海德马林业控股有限公司美股招股说明书(2025-07-11版)

This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated June20, 2025 (as supplemented to date, the “Prospectus”) with the information contained in our report on Form 6-K, filed with the Securities and Exchange Commission on July 7, 2025.The Prospectus relates to the resale from time to time of up to 11,080,332 common shares, par value US$0.001, per share (“Common Shares”) of Heidmar Maritime Holdings Corp., incorporated under the laws of the Marshall Islands, by B. Riley PrincipalCapital II, LLC, a Delaware limited liability company.This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. Thisprospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information inthe Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement. Our Common Shares are currently listed on The Nasdaq Capital Market under the symbol “HMR.” On July10, 2025, the lastreported sales price of our Common Shares was US$1.52 per share. Investing in our securities involves a high degree of risk. You should carefully review the risks and uncertainties described in the section titled “Risk Factors” beginning on page 14 of the Prospectus, and under similar headings in any amendments or supplements to the Prospectus.None of the U.S. Securities and Exchange Commission or any state securities commission has approved or disapproved of the securities or determined if this prospectus supplement or the Prospectus is accurate or adequate. Any representation to the Heidmar has entered into an agreement to acquire C/V A. Obelix, a 1,702 TEU cellular/gearless feeder container vessel, built in 2008 maneuverability and independence in port operations, and a high-capacity 330-plug reefer system. The vessel’s next drydock isscheduled for 2028 allowing for three clear years of operations with no projected upfront maintenance expense. EBITDA of approximately USD 17 – 20 million over the period of the charter depending on the trade of the vessel, though actualresults may vary (see “Forward Looking Statements” below). Delivery is expected between August and September 2025. The purchaseis supported by seller and debt financing and is subject to customary closing conditions.Under Heidmar’s capital-efficient co-investment strategy and project development model, the Company intends to partner with some potential joint venture partners for this vessel and others in the future.Heidmar is acquiring its interest in the vessel from a related party at an aggregate purchase price of $25.25 million. The security of the This initial 1,702 TEU feeder vessel establishes a foothold; additional opportunities will be evaluated case-by-case, specifically in thefeeder segment, an essential and undersupplied part of the sector that serves as a workhorse of the global container trade. Withdispersion in manufacturing as a result of tariffs applied by the U.S. administration and also the application of higher port dues in the Pankaj Khanna, Chief Executive Officer of Heidmar, commented: return shipping projects. The feeder container segment offers strong fundamentals with limited fleet growth and high charter visibility,offering an annualized cash-on-cash return of close to 30%. We’re excited to execute our first acquisition in this space, financed withseller credit and third-party debt arranged on competitive terms, and look forward to building further momentum within the secondhalf of the year.This transaction is the Company’s first vessel acquisition since becoming a public company and underscores our ability to source and and product tanker market and is committed to safety, performance, relationships and transparency. With operations in Athens,London, Singapore, Chennai, Hong Kong and Dubai, Heidmar has a reputation as a reliable and responsible partner with a goal of crude oil, refined petroleum products and dry bulk shipping sectors. Heidmar believes its unique business model and extensiveexperience in the maritime industry allows the Company to achieve premier market coverage and utilization, as well as providecustomers in the sector with seamless commercial transportation services. For more information, please visit www.heidmar.com.Forward-Looking Statements looking statements. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate,""estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions.The forward-looking statements in this press release are based upon various assumptions, many of which are based, in turn, uponfurther assumption