SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of December 2018

Commission File Number: 001-34848

SEANERGY MARITIME HOLDINGS CORP.

(Translation of registrant's name into English)

166 74 Glyfada

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 [X] Form 40-F [ ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as

permitted by Regulation S-T Rule 101(b)(1): ___

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)7: ___

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached to this Report on Form 6-K as Exhibit 99.1 is Management's Discussion and Analysis of Financial Condition and Results of Operations and the Unaudited Interim Consolidated Financial Statements of Seanergy Maritime Holdings Corp. (the "Company") for the nine months ended September 30, 2018.

Attached to this Report on Form 6-K as Exhibit 101 is the following financial information from the Company's Unaudited Interim Consolidated Financial Statements for the nine months ended September 30, 2018, formatted in Extensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets as of September 30, 2018 (unaudited) and December 31, 2017; (ii) Unaudited Interim Consolidated Statement of Loss for the nine-month periods ended September 30, 2018 and 2017; (iii) Unaudited Interim Consolidated Statements of Stockholders' Equity for the nine-month periods ended September 30, 2018 and 2017; (iv) Unaudited Interim Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2018 and 2017; and (v) Notes to Unaudited Interim Consolidated Financial Statements.

 

This Report on Form 6-K and the exhibits hereto are hereby incorporated by reference into the Company's Registration Statements on Form F-3 (File Nos. 333-226796, 333-166697, 333-169813 and 333-214967).

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.

EXHIBIT 99.1

This report contains certain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements regarding our or our management's expectations, hopes, beliefs, intentions or strategies regarding the future and other statements that are other than statements of historical fact. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words "anticipate", "believe", "continue", "could", "estimate", "expect", "intend", "may", "might", "plan", "possible", "potential", "predict", "project", "should", "would" and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.

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 cannot assure you that we will achieve or accomplish these expectations, beliefs or projections. As a result, you are cautioned not to rely on any forward-looking statements.

In addition to these important factors and matters discussed elsewhere herein, important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include among other things:

·

changes in shipping industry trends, including charter rates, vessel values and factors affecting vessel supply and demand;

·

changes in seaborne and other transportation patterns;

·

changes in the supply of or demand for drybulk commodities, including drybulk commodities carried by sea, generally or in particular regions;

·

changes in the number of newbuildings under construction in the drybulk shipping industry;

·

changes in the useful lives and the value of our vessels and the related impact on our compliance with loan covenants;

·

the aging of our fleet and increases in operating costs;

·

changes in our ability to complete future, pending or recent acquisitions or dispositions;

·

our ability to achieve successful utilization of our expanded fleet;

·

changes to our financial condition and liquidity, including our ability to service our indebtedness;

·

risks related to our business strategy, areas of possible expansion or expected capital spending or operating expenses;

·

changes in the availability of crew, number of off-hire days, classification survey requirements and insurance costs for the vessels in our fleet;

·

changes in our ability to leverage the relationships and reputation in the drybulk shipping industry of our third-party managers, V.Ships Limited, our technical manager, and Fidelity Marine Inc., our commercial manager;

·

changes in our relationships with our contract counterparties, including the failure of any of our contract counterparties to comply with their agreements with us;

·

loss of our customers, charters or vessels;

·

damage to our vessels;

·

potential liability from future litigation and incidents involving our vessels;

·

our future operating or financial results;

·

acts of terrorism and other hostilities;

·

changes in global and regional economic and political conditions;

·

changes in governmental rules and regulations or actions taken by regulatory authorities, particularly with respect to the drybulk shipping industry; and

·

other factors listed from time to time in registration statements, reports or other materials that we have filed with or furnished to the U.S. Securities and Exchange Commission, including our most recent annual report on Form 20-F.

These factors could cause actual results or developments to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could materially harm our results or developments. Consequently, there can be no assurance that actual results or developments anticipated by us will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, us. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements.

We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. If one or more forward-looking statements are updated, no inference should be drawn that additional updates will be made with respect to those or other forward-looking statements.

The following management's discussion and analysis should be read in conjunction with our unaudited interim consolidated financial statements and related notes included herein. Unless the context indicates otherwise, references to the "Company", "we" or "our" include Seanergy Maritime Holdings Corp. and its subsidiaries. This discussion contains forward-looking statements that reflect our current views with respect to future events and financial performance. Our actual results may differ materially from those anticipated in these forward-looking statements.

Operating Results

Factors Affecting our Results of Operations Overview

We are an international shipping company specializing in the worldwide seaborne transportation of drybulk commodities. We currently operate a modern fleet of ten dry bulk carriers, all Capesizes, with a combined cargo-carrying capacity of approximately 1,748,581 dwt and an average fleet age of about 9.7 years.

Important Measures for Analyzing Results of Operations

We use a variety of financial and operational terms and concepts. These include the following:

Dry-docking.  We periodically dry-dock each of our vessels for inspection, repairs and maintenance and any modifications to comply with industry certification or governmental requirements.

Voyage charter.  A voyage charter is generally a contract to carry a specific cargo from a load port to a discharge port for an agreed-upon total amount. Under voyage charters, voyage expenses, such as port charges, bunker expenses, canal charges and other commissions, are paid by the vessel owner, who also pays vessel operating expenses.

Principal Factors Affecting Our Business

The principal factors that affect our financial position, results of operations and cash flows include the following:

·

number of vessels owned and operated;

·

voyage charter rates;

·

time charter trip rates;

·

period time charter rates;

·

the nature and duration of our voyage and time charters;

·

vessels repositioning;

·

vessel operating expenses and voyage costs;

·

maintenance and upgrade work;

·

the age, condition and specifications of our vessels;

·

issuance of our common shares and other securities;

·

amount of debt obligations; and

·

financing costs related to debt obligations.

We are also affected by the types of charters we enter into. Vessels operating on period time charters and bareboat time charters provide more predictable cash flows, but can yield lower profit margins than vessels operating in the spot charter market, either on trip time charters or voyage charters, during periods characterized by favorable market conditions.

Vessels operating in the spot charter market generate revenues that are less predictable, but can yield increased profit margins during periods of improvements in drybulk rates. Spot charters also expose vessel owners to the risk of declining drybulk rates and rising fuel costs in case of voyage charters. All of our vessels in the nine month periods ended September 30, 2018 and 2017 operated in the spot charter market, except for (i) the Lordship which was employed in June 2017  on a time charter for a period of about 18 months to about 22 months, (ii) the Partnership which was employed in June 2017 on a time charter for a period of about 12 months to about 18 months (iii) the  Guardianship which was employed in June 2018 on a time charter for a period of about minimum 5 months to about 7 months and (iv) the  Gladiatorship which was employed in May 2018 on a short-term time charter for a period of about 4 months to about 6 months.

Results of Operations

Vessel Revenue, Net - The increase was attributable to the increase in prevailing charter rates and the increase in operating days. We had 2,988 operating days in the first nine months of 2018 as compared to 2,834 operating days in the first nine months of 2017. We acquired an additional Capesize vessel in May 2017. The TCE rate increased for the nine month period ended September 30, 2018 by 45% to $12,497 compared to $8,631 for the nine month period ended September 30, 2017. TCE rate is a non-GAAP measure.  Please see the reconciliation below of TCE rate to net revenues from vessels, the most directly comparable U.S. GAAP measure.

