period ended September 30, 2021 give retroactive effect to the issuance of the common shares in connection with the Spin-Off (Note 1) as of January 1, 2021.

The amounts in the accompanying unaudited interim condensed consolidated statements of operations are analyzed as follows:

The amount of revenue earned as demurrage relating to the Company’s voyage charters for the nine-month periods ended September 30, 2021 and 2022 was $0.8 million and $3.8 million, respectively and is included within “Voyage charter revenues” in the above table.

As of December 31, 2021 and September 30, 2022, receivables from the Company’s voyage charters amounted to $0.5 million and $2.8 million, respectively.

As of December 31, 2021 and September 30, 2022, the Company recognized nil and $336,049, respectively, of contract fulfillment costs which mainly represent bunker expenses incurred prior to commencement of loading relating to the Company’s voyage charters. These costs are recorded in “Other current assets” in the unaudited interim condensed consolidated balance sheets.

As of December 31, 2021 and September 30, 2022, revenues relating to undelivered performance obligations of the Company’s voyage charters amounted to nil and $5.9 million, respectively. The Company recognized the undelivered performance obligation as of September 30, 2022 as revenues in the fourth quarter of 2022. $0.9 million of the undelivered performance obligation has been collected as of September 30, 2022.

On November 21, 2022, the Company granted a total of $1,000,000 worth of shares of its common stock to its CEO under its 2021 Equity Compensation Plan. The number of shares granted was calculated based on the closing price of the Company’s share at the grant date. As a result, a total of 2,857,142 were issued. 50% of the shares granted vest on July 17, 2023 and the remaining 50% vest on July 15, 2024.

F-13

Exhibit 99.2

Up to $30,792,500

Secured Loan Agreement

Dated 25 November, 2022

Petroleum Trading and Shipping Inc.

(as Borrowers)

(as Lender)

Contents

Loan Agreement

Dated                             25 November 2022

Between:

Preliminary

The Lender has agreed to advance to the Borrowers an amount of up to thirty million seven hundred and ninety-two thousand five hundred dollars ($30,792,500) to provide liquidity to the Borrowers for the post – delivery financing of the Vessels.

It is agreed as follows:

Page 1

Section 1 Interpretation

“ISDA Master Agreement in 2002 Multi Currency – Cross Border” means the 2002 Master Agreement as published by the International Swaps and Derivatives Association, Inc.

“2018 Withdrawal Act” means the European Union (Withdrawal) Act 2018.

“2020 Withdrawal Act” means the European Union (Withdrawal Agreement) Act 2020.

“Account Holder” means, in respect of (a) the Retention Account and (b) the Earnings Account, the Lender acting through its Facility Office.

“Accounts” means the Earnings Account and the Retention Account.

“Account Security Deed” means a first priority account security deed in respect of all amounts from time to time standing to the credit of the Retention Account.

“Additional Business Day” means any day specified as such in the Compounded Rate Terms.

“Administration” has the meaning given to it in paragraph 1.1.3 of the ISM Code.

“Affiliate” means, in relation to any person, a Subsidiary of that person or a Holding Company of that person or any other Subsidiary of that Holding Company.

“Annex VI” means Annex VI (Regulations for the Prevention of Air Pollution from Ships) to the International Convention for the Prevention of Pollution from Ships 1973 (as modified in 1978 and 1997).

“Approved Shipbroker” means each of Cass Technava, Allied, MSI, MAERSK, GALBRAITHS, SEABORNE, FEARNLEYS, GOLDEN DESTINY, INTERMODAL and any other reputable, independent and first class firm of ship brokers approved in writing by the Lender in its sole discretion, as long as such ship brokers comply with the Lender’s internal requirements throughout the Facility Period.

“Assignments” means the first priority deeds of assignment of the Insurances, Earnings, Charters and Requisition Compensation of a Vessel from the Borrowers respectively and (if a Vessel is under a Bareboat Charter) the Bareboat Charterer, including (in the case of the Bareboat Charterer) agreements whereby its interests under the Bareboat Charter are subordinated to the interests of the Lender under the Mortgages and including a provision that the relevant Vessel will be deregistered under any dual registration in the name of a Bareboat Charterer (if applicable); and the first priority assignment of Insurances from the Managers contained in the Managers’ Undertakings and any other co-assured party under the Insurances.

“Authorisation” means an authorisation, consent, approval, resolution, licence, exemption, filing, notarisation or registration.

Page 2

“Availability Period” means the period from and including the date of this Agreement to and including 31 December 2022.

“Backstop Rate Switch Date” means the date (if any) specified as such in the Compounded Rate Terms, or any other date agreed as such between the Lender and the Borrowers.

“Balloon Amount” means Balloon A and Balloon B.

“Bareboat Charter” means any bareboat charter entered or to be entered on the terms and subject to the conditions acceptable to the Lender in its absolute discretion on which relevant Borrower has bareboat chartered relevant Vessel to a Charterer.

“Bareboat Charterer” means a Charterer who has entered or will enter into a Bareboat Charter with relevant Borrower acceptable to the Lender in its absolute discretion.

“Break Costs” means:

exceeds:

“Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in London, Athens, Piraeus, Malta and New York and (in relation to (i) any date for payment or purchase of an amount relating to a Compounded Rate Tranche or (ii) the determination of the first day or the last day of any Interest Period for a Compounded Rate Tranche, or otherwise in relation to the determination of the length of such an Interest Period) which is an Additional Business Day for that Tranche or Unpaid Sum.

“BWTS” means the Ballast Water Treatment System spares up to the amount of USD578,225, as evidenced by MOA A, in respect of Vessel A.

“Charged Property” means all of the assets of the Obligors which from time to time are, or are expressed to be, the subject of the Security Documents.

Page 3

“Charter” means in respect of each Vessel, any Bareboat Charter of any duration, any time charter and/or any other contract of employment, with a period of duration of twelve (12) months or longer entered or to be entered into between the Borrowers (as owners) and a Charterer or Bareboat Charterer (as charterer) on the terms and subject to the conditions of which the Borrowers will charter the Vessels to a Charterer and/or a Bareboat Charterer, acceptable to the Lender in its absolute discretion and “Charters” means more than one of them.

“Charter Rights” means the benefit of the Charter and any and all Earnings due and/or to become due to the relevant Borrower under or pursuant to the Charter.

“Charterer” means, in respect of the Vessels, any charterer who has entered or will enter into a Charter with the relevant Borrower acceptable to the Lender in its absolute discretion.

“Code” means the US Internal Revenue Code of 1986.

“Commercial Manager” means Stealth Maritime or any other company which the Lender may approve from time to time as the commercial manager of the Vessel.

“Compliance Certificate” means a certificate substantially in the form set out in Schedule 3 (Form of Compliance Certificate).

“Compounded Rate Interest Payment” means the aggregate amount of interest that:

“Compounded Rate Supplement” means a document which:

“Compounded Rate Terms” means in relation to:

the terms set out in Schedule 4 (Compounded Rate Terms) or in any Compounded Rate Supplement.

“Compounded Rate Tranche” means any Tranche or Unpaid Sum which is, or becomes, a “Compounded Rate Tranche” pursuant to Clause 8A (Rate Switch).

Page 4

“Compounded Reference Rate” means, in relation to any RFR Banking Day during the Interest Period of a Compounded Rate Tranche, the percentage rate per annum which is the aggregate of:

“Compounding Methodology Supplement” means, in relation to the the Cumulative Compounded RFR Rate, a document which:

“Confidential Information” means all information relating to any Obligor, any other member of the Group, the Finance Documents or the Loan of which the Lender becomes aware in its capacity as, or for the purpose of becoming, the Lender or which is received by the Lender in relation to, or for the purpose of becoming the Lender under, the Finance Documents or the Loan from any Obligor, any other member of the Group or any of its advisers in whatever form, and includes information given orally and any document, electronic file or any other way of representing or recording information which contains or is derived or copied from such information but excludes information that:

“Confidentiality Undertaking” means a confidentiality undertaking substantially in a recommended form of the Loan Market Association at the relevant time.

“Credit Adjustment Spread” means, in respect of any Compounded Rate Tranche, any rate which is either:

“CTA” means the Corporation Tax Act 2009.

Page 5

Cumulative Compounded RFR Rate” means, in relation to an Interest Period for a Compounded Rate Tranche, the percentage rate per annum determined by the Lender (or by any other Finance Party which agrees to determine that rate in place of the Lender) in accordance with the methodology set out in Schedule 4 (Cumulative Compounded RFR Rate) or in any relevant Compounding Methodology Supplement.