Voyage Expenses - The increase was attributable to the increase in ownership days. We had 3,003 ownership days in the first nine months of 2018 as compared to 2,852 ownership days in the first nine months of 2017. We acquired an additional Capesize vessel in May 2017.

Vessel Operating Expenses - The increase was mainly attributable to the increase in ownership days. We had 3,003 ownership days in the first nine months of 2018 as compared to 2,852 ownership days in the first nine months of 2017. We acquired an additional Capesize vessel in May 2017.

Management Fees - The increase was attributable to the increase in ownership days. We had 3,003 ownership days in the first nine months of 2018 as compared to 2,852 ownership days in the first nine months of 2017. We acquired an additional Capesize vessel in May 2017.

General and Administrative Expenses – The increase is mainly attributable to $1.2 million of stock based compensation amortization in the first nine months of 2018 for shares granted pursuant to our 2011 Equity Incentive Plan and to others, compared to $0.6 million of respective stock based compensation amortization in the first nine months of 2017.

Depreciation and Amortization – The increase was attributable to the increase in ownership days. We had 3,003 ownership days in the first nine months of 2018 as compared to 2,852 ownership days in the first nine months of 2017. We acquired an additional Capesize vessel in May 2017.

Impairment Loss – The impairment loss relates to two vessels classified as "Vessels Held for Sale" as of September 30, 2018.

Interest and Finance Costs - The increase was primarily attributable to the ATB loan facility entered into in May 2017, the May 24, 2017 loan facility entered into with Jelco Delta Holding Corp., or Jelco, a company affiliated with Claudia Restis, who is our principal shareholder, or Sponsor, the new convertible note with Jelco entered into in September 2017 and the April 10, 2018 Jelco loan facility. The weighted average interest rate on our outstanding debt and convertible promissory notes for the nine months ended 2018 and 2017 was approximately 7.52% and 5.54%, respectively.

Performance Indicators

The figures shown below are non-GAAP statistical ratios used by management to measure performance of our vessels. For the "Fleet Data" figures, there are no comparable U.S. GAAP measures.

(1)	During the nine months ended September 30, 2018, we incurred nine off-hire days for one vessel survey. During the nine months ended September 30, 2017, we incurred 13 off-hire days for one vessel survey.

(2)	During the nine months ended September 30, 2018, we incurred 6 off-hires days due to other unforeseen circumstances. During the nine months ended September 30, 2017, we incurred 5 off-hires days due to other unforeseen circumstances.

(3)

We include TCE rate, a non-GAAP measure, as we believe it provides additional meaningful information in conjunction with net revenues from vessels, the most directly comparable U.S. GAAP measure, because it assists our management in making decisions regarding the deployment and use of our vessels and in evaluating their financial performance. Our calculation of TCE rate may not be comparable to that reported by other companies. The following table reconciles our net revenues from vessels to TCE rate.

EBITDA

Liquidity and Capital Resources

Our principal source of funds has been our operating cash flows, long-term borrowings from banks and our Sponsor, and equity provided by the capital markets and our Sponsor. Our principal use of funds has primarily been capital expenditures to establish our fleet, maintain the quality of our drybulk vessels, comply with international shipping standards and environmental laws and regulations, fund working capital requirements and make principal repayments and interest payments on our outstanding debt obligations.

As of September 30, 2018, we had cash and cash equivalents of $5.2 million, as compared to $8.9 million as of December 31, 2017.

Working capital is equal to current assets minus current liabilities, including the current portion of long-term debt. As of September 30, 2018, we had a working capital deficit of $7.4 million as compared to a deficit of $15 million as of December 31, 2017. Our working capital was primarily affected by the re-classification of $9.7 million of our borrowings with Jelco to current liabilities from non-current liabilities as of December 31, 2017 due to the proximity of the underlying maturities offset by a $22.7 million classification of the Gladiatorship and the Guardianship to "Vessels held for sale" under current assets.

Our long-term liquidity commitments primarily relate to the repayment of our long-term debt balances under our credit facilities and convertible promissory notes issued to Jelco. Please see "– Description of Indebtedness." We expect to fund these commitments with cash on hand, refinancing of existing financing arrangements and/or public and private debt and equity transactions in the capital markets.

As of September 30, 2018, we had total indebtedness under our credit facilities of $213.7 million, excluding unamortized financing fees, as compared to $213.8 million as of December 31, 2017.

Cash Flows

Operating Activities:  Net cash used in operating activities amounted to $0.2 million for the nine month period ended September 30, 2018, consisting of net gain after non-cash items of $1.8 million plus a decrease in working capital of $2.0 million. Net cash used in operating activities amounted to $2.5 million for the nine month period ended September 30, 2017, consisting of net loss after non-cash items of $3.8 million plus an increase in working capital of $1.3 million.

Investing Activities: The 2018 cash outflow is mainly due to advances for acquisition of vessels and capitalized expenditures of office space and equipment. The 2017 cash outflow resulted from the acquisition of our Partnership in May 2017.

Financing Activities: The 2018 cash inflow resulted from proceeds of $24.5 million obtained from the Wilmington Trust loan facility dated June 11, 2018, proceeds of $18.6 million obtained from the Hanchen Limited sale and leaseback transaction in June 2018 for the Knightship and proceeds of $2 million obtained from the Jelco loan facility dated May 24, 2017. The 2018 cash inflow was offset by debt repayments of: $32 million with respect to the Northern Shipping Funds, or NSF, loan facility, $3.1 million with respect to the UniCredit loan facility, $6.1 million with respect to the HSH loan facility, $1.2 million with respect to the ATB loan facility, $0.5 million with respect to the Hanchen Limited financial liability, $0.2 million with respect to the Wilmington Trust loan facility, $0.8 million with respect to the March 2015 Alpha Bank loan facility, $2.5 million with respect to the November 2015 Alpha Bank loan facility and $0.6 million loan finance fees payments in respect with the loan amendments. The 2017 cash inflow resulted from proceeds of $34.5 million obtained from the ATB loan facility, proceeds of $16.2 million obtained from the Jelco loan facility dated May 24, 2017, proceeds of $9 million obtained from convertible promissory note to Jelco dated September 27, 2017 and proceeds of $2.7 million from common stock issuances. The 2017 cash inflow was offset by debt repayments of: $28 million with respect to the Natixis loan facility, $1.6 million with respect to the UniCredit loan facility, $1.1 million with respect to the HSH loan facility, $0.6 million with respect to the ATB loan facility, $0.5 million with respect to the March 2015 Alpha Bank loan facility and $0.6 million loan finance fees payments. 