“Daily Rate” means the rate specified as such in the Compounded Rate Terms.

“Default” means an Event of Default or any event or circumstance which would (with the expiry of a grace period, the giving of notice, the making of any determination under the Finance Documents or any combination of any of the foregoing) be an Event of Default.

“Delegate” means any delegate, agent or attorney or co-trustee appointed by the Lender as holder of any of the Security Documents.

“Disruption Event” means either or both of:

and which (in either such case) is not caused by, and is beyond the control of, the Party whose operations are disrupted.

“DOC” means, in relation to the ISM Company, a valid Document of Compliance issued for the ISM Company by the Administration under paragraph 13.2 of the ISM Code.

“Drawdown Date” means the date on which the Loan is advanced under Clause 5 (Advance).

“Earnings” means all hires, freights, passage moneys, pool income and other sums payable to or for the account of a Borrower and/or the Charterer (in case of a Bareboat Charter) in respect of a Vessel including (without limitation) all remuneration for salvage and towage services, demurrage and detention moneys, contributions in general average, compensation in respect of any requisition for hire, and damages and other payments (whether awarded by any court or arbitral tribunal or by agreement or otherwise) for breach, termination or variation of any contract for the operation, employment or use of a Vessel.

Page 6

“Earnings Accounts” means the bank accounts opened or to be opened in the name of the Borrowers with the Account Holder and designated “Intercontinental Crude and Product Enterprises Inc. – Earnings Account” and “Petroleum Trading and Shipping Inc. – Earnings Account”.

“Encumbrance” means a mortgage, charge, assignment, pledge, lien or other security interest securing any obligation of any person or any other agreement or arrangement having a similar effect.

“Environmental Approval” means any present or future permit, ruling, variance or other Authorisation required under Environmental Laws.

“Environmental Claim” means any claim, proceeding, formal notice or investigation by any governmental, judicial or regulatory authority or any other person which arises out of an Environmental Incident or an alleged Environmental Incident or which relates to any Environmental Law and, for this purpose, “claim” includes a claim for damages, compensation, contribution, injury, fines, losses and penalties or any other payment of any kind, including in relation to clean-up and removal, whether or not similar to the foregoing; an order or direction to take, or not to take, certain action or to desist from or suspend certain action; and any form of enforcement or regulatory action, including the arrest or attachment of any asset.

“Environmental Incident” means:

“Environmental Law” means any present or future law or regulation relating to pollution or protection of human health or the environment, to conditions in the workplace, to the carriage, generation, handling, storage, use, release or spillage of Environmentally Sensitive Material or to actual or threatened releases of Environmentally Sensitive Material.

Page 7

“Environmentally Sensitive Material” means all contaminants, oil, oil products, toxic substances and any other substance (including any chemical, gas or other hazardous or noxious substance) which is (or is capable of being or becoming) polluting, toxic or hazardous.

“Event of Default” means any event or circumstance specified as such in Clause 23 (Events of Default).

“Facility Office” means the Lender’s office at 2, Bouboulinas Street & Akti Miaouli, Vati Building, 185 35, Piraeus, Greece.

“Facility Period” means the period beginning on the date of this Agreement and ending on the date when the whole of the Indebtedness has been paid in full and the Obligors have ceased to be under any further actual or contingent liability to the Lender under or in connection with the Finance Documents.

“FATCA” means:

“FATCA Deduction” means a deduction or withholding from a payment under a Finance Document required by FATCA.

“FATCA Exempt Party” means a Party that is entitled to receive payments free from any FATCA Deduction.

“Finance Documents” means this Agreement, any Hedging Agreement, any Reference Rate Supplement, any Compounding Methodology Supplement, the Security Documents, the Side Letter, any Compliance Certificate, the Utilisation Request and any other document designated as such by the Lender and the Borrowers.

“Financial Indebtedness” means any indebtedness for or in respect of:

Page 8

“Funding Rate” means any individual rate notified by a Lender to the Borrowers pursuant to Clause 10.4 (Cost of funds).

“GAAP” means generally accepted accounting principles in the United States of America.

“Group” means the Borrowers, the Guarantor and any company which is a Subsidiary of the Guarantor during the Facility Period.

“Guarantee” means the guarantee and indemnity from the Guarantor.

“Guarantor” means Imperial Petroleum and (where the context permits) any other person acceptable to the Lender in its absolute discretion, who shall at any time during the Facility Period give to the Lender on its behalf a guarantee and/or indemnity for the payment of all or part of the Indebtedness.

“Hedge Break Amount” means, with respect to any termination or partial termination of a Hedging Agreement and as of any date of determination thereof, an amount calculated in relation to such Hedging Agreement then in effect as is or would be payable pursuant to section 6(e) of such Hedging Agreement in respect of such termination or partial termination of such Hedging Agreement only, as if a Borrower was the only Affected Party (as defined in such Hedging Agreement).

Page 9

“Hedge Breakage Gain” means the absolute value of the Hedge Break Amount if such Hedge Break Amount is a negative number.

“Hedge Breakage Loss” means the Hedge Break Amount if such Hedge Break Amount is a positive number.

“Hedge Reduction Proceeds” means any Hedge Breakage Gain payable to a Borrower as a result of a reduction in the notional amount of one or more transactions under any Hedging Agreement to which it is a party in connection with a prepayment or cancellation under Clause 7 (Illegality, Prepayment and Cancellation).

“Hedging Agreement” means any master agreement, confirmation, transaction, schedule or other agreement entered into or to be entered into by a Borrower with the Lender for the purpose of hedging interest payable under this Agreement.

“Hedging Close-Out Liabilities” means, as at the relevant determination date, the aggregate of the net amounts in dollars which would be payable by a Borrower under each Hedging Agreement to which it is a party if all Hedging Agreements were terminated or closed out on such date, as certified by the Lender. To the extent that a net amount would be payable by the Lender if a Hedging Agreement were terminated or closed out on such date, the net amount payable by a Borrower in respect of such Hedging Agreement shall be deemed to be zero.

“Hedging Security Deeds” means first priority deeds of assignment of the Hedging Agreements from the Borrowers.

“Holding Company” means, in relation to a person, any other person in respect of which it is a Subsidiary.

“IAPPC” means a valid international air pollution prevention certificate for the Vessel issued under Annex VI.

“Imperial Petroleum” means Imperial Petroleum Inc., a company incorporated according to the law of the Republic of the Marshall Islands with its registered address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960

“Indebtedness” means the aggregate from time to time of: the amount of the Loan outstanding; all accrued and unpaid interest on the Loan; and all other sums of any nature (together with all accrued and unpaid interest on any of those sums) payable to the Lender under all or any of the Finance Documents.

“Individual” means the person identified in the Side Letter.

“Information Memorandum” means the document in the form approved by the Borrowers which, at the Borrowers’ request and on their behalf, was prepared in relation to this transaction and distributed by the Lender to selected financial institutions before the date of this Agreement.

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“Insurances” means all policies and contracts of insurance (including all entries in protection and indemnity or war risks associations) which are from time to time taken out or entered into in respect of or in connection with a Vessel or her increased value or her Earnings and (where the context permits) all benefits under such contracts and policies, including all claims of any nature and returns of premium.

“Interest Payment Date” means each date for the payment of interest in accordance with Clause 8.2 (Payment of interest).

“Interest Period” means each period determined in accordance with Clause 9 (Interest Periods) and, in relation to an Unpaid Sum, each period determined in accordance with Clause 8.4 (Default interest).

“Interpolated Screen Rate” means, in relation to LIBOR for any Term Rate Tranche, the rate which results from interpolating on a linear basis between:

each as of 11.00 a.m. on the Quotation Day for dollars.

“ISM Code” means the International Management Code for the Safe Operation of Ships and for Pollution Prevention.

“ISM Companies” means, at any given time, the company responsible for a Vessel’s compliance with the ISM Code under paragraph 1.1.2 of the ISM Code

“ISPS Code” means the International Ship and Port Facility Security Code.

“ISSC” means a valid international ship security certificate for a Vessel issued under the ISPS Code.

“ITA” means the Income Tax Act 2007.

“Joint Venture” means any joint venture entity, whether a company, unincorporated firm, undertaking, association, joint venture or partnership or any other entity.

“Legal Opinion” means any legal opinion delivered to the Lender under Clause 4.1 (Initial conditions precedent to delivery of a Utilisation Request) or Clause 4.3 (Conditions subsequent).

“LIBOR” means, in relation to any Term Rate Tranche:

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as of 11.00 a.m. on the Quotation Day for dollars and for a period equal in length to the relevant Interest Period and, if that rate is less than zero, LIBOR shall be deemed to be zero.

“Limitation Acts” means the Limitation Act 1980 and the Foreign Limitation Periods Act 1984.

“Loan” means the aggregate amount of the Tranches advanced or to be advanced by the Lender to the Borrowers under Clause 2 (The Loan) or, where the context permits, the principal amount of the Tranches advanced and for the time being outstanding

“Lookback Period” means the number of days specified as such in the Compounded Rate Terms.

“Management Agreements” means:

“Managers” means:

“Managers’ Undertakings” means the written undertakings of the Managers in form and substance acceptable to the Lender whereby, throughout the Facility Period unless otherwise agreed by the Lender:

“Mandatory Cost” means, in respect of the Lender, the cost to the Lender (as conclusively certified by it) of complying with any requirements of any competent authority or agency relating to monetary control and liquidity (including reserve asset and/or special deposit or liquidity requirements or other requirements having the same or a similar purpose whether or not having the force of law but with which it is customary to comply) in relation to making available the Loan.

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“Margin” means two point fifty five per cent (2.55%) per annum.

“Market Disruption Rate” means the rate (if any) specified as such in the Compounded Rate Terms.

“Market Value” means the value of the Vessel determined by two or more (as the context may require) Approved Shipbrokers, one appointed by the Lender and the other appointed by the Borrowers on the basis of a sale which is free of any charter or any charter commitment and free of any Encumbrances for prompt delivery for cash at arm’s length on normal commercial terms as between a willing seller and a willing buyer and evidenced by valuations of the Vessel addressed to the Lender certifying a value for the Vessel.

“Material Adverse Effect” means in the opinion of the Lender a material adverse effect on:

“Maximum Loan Amount” means the lesser of (a) thirty million seven hundred and ninety-two thousand five hundred dollars (USD30,792,500), and (b) the aggregate of Tranche A and Tranche B.

“MOAs” means MOA A and MOA B.

“MOA A” means the memorandum of agreement dated 19 May 2022 on the terms and subject to the conditions of which the seller sold the Vessel A to Borrower A.

“MOA B” means the memorandum of agreement dated 19 May 2022 on the terms and subject to the conditions of which the seller sold the Vessel B to Borrower B.

“Month” means a period starting on one day in a calendar month and ending on the numerically corresponding day in the next calendar month, except that:

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The above rules will only apply to the last Month of any period.

“Mortgages” means first preferred Liberian mortgages over the Vessels.

“Obligors” means the Borrowers, the Guarantor, the Managers, any Sub-Manager or any other person who may at any time during the Facility Period be liable for, or provide security for, all or any part of the Indebtedness, and “Obligor” means any one of them.

“OFAC” means the Office of Foreign Assets Control of the US Department of Treasury.

“Original Financial Statements” means the annual audited consolidated financial statements of the Guarantor for the financial year ended 31 December 2021.

“Original Jurisdiction” means, in relation to an Obligor, the jurisdiction under whose laws that Obligor is incorporated as at the date of this Agreement.

“Party” means a party to this Agreement.

“Permitted Encumbrance” means:

“Prohibited Parties” means persons, entities or parties that are:

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and “Prohibited Party” means any of them.

“Quasi-Security” has the meaning given to that term in Clause 22.1212 (Negative pledge).

“Quotation Day” means, in relation to any period for which an interest rate is to be determined: for dollars) two Business Days before the first day of that period, unless market practice differs in the Relevant Market, in which case the Quotation Day will be determined by the Lender in accordance with market practice in the Relevant Market (and if quotations would normally be given by leading banks in the Relevant Market on more than one day, the Quotation Day will be the last of those days).

“Quoted Tenor” means, in relation to the Screen Rate for a Term Reference Rate, any period for which that Screen Rate is customarily displayed on the relevant page or screen of an information service.

“Rate Switch Date” means the earlier of:

“Rate Switch Trigger Event” means in relation to the Screen Rate for the Term Reference Rate applicable to Term Rate Tranches:

provided that, in each case, at that time, there is no successor administrator to continue to provide the Screen Rate;