Description of Indebtedness

Credit Facilities

March 2015 Alpha Bank A.E. Loan Facility

On March 6, 2015, we entered into a $8.75 million secured floating interest rate loan facility with Alpha Bank A.E. to partly finance the acquisition of the Leadership. On December 23, 2015, July 28, 2016 and June 29, 2018, we and Alpha Bank A.E. entered into a first, second and third supplemental agreement, respectively, to the facility agreement. As amended, to date, the facility bears interest at LIBOR plus a margin of 3.75% and is repayable in six installments of $0.25 million each, with a final balloon payment of $4.45 million due on March 17, 2020. The borrower under the facility is our applicable vessel-owning subsidiary and the facility is guaranteed by Seanergy Maritime Holdings Corp. The facility is secured by a first preferred mortgage over the vessel, a general assignment covering earnings, insurances, charter parties and requisition compensation, an account pledge agreement and technical and commercial managers' undertakings. The facility also imposes certain operating and financing covenants. Certain of these covenants may significantly limit or prohibit, among other things, the borrower's ability to incur additional indebtedness, create liens, sell capital shares of subsidiaries, engage in mergers, or sell the vessel without the consent of the relevant lenders. Certain other covenants require ongoing compliance. On a consolidated basis, we are required to (i) maintain a corporate leverage ratio, as defined in the loan agreement, that will not be (a) at the end of December 31, 2018 higher than 0.85:1.0, the compliance with such obligation to be tested on each financial semester starting from July 1, 2018; (b) on March 31, 2019 higher than 0.80:1.0 and (c) starting from June 1, 2019 and at the end of each accounting period higher than 0.75:1.0, (ii) from July 1, 2018 the consolidated interest cover ratio (EBITDA to Net Interest Expense) shall not be (a) until and including the 31, March 2019, lower than 1.2:1 and (b) as from April 1, 2019 until the expiration of the Security Period, lower than 2:1, and (iii) liquidity in a specified amount. In addition, from July 1, 2017, the borrower shall ensure that the market value of the vessel plus any additional security to total facility outstanding shall not be less than 125%. The lender may accelerate the maturity of the facility and foreclose upon the collateral securing the indebtedness upon the occurrence of certain events of default, including a failure to comply with any of the covenants contained in the facility. The facility also restricts our ability to distribute dividends in excess of 50% of our net income except if our cash and marketable securities are equal or greater than the amount required to meet our debt service for the following eighteen-month period. Pursuant to the second supplemental agreement, the four installments falling due after the date of such supplemental agreement were reduced by $0.6 million in total. Such amount was added to the balloon installment, and 80% of the Leadership's excess earnings (as defined in the loan agreement) during each financial year starting from 2016, shall be applied by Alpha Bank towards payment of the deferred amount until same is fully repaid. As of September 30, 2018, $0.1 million was paid against the deferred amount and $5.95 million was outstanding under the facility, excluding the unamortized financing fees.

HSH Nordbank AG Loan Facility

 Certain of these covenants may significantly limit or prohibit, among other things, the borrowers' ability to incur additional indebtedness, sell capital shares of subsidiaries, make certain investments, engage in mergers and acquisitions, or sell the vessels without the consent of the relevant lenders. Certain other covenants require ongoing compliance, including requirements that we, on a consolidated basis, maintain (i) from June 30, 2018 until the period ending December 31, 2018, a percentage ratio of Total Debt less Cash and Cash Equivalents divided by Total Assets that does not exceed 85%, no more than 80% during the period commencing on January 1, 2019 and ending on March 31, 2019 and no more than 75% thereafter, (ii) from June 30, 2018 until March 31, 2019, a ratio of EBITDA  to net interest expense that is not less than 1.2:1 and no less than 2 times thereafter and (iii) liquidity in a specified amount. In addition, the borrowers shall ensure that the market value of the  Geniuship and the  Gloriuship plus any additional security to the total facility outstanding shall be more than 100% at any time during the period commencing on October 1, 2018 and ending on March 31, 2019 (inclusive), more than 111% at any time during the period commencing on April 1, 2019 and ending on September 30, 2019 (inclusive) and more than 120% at all times thereafter. The facility also places a restriction on the borrowers' ability to distribute dividends to Seanergy Maritime Holdings Corp., in case the market values of the Geniuship and the Gloriuship plus any additional security is less than 145% of the total facility outstanding. As of September 30, 2018, $36.2 million was outstanding under the facility, excluding the unamortized financing fees.

UniCredit Bank AG Loan Facility

On September 11, 2015, we entered into a $52.7 million secured term loan facility with UniCredit Bank AG to partly finance the acquisition of the Premiership, the Gladiatorship and the Guardianship (the "UniCredit Facility"). The loan was repayable in fifteen consecutive quarterly installments of $1.6 million each, commencing on June 26, 2017, along with a balloon installment of $29.4 million payable on the final maturity date, December 28, 2020. The loan bears interest of LIBOR plus a margin of 3.20% if the value to loan ratio is lower than 125%, 3.00% if the value to loan ratio is between 125% and 166.67% and 2.75% if the value to loan is higher than 166.67% with quarterly interest payments. The loan was secured by a first priority mortgage over the three vessels, a general assignment covering earnings, charter parties, insurances and requisition compensation for each of the vessels, an earnings account pledge agreement for each of the vessels, technical and commercial managers' undertakings, a shares security deed of the two borrowers' shares and a master agreement assignment. On June 3, 2016, the Company entered into the first supplemental agreement in order to split the margin into a cash portion and a capitalized portion. The capitalized portion of the margin was repaid in full as of June 30, 2017. On July 29, 2016, the Company further entered into the supplemental letter pursuant to which effective as of December 11, 2015, the requirement for Seanergy Maritime Holdings Corp., as guarantor, to maintain liquidity in a specified amount was delayed until July 1, 2017. On March 7, 2017, the Company reached an agreement with UniCredit Bank AG  to (i) defer from June 30, 2017, to May 1, 2018, the security coverage requirement that the market value of the  Premiership, the  Gladiatorship and the  Guardianship plus any additional security to total facility outstanding and the cost, if any, of terminating any transactions entered into under the Hedging Agreement (as defined in the loan facility) would not be less than 120%, (ii) defer from September 30, 2017, to June 30, 2018, the requirement that the Company maintained a leverage ratio (as defined in the loan facility) that does not exceed 75%, and (iii) defer from September 30, 2017, to June 30, 2018, the requirement that the Company maintained a ratio of EBITDA to net interest expense (as defined in the loan facility) that is not less than 2:1. On September 25, 2017, the Company entered into a further supplemental letter in order to defer the installment due on September 25, 2017 to October 2, 2017. On April 30, 2018, the Company signed another supplemental letter with UniCredit Bank A.G. by which: i) the Leverage Ratio covenant was redefined to reflect the Group's Net Debt / total market value adjusted assets (excluding cash, cash equivalents & restricted cash) and the relevant threshold was amended to: no more than 85% during the period commencing on May 1, 2018 and ending on December 31, 2018, no more than 80% during the period commencing on January 1, 2019 and ending on March 31, 2019 and no more than 75% for the remaining part of the security period, ii) the ratio of EBITDA to net interest payments was amended to: not less than 1.2 times during the period commencing on May 1, 2018 and ending on March 31, 2019 and not less than 2:1 for the remaining part of the security period and iii) the security cover percentage requirement was amended as follows: not to be less than 100% during the period commencing on May 1, 2018 and ending on September 30, 2018, not to be less than 111% during the period commencing on October 1, 2018 and ending on June 30, 2019 and not to be less than 120% for the remaining part of the security period. As of September 30, 2018, $44.9 million was outstanding under the facility, excluding the unamortized financing fees.

On October 10, 2018, the Company entered into a supplemental letter with UniCredit Bank A.G. with regard to the UniCredit Facility in order to, among other things, (i) defer an installment repayment of $1.5 million due on September 25, 2018 to October 2018, (ii) agree to the sales of the Gladiatorship and the Guardianship and (iii) agree for the underlying loan amounts to remain blocked in the vessels' earnings accounts and instead of prepaying the loan to remain available to fund the acquisition of a new Capesize vessel subject to amending and restating the UniCredit Facility at the time of completion of the said acquisition. The installment deferred to October 2018 was paid on October 11, 2018 further to which, $43.4 million was outstanding under the facility, excluding the unamortized financing fees.

On November 22, 2018, further to the sales of the Gladiatorship and the Guardianship and in order to partially fund the acquisition of the Fellowship, we amended and restated the UniCredit Facility (i) by releasing the respective vessel-owning subsidiaries of the two vessels as borrowers and (ii) by including the vessel-owning subsidiary of the Fellowship as a borrower under the facility. The first-priority mortgages over the Gladiatorship and the Guardianship and all other security relating to such vessels created in favor of UniCredit Bank A.G. under the UniCredit Facility were irrevocably and unconditionally released. The amendment and restatement of the facility did not alter the interest rate, the maturity date, the amortization and the repayment terms of the UniCredit Facility, or the financial covenants applicable to the Company as guarantor. The amended and restated loan facility is secured by first preferred mortgages and general assignments covering earnings, insurances and requisition compensation over the Premiership and the Fellowship, earnings account pledges, shares security deeds relating to the shares of both vessels' owning subsidiaries, technical and commercial managers' undertakings and, where applicable, charter assignments.

November 2015 Alpha Bank A.E. Loan Facility

On November 4, 2015, we entered into a $33.8 million secured floating interest rate loan facility with Alpha Bank A.E. to partly finance the acquisition of the Squireship. On July 28, 2016 and June 29, 2018, we and Alpha Bank A.E. entered into a first and a second supplemental agreement to the facility agreement, respectively.  As amended, to date, the facility bears interest at LIBOR plus a margin of 3.50% and is repayable in twelve consecutive quarterly installments of $0.8 million each with a final balloon payment of $20.3 million due on November 10, 2021. The borrower under the facility is our applicable vessel-owning subsidiary, and the facility is guaranteed by Seanergy Maritime Holdings Corp. and by Leader Shipping Co.. The facility is secured by a first preferred mortgage over the vessel and a second preferred mortgage over the Leadership, a general assignment covering earnings, insurances, charter parties and requisition compensation, an account pledge agreement and technical and commercial managers' undertakings. The facility also imposes certain operating and financing covenants. Certain of these covenants may significantly limit or prohibit, among other things, the borrower's ability to incur additional indebtedness, create liens, sell capital shares of subsidiaries, engage in mergers, or sell the vessel without the consent of the relevant lenders. Pursuant to the terms of the second supplemental agreement, i) the ratio of the market value of the  Squireship plus any additional security to the total facility outstanding shall not be less than 100% as from April 1, 2019 until the March 31, 2020, shall not be less than 111% starting from April 1, 2020 until March 31, 2021 and shall not be less than 125% from April 1, 2021 until the end of the security period, ii) the consolidated interest cover ratio (EBITDA to Net Interest Expense) shall not be (a) until and including March 31, 2019 lower than 1.2:1, the compliance with such obligation to be tested on each financial semester starting from July 1, 2018 and (b) as from April 1, 2019 until the expiration of the security period, lower than 2:1, the compliance with such obligation to be tested on each financial semester starting from April 1, 2019 and iii) the Corporate Leverage Ratio as defined in the loan agreement will not be (a) at the end of December 31, 2018 higher than 0.85:1.0, the compliance with such obligation to be tested on each financial semester starting from July 1, 2018; (b) on March 31, 2019 higher than 0.80:1.0 and (c) starting from June 1, 2019 and at the end of each Accounting Period higher than 0.75:1.0, the compliance with such obligation to be tested on each financial semester starting from June 30, 2019. The facility also restricts the borrower's ability to distribute dividends in excess of 50% of the borrower's net income except if our cash and marketable securities are equal or greater than the amount required to meet the borrower's debt service for the following eighteen-month period. As of September 30, 2018, $31.2 million was outstanding under the facility, excluding the unamortized financing fees.

NSF Loan Facility

Jelco Loan Facility dated October 4, 2016

On October 4, 2016, we entered into a $4.2 million loan facility with Jelco to finance the initial deposits for the Lordship and the Knightship.  We refer to this as the "Jelco Loan Facility".  On November 17, 2016 and November 28, 2016, we entered into amendments to this facility, which, among other things, increased the aggregate amount that may be borrowed under the facility to up to $12.8 million (to partially finance the remaining payment for the  Lordship and the  Knightship) and extended the maturity date to the earlier of (i) February 28, 2018 and (ii) the date falling 14 months from the final drawdown date. On January 12, 2018, we exercised our option to extend the maturity date of the Jelco Loan Facility to January 28, 2019. The Jelco Loan Facility bears interest at LIBOR plus a margin of 8.5%, increased from 7%, following the extension of the maturity pursuant to the January 12, 2018 amendment and in accordance with the terms of the facility, and is repayable in one bullet payment together with accrued interest thereon to the maturity date. The margin may be increased by 1.5% if the maturity date is extended in accordance with the terms of the facility. Seanergy Maritime Holdings Corp. is the borrower under this facility. This facility is secured by a guarantee from our wholly-owned subsidiary, Emperor Holding Ltd., which is the holding company of our ship-owing subsidiary owning the Lordship and of the bareboat charterer of the Knightship. As of September 30, 2018, $5.9 million was outstanding under this facility, excluding the unamortized financing fees.

ATB Loan Facility

On November 7, 2018, Tranche B under the ATB Loan Facility was refinanced through a sale and leaseback agreement with Cargill International SA. On the same date, Amsterdam Trade Bank entered into a deed of release, with respect to the Championship, releasing the underlying borrower in full after the settlement of the outstanding balance of $15.7 million pertaining to the specific vessel tranche. The first-priority mortgage over the Championship and all other securities created in favor of ATB were irrevocably and unconditionally released pursuant to the deed of release. Subsequent to the refinancing, $16.6 million was outstanding under the facility, excluding the unamortized financing fees.

Jelco Loan Facility originally dated May 24, 2017 and amended and restated on September 27, 2017

On May 24, 2017, we entered into an up to $16.2 million loan facility with Jelco to partially finance the acquisition of the Partnership. On June 22, 2017 and on August 22, 2017, we entered into supplemental letters with Jelco to amend the terms of this loan facility, whereby the repayment of $4.8 million was deferred until September 29, 2017.

Jelco Loan Facility dated April 10, 2018

On April 10, 2018, the Company entered into a $2.0 million loan facility with Jelco for working capital purposes. The Company drew down the $2.0 million on April 12, 2018. The facility, as amended on June 13, 2018, and on August 10, 2018, bears interest at a margin of 10% per annum which is payable, along with the principal, in one bullet payment due by January 31, 2019. The facility is secured by a guarantee from the Company's wholly-owned subsidiary, Emperor Holding Ltd.. As of September 30, 2018, $2.0 million was outstanding under this facility.

Wilmington Trust Loan Facility dated June 11, 2018

Sale and leaseback agreement with Hanchen Limited dated June 28, 2018

On June 28, 2018, we entered into a $26.5 million sale and leaseback agreement for the Knightship with Hanchen Limited "Hanchen"), an affiliate of AVIC International Leasing Co., Ltd., for the purpose of refinancing the outstanding indebtedness of the Knightship under the previous loan facility with NSF dated November 28, 2016. Our wholly-owned subsidiary ("Charterer") sold and chartered back the vessel on a bareboat basis for an eight year period, having a purchase obligation at the end of the eighth year and it further has the option to repurchase the Knightship at any time following the second anniversary of the bareboat charter. The transaction was accounted for as a failed sale and leaseback transaction and resulted in a finance lease. The bareboat charter is secured by a general assignment covering earnings, insurances and requisition compensation, an account pledge agreement and a share pledge agreement of the shares of the Charterer and technical and commercial managers' undertakings. Seanergy Maritime Holdings Corp. provided a guarantee to Hanchen for its obligations under the bareboat charter. An upfront charterhire of $6.6 million was paid by the Charterer to Hanchen upon the delivery of the vessel. A deposit of $1.3 million was paid by the Charterer to Hanchen upon the delivery of the vessel in order to secure the due observance and performance by the Charterer of its obligations and undertakings as per the sale and leaseback agreement. The deposit can be set off against the balloon payment at maturity. The charterhire principal bears interest at LIBOR plus a margin of 4% and amortizes in thirty two consecutive equal quarterly installments of approximately $0.5 million along with a balloon payment at maturity of $5.3 million. The Charterer is required to maintain a value maintenance ratio (as defined in the additional clauses of the bareboat charter) of at least 120%. In addition, the bareboat charter requires the Charterer to maintain an amount of $1.3 million as cash deposit until the second anniversary of the delivery date or if earlier, a sub-charter in form and substance acceptable to Hanchen is available. The charterhire principal, as of September 30, 2018, is $19.4 million.

Synthetic Sale and leaseback agreement with Cargill International SA dated November 7, 2018

On November 7, 2018, the Company entered into a $23.5 million sale and leaseback agreement for the Championship with Cargill International SA ("Cargill") for the purpose of refinancing the outstanding indebtedness of the Championship under the previous loan facility with Amsterdam Trade Bank dated September 25, 2017. The respective vessel-owning subsidiary sold the vessel and a newly incorporated wholly-owned subsidiary ("Sub-charterer") of the Company chartered it back on a sub-bareboat basis for a five-year period, having a repurchase obligation at the end of the fifth year at $13.5 million, and continuous repurchase options at any time through the whole five-year sale and leaseback period. At the time of the repurchase of the vessel by the Sub-charterer, the Sub-charterer has the obligation to pay to Cargill an amount equal to 20% of the difference between the market value of the vessel at the time of the repurchase and a pre-determined floor price, starting at $30.0 million with applicable depreciation of 5.5% per annum. The sub-bareboat charter is secured by an account pledge agreement and technical and commercial managers' undertakings, and it requires the Sub-charterer to maintain in aggregate $1.6 million as cash deposit until the expiration of the 5-year sale and leaseback period. The bareboat rate is $7,900 per day and is paid in monthly intervals. The cost of the financing is equivalent to an expected fixed interest rate of 4.69% for 5 years. In addition, under the sale and leaseback agreement the Company will, subject to certain conditions, draw an additional amount of $2.75 million in stages which will be used to finance the installation of an exhaust gas cleaning system, or scrubber, on the Championship (the "Scrubber Tranche"). The installation of the scrubber is expected to be completed by September 30, 2019 at which point it is expected for the Scrubber Trance to be fully drawn. Once drawings commence, the Scrubber Tranche will be repayable through a premium in the daily bareboat hire of $350, which will increase to $1,740 following full drawdown of the Scrubber Tranche (the "Scrubber Premium"). As part of the sale and leaseback agreement, the Championship entered on November 7, 2018 a back-to-back time charter with Cargill for a period of five years plus an additional 18 months at charterer's option. The net daily charter hire payable by Cargill to the Sub-charterer is calculated at an index linked rate based on the five time charter routes of the Baltic Capesize Index by applying an average discount of 7% for the five-year period and in addition has a fixed element which is equal to the respective Scrubber Premium.  On top of the daily hire, the Company will receive a compensation based on the spread between the price of High-Sulphur Fuel Oil and the price of Marine Gas Oil or other compliant Low-Sulphur Fuel Oil throughout the term of the time charter. The sale and leaseback agreement does not include any financial covenants or security value maintenance provisions. As part of the transaction, the Company has issued 1,800,000 of its common shares to Cargill which are subject to customary registration rights.

Convertible Promissory Notes

On March 12, 2015, we issued a convertible promissory note for $4.0 million to Jelco. The note, as amended, is repayable in four installments with the first installment occurring six months after the delivery date of the Leadership and the other three installments semi-annually commencing four years after the delivery date of the Leadership, along with a balloon installment of $3.2 million payable on the final maturity date in the first quarter of 2020. The note bears interest at three-month LIBOR plus a margin of 5% with interest payable quarterly. At Jelco's option, the principal amount under the convertible note or any part thereof may be paid at any time in common shares at a conversion price of $0.90 per share. Jelco also received customary registration rights with respect to any shares received upon conversion of the note. As of September 30, 2018, $3.8 million was outstanding under the note.

On September 7, 2015, we issued a revolving convertible promissory note to Jelco for an amount up to $6.8 million, or the Applicable Limit. Following nine amendments to the note between December 2015 and September 2017, the Applicable Limit was raised to $21.2 million and would be reduced by $3.3 million four years following the first drawdown. The aggregate outstanding principal was repayable on the third quarter of 2020. On September 1, 2018, we entered into a further amendment to the note pursuant to which a drawdown request of up to $3.5 million may be made by April 10, 2019 (the "Final Revolving Advance Date"). If the request is not made by the Final Revolving Advance Date, the advance will not be available to be drawn. In addition, principal repayments were eliminated, and the repayment of the aggregate outstanding principal was extended to December 2022. The note bears interest at three-month LIBOR plus a margin of 5% with interest payable quarterly. At Jelco's option, our obligation to repay the principal amount under the revolving convertible note or any part thereof may be paid in common shares at a conversion price of $0.90 per share. Jelco also received customary registration rights with respect to any shares received upon conversion of the note. As of September 30, 2018, $21.2 million was outstanding under the note.

On September 27, 2017, we issued a convertible promissory note to Jelco for an amount of $13.75 million. The note is repayable by two consecutive annual installments of $1.375 million, with the first installment occurring 24 months after the drawdown date, along with a balloon installment of $11 million payable four years after the drawdown date. The note bears interest at three-month LIBOR plus a margin of 5% with interest payable quarterly. At Jelco's option, the whole or any part of the principal amount under the note may be paid at any time in common shares at a conversion price of $0.90 per share. Jelco has received customary registration rights with respect to all shares upon conversion of the note. The note is secured by a second preferred mortgage and second priority general assignment covering earnings, insurances and requisition compensation over the Partnership and a guarantee from the respective vessel-owning subsidiary; all cross collateralized with the loan entered into with Jelco on May 24, 2017, as amended and restated. Of the $13.75 million under the note, $4.75 million were used to make a mandatory prepayment under the May 2017 Jelco loan facility. As of September 30, 2018, $13.75 million was outstanding under the note.

Our wholly-owned subsidiary Emperor Holding Ltd. has provided a guarantee, dated September 27, 2017, to Jelco for Seanergy Maritime Holdings Corp.'s obligations under all these notes.

Tabular Disclosure of Contractual Obligations

The following table sets forth our contractual obligations as of September 30, 2018 (in thousands of U.S. Dollars):

INDEX TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

Seanergy Maritime Holdings Corp.

Consolidated Balance Sheets

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

Seanergy Maritime Holdings Corp.

(In thousands of US Dollars, except for share and per share data)

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

Seanergy Maritime Holdings Corp.

 (In thousands of US Dollars, except for share data)

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

Seanergy Maritime Holdings Corp.

 (In thousands of US Dollars)

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

1.	Basis of Presentation and General Information:

Seanergy Maritime Holdings Corp. (the "Company" or "Seanergy") was formed under the laws of the Republic of the Marshall Islands on January 4, 2008, with executive offices located in Athens, Greece and an office in Hong Kong. The Company provides global transportation solutions in the dry bulk shipping sector through its vessel-owning subsidiaries.

a.	Subsidiaries in Consolidation:

Seanergy's subsidiaries included in these consolidated financial statements as of September 30, 2018, including subsequent events, are as follows:

 

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

(1) Subsidiaries wholly owned

(2) Vessel owning subsidiaries owned by Maritime Capital Shipping Limited (or "MCS")

(3) Management company

(4) Chartering services company

(5) Dormant company

(6) Previously known as Champion Ocean Navigation Co., of the Republic of Liberia and redomiciled to the Republic of Malta on May 23, 2018

(7) Previously known as Partner Shipping Co., of the Republic of the Marshall Islands and redomiciled to the Republic of Malta on May 23, 2018

2.	Significant Accounting Policies:

A discussion of the Company's significant accounting policies can be found in the Company's consolidated financial statements included in the Annual Report on Form 20-F for the year ended December 31, 2017, filed with the SEC on March 7, 2018. There have been no material changes to these policies in the nine-month period ended September 30, 2018, other than as disclosed below:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Recent Accounting Pronouncements Not Yet Adopted

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

3.	Transactions with Related Parties:

a.	Convertible Promissory Notes:

March 12, 2015 - $4,000 Convertible Promissory Note

The note bears interest at three-month LIBOR plus a margin of 5% with quarterly interest payments. The note is secured by a guarantee from the Company's wholly-owned subsidiary, Emperor Holding Ltd., which is the holding company of the owner of the Lordship and of the bareboat charterer of the Knightship. The next two installments, $200 each, are due by September 30, 2019 and the respective amount has been classified to current.

September 27, 2017 - $13,750 Convertible Promissory Note

The note bears interest at three-month LIBOR plus a margin of 5% with quarterly interest payments. The note is secured by a second preferred mortgage and second priority general assignment covering earnings, insurances and

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

requisition compensation over the Partnership and guarantees from the Company's respective vessel-owning subsidiary and from the Company's wholly-owned subsidiary, Emperor Holding Ltd.; all cross collateralized with the loan entered into with Jelco on May 24, 2017, as amended and restated.

The debt movement of the above two convertible notes is presented below:

The equity movement of the above two convertible notes is presented below:

September 7, 2015 - Revolving Convertible Promissory Note

Following the tenth amendment to the revolving convertible note on September 1, 2018, a drawdown request of up to $3,500 may be made by April 10, 2019 (the "Final Revolving Advance Date"). If the request is not made by the Final Revolving Advance Date, the advance will not be available to be drawn. The aggregate outstanding principal is repayable in December 2022. The note bears interest at three-month LIBOR plus a margin of 5% with interest payable quarterly. At Jelco's option, the Company's obligation to repay the principal amount under the revolving convertible note or any part thereof may be paid in common shares at a conversion price of $0.90 per share. Jelco also received customary registration rights with respect to all shares upon conversion of the note. The note is secured by a guarantee from the Company's wholly-owned subsidiary, Emperor Holding Ltd.

The debt movement of the revolving convertible note is presented below:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

b.	Loan Agreements:

On May 24, 2017, the Company entered into an up to $16,200 loan facility with Jelco to partially finance the acquisition of the Partnership. The Company drew down the $16,200 on May 24, 2017. The facility, as amended, currently bears interest at three-month LIBOR plus a margin of 6% per annum which is payable quarterly and the principal is repayable in one bullet payment due on the maturity date. The maturity date, which was deferred from May 24, 2018 to May 24, 2019, may, at the Company's option, be further extended to May 24, 2020. The Company expects to exercise this option. The margin will be increased by 1% if the maturity date is extended. As of September 30, 2018, $11,450 was outstanding under this loan facility and is classified under non-current liabilities since the Company does not any obligation to repay the loan within the next twelve months.

On April 10, 2018, the Company entered into a $2,000 loan facility with Jelco for working capital purposes. The Company drew down the $2,000 on April 12, 2018. The facility, as amended on June 13, 2018 and as further amended on August 11, 2018 by a supplemental letter, bears interest at a margin of 10% per annum, payable quarterly, and the principal is payable in one bullet payment due by January 31, 2019. The facility is secured by a guarantee from the Company's wholly-owned subsidiary, Emperor Holding Ltd.

As of September 30, 2018, $5,900, net of deferred financing costs, was outstanding under the October 4, 2016 Jelco loan facility.

4.	Cash and Cash Equivalents and Restricted Cash:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Restricted cash as of September 30, 2018 amounts include $500 of minimum liquidity requirements as per the Amsterdam Trade Bank N.V. loan agreement (Note 7), $295 in a dry-docking reserve account as per the Amsterdam Trade Bank N.V. loan agreement and $50 of restricted deposits pledged as collateral regarding credit cards balances with one of the Company's financial institutions. Minimum liquidity, not legally restricted, of $5,500 as per the Company's credit facilities covenants is included in Cash and cash equivalents. An amount of $1,325 as per the June 28, 2018 sale and leaseback agreement is included in Cash and cash equivalents (Note 7). As of December 31, 2017, restricted cash amounts included $1,500 of restricted deposits as contractually required under the loan facility with Northern Shipping Fund III LP, or NSF (Note 7), $500 of minimum liquidity requirements as per the Amsterdam Trade Bank N.V. loan agreement (Note 7), $100 in dry-docking reserve accounts as per the Amsterdam Trade Bank N.V. loan agreement and $50 of restricted deposits pledged as collateral regarding credit cards balances with one of the Company's financial institutions.

5.	Inventories:

The amounts in the accompanying consolidated balance sheets are analyzed as follows:

6.	Vessels, Net, Vessels Held for Sale, and Advances for Vessels Acquisitions and Other Costs:

Vessels, Net

The amounts in the accompanying consolidated balance sheets are analyzed as follows:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

On March 28, 2017, the Company entered into an agreement with an unaffiliated third party for the purchase of a secondhand Capesize vessel, at a gross purchase price of $32,650. On May 31, 2017, the Company acquired the 2012 Capesize, 179,213 DWT Partnership. The acquisition was financed with the Amsterdam Trade Bank N.V. loan facility (Note 7), the Jelco loan facility entered into on May 24, 2017 (Note 3) and by cash on hand. Additionally, approximately $89 and $465 worth of expenditures that increased the earning capacity and improved the efficiency of certain vessels were capitalized during the nine and twelve month periods ended September 30, 2018 and December 31, 2017, respectively.

As of September 30, 2018, all vessels, except for the Knightship, are mortgaged to secured loans (Notes 3 and 7).

Advances for Vessels Acquisitions and Other Costs

On August 31, 2018, the Company entered into an agreement with an unaffiliated third party for the purchase of one second hand Capesize vessel for a gross purchase price of $28,700. The vessel was delivered to the Company on November 22, 2018 (Note 14). The acquisition of the vessel was financed through the loan facility with UniCredit (Note 14) and by cash on hand. On September 30, 2018, an amount of $2,870 was paid in advance as a deposit to the sellers in accordance with the terms of the agreement and is classified as "Advances for vessels acquisitions and other costs" in the Consolidated Balance Sheet as at September 30, 2018.

Vessels Held for Sale

On September 20, 2018, the Company entered into two separate agreements with unaffiliated third parties for the sale of two Supramax vessels, namely the Gladiatorship and the Guardianship for a gross sale price of $10,960 and $11,700, respectively. The Gladiatorship and the Guardianship were delivered to their new owners on October 11, 2018 and on November 19, 2018, respectively (Note 14). As of September 30, 2018, both vessels were classified in current assets as "Vessels held for sale" in the Consolidated Balance Sheet, according to the provisions of ASC 360, as all the criteria for this classification were met. The specific vessels were impaired as of September 30, 2018, since their carrying amount as at the balance sheet date was higher than their fair value less cost to sell. Accordingly, an impairment loss of $6,878 was recognized in the Consolidated Statements of Loss, of which $25 are related to unamortized deferred dry-docking costs. The fair value of the vessels was determined based on the agreed sale prices (Note 8).

7.	Long-Term Debt and Financial Liabilities:

The amounts in the accompanying consolidated balance sheets are analyzed as follows:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Secured credit facilities

Details of the Company's secured credit facilities are discussed in Note 7 of the consolidated financial statements for the year ended December 31, 2017, included in the Company's 2017 annual report on Form 20-F and are supplemented by the below new activities.

On June 29, 2018, the Company further amended the March 6, 2015 loan agreement with Alpha Bank A.E. to amend certain covenant terms of the facility.

On March 28, 2018, the Company signed an amendment to the September 1, 2015 HSH facility to amend certain covenant terms of the facility.

On April 30, 2018, the Company signed a supplemental letter with UniCredit Bank A.G. to the September 11, 2015 facility to amend certain covenant terms of the facility. On November 22, 2018, the Company entered into an amendment and restatement of the facility (Note 14).

On June 29, 2018, the Company further amended the November 4, 2015 loan agreement with Alpha Bank A.E. to amend certain covenant terms of the facility.

All of the Company's secured facilities bear either floating interest at LIBOR plus a margin or fixed interest. Each secured facility is secured by a first priority mortgage over the respective vessel.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Certain of the Company's credit facilities contain financial covenants and undertakings requiring the Company to maintain various financial ratios, including:

·

a minimum earnings before interest, taxes, depreciation and amortization ("EBITDA") to interest coverage ratio;

·

a minimum borrower's liquidity;

·

a minimum guarantor's liquidity;

·

a security coverage requirement; and

·

a leverage ratio.

The March 6, 2015 and November 4, 2015 facilities with Alpha Bank A.E. place a restriction on the Company's ability to distribute dividends to its shareholders, pursuant to which the amount of the dividends so declared shall not exceed 50% of the Company's net income except in case the cash and marketable securities are equal or greater than the amount required to meet the Company's consolidated debt installments and interest payments for the following eighteen-month period.

On June 28, 2018, the Company entered into a $26,500 sale and leaseback agreement for the Knightship with Hanchen Limited "Hanchen"), an affiliate of AVIC International Leasing Co., Ltd., for the purpose of refinancing the outstanding indebtedness of the Knightship under the previous loan facility with NSF dated November 28, 2016. The Company's wholly-owned subsidiary ("Charterer") sold and chartered back the vessel on a bareboat basis for an eight year period, having a purchase obligation at the end of the eighth year and it further has the option to repurchase the Knightship at any time following the second anniversary of the bareboat charter. Under ASC 842-40, the transaction was accounted for as a failed sale and leaseback transaction and resulted in a financial liability. The bareboat charter is secured by a general assignment covering earnings, insurances and requisition compensation, an account pledge agreement and a share pledge agreement of the shares of the Charterer and technical and commercial managers' undertakings. The Company provided a guarantee to Hanchen. An upfront charterhire of $6,625 was paid by the Charterer to Hanchen upon the delivery of the vessel. An amount of $1,325 was paid by the Charterer to Hanchen upon the delivery of the vessel in order to secure the due observance and performance by the Charterer of its obligations and undertakings as per the sale and leaseback agreement. The deposit can be set off against the balloon payment at maturity. The Charterer is required to maintain a value maintenance ratio (as defined in the additional clauses of the bareboat charter) of at least 120%. In addition, the bareboat charter requires the Charterer to maintain an amount of $1,325 (Note 4) until the second anniversary of the delivery date or if earlier, a sub-charter in form and substance acceptable to Hanchen is available.

The charterhire principal bears interest at LIBOR plus a margin of 4% and amortizes in thirty two consecutive equal quarterly installments of approximately $456 along with a balloon payment at maturity of $5,299. The charterhire principal, as of September 30, 2018, is $19,420.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

8.	Financial Instruments:

(a)	Significant Risks and Uncertainties, including Business and Credit Concentration

The Company places its temporary cash investments, consisting mostly of deposits, primarily with high credit qualified financial institutions. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company's investment strategy. The Company limits its credit risk with accounts receivable by performing ongoing credit evaluations of its customers' financial condition and generally does not require collateral for its accounts receivable and does not have any agreements to mitigate credit risk.

(b)	Interest Rate Risk

Fair Value of Financial Instruments

a.

Cash and cash equivalents, restricted cash, accounts receivable trade, other current assets and trade accounts and other payables: the carrying amounts approximate fair value because of the short maturity of these instruments. The carrying value approximates the fair market value for interest bearing cash classified as restricted cash, non-current.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

b.

Long-term debt and other financial liabilities: The carrying value of long-term debt and other financial liabilities with variable interest rates approximates the fair market value as the long-term debt and other financial liabilities bear interest at floating interest rate. The fair value of fixed interest long-term debt is estimated using prevailing market rates as of the period end. The Company believes the terms of its fixed interest long-term debt are similar to those that could be procured as of September 30, 2018, and the carrying value of $2,000 approximates the fair market value of $2,002. The fair value of the fixed interest long-term debt has been obtained through Level 2 inputs of the fair value hierarchy which includes observable inputs other than quoted prices included in Level 1.

Fair Value on a Nonrecurring Basis

As described in Note 6, the Company recognized an impairment loss of $6,878 for the nine month period ended September 30, 2018 with respect to the two vessels classified as "Vessels Held for Sale" as of September 30, 2018. The carrying value of these vessels was written down to the fair value as determined by reference to their agreed sale prices less costs of sale obtained through Level 2 inputs of the fair value hierarchy which includes observable inputs other than quoted prices included in Level 1.

9.	Commitments and Contingencies:

Contingencies

Various claims, lawsuits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance and other claims with suppliers relating to the operations of the Company's vessels. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying consolidated financial statements.

The Company accrues for the cost of environmental liabilities when management becomes aware that a liability is probable and is able to reasonably estimate the probable exposure. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the accompanying consolidated financial statements. The Company is covered for liabilities associated with the individual vessels' actions to the maximum limits as provided by Protection and Indemnity (P&I) Clubs, members of the International Group of P&I Clubs.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

10.	Capital Structure:

Details of the Company's common stock and warrants are discussed in Note 10 of the consolidated financial statements for the year ended December 31, 2017, included in the Company's 2017 annual report on Form 20-F and are supplemented by the below new activities.

(a)	Common Stock

On April 23, 2018, the Company received 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 March 8, 2018 to April 20, 2018, was below the minimum $1.00 per share bid price requirement for continued listing on the Nasdaq Capital Market, the Company is 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 is 180 days, or until October 22, 2018. Since the Company failed to regain compliance until October 22, 2018 but met all other listing standards and requirements, the Company was granted on October 23, 2018 an additional 180-day grace period to regain compliance, until April 22, 2019 (Note 14).

(b)

Warrants

11.	Interest and Finance Costs:

Interest and finance costs are analyzed as follows:

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Interest and finance costs-related party are analyzed as follows:

12.	Loss per Share:

The calculation of net loss per common share is summarized below:

As of September 30, 2018, 2017 and 2016, 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 non-vested equity incentive plan shares (Note 13) and of unexercised warrants (Note 10), both calculated with the treasury stock method, as well as shares assumed to be converted with respect to the convertible promissory notes (Note 3) calculated with the if-converted method.

13.	Equity Incentive Plan:

On February 1, 2018, the Compensation Committee granted an aggregate of 1,260,000 restricted shares of common stock pursuant to the 2011 Equity Incentive Plan, as amended. Of the total 1,260,000 shares issued, 575,000 shares were granted to the Company's board of directors, 665,000 shares were granted to certain of the Company's employees and 20,000 shares were granted to the sole director of the Company's commercial manager, a non-employee. The fair value of each share on the grant date was $1.035. All the shares will vest over a period of two years. As of September 30, 2018, 1,831,532 shares remained reserved for issuance under the Company's Equity Incentive Plan.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

Restricted shares during the nine-month periods ended September 30, 2018 and 2017 are analyzed as follows:

The unrecognized cost for the non-vested shares granted to the Company's board of directors and certain of its employees as of September 30, 2018 and 2017 amounted to $297 and $307, respectively. The related expense for shares granted to non-employees for the nine-month periods ended September 30, 2018 and 2017, amounted to $20 and $21, respectively, and is included under voyage expenses. At September 30, 2018, the weighted-average period over which the total compensation cost related to non-vested awards granted to the Company's board of directors and its other employees not yet recognized is expected to be recognized is 1 year.

a)

On October 10, 2018, the Company entered into a supplemental letter with UniCredit Bank A.G. with regards to the September 11, 2015 facility in order to, among other things, (i) defer an installment repayment of $1,552 due on September 25, 2018 to October 2018, (ii) agree to the sales of the Gladiatorship and the Guardianship (Note 6) and (iii) agree for the underlying loan amounts to remain blocked in the vessels' earnings accounts, and instead of prepaying the loan, to remain available to fund the acquisition of a new Capesize vessel (Note 14g). The deferred installment was paid on October 11, 2018.

b)

On October 11, 2018, the Gladiatorship was delivered to her new owners. Proceeds of $9,505 were retained with UniCredit to fund the acquisition of a new Capesize vessel (Note 14g).

c)

On October 23, 2018, the Company received written notification from the NASDAQ Stock Market, indicating that the Company was granted an additional 180-day grace period, until April 22, 2019, to cure its non- compliance with Nasdaq Listing Rule 5550(a)(2). 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. The Company intends to cure the deficiency within the prescribed grace period. During this time, the Company's common stock will continue to be listed and trade on the Nasdaq Capital Market.

Seanergy Maritime Holdings Corp.

(All amounts in footnotes in thousands of US Dollars, except for share and per share and warrants data, unless otherwise stated)

d)

On November 7, 2018, the Company entered into a $23,500 sale and leaseback agreement for the Championship with Cargill International SA ("Cargill") for the purpose of refinancing the outstanding indebtedness of the Championship under the previous loan facility with Amsterdam Trade Bank dated September 25, 2017. The Company sold and chartered back the vessel from Cargill on a sub-bareboat basis for a five year period, having a purchase obligation at the end of the fifth year. The sub-bareboat charter is secured by an account pledge agreement and technical and commercial managers' undertakings. The cost of the financing is equivalent to an expected fixed interest rate of 4.69% for 5 years. The sale and leaseback agreement does not include any financial covenants or security value maintenance provisions. The Company has continuous options to buy back the vessel during the whole five-year sale and leaseback period at the end of which it has a purchase obligation at $13,500. Moreover, as part of the transaction, the Company has issued 1,800,000 of its common shares to Cargill which are subject to customary statutory registration requirements. On the same date, Amsterdam Trade Bank entered into a deed of release, with respect to the Championship, releasing the underlying borrower in full after the settlement of the outstanding balance of $15,700 pertaining to the specific vessel tranche. The first-priority mortgage over the Championship and all other securities created in favor of Amsterdam Trade Bank for the specific vessel tranche under the Amsterdam Trade Bank loan facility were irrevocably and unconditionally released pursuant to the deed of release. The second-priority mortgage over the Championship and all other securities created in favor of Jelco were also irrevocably and unconditionally released pursuant to a separate deed of release.

e)

On November 19, 2018, the Guardianship was delivered to her new owners. Proceeds of $10,332 were retained with UniCredit to fund the acquisition of a new Capesize vessel (Note 14g).

f)

On November 22, 2018, the Company entered into an amended and restated loan facility of the September 11, 2015 UniCredit loan facility to (i) release the respective vessel-owning subsidiaries of the Gladiatorship and the Guardianship as borrowers and (ii) to include the vessel-owning subsidiary of the Fellowship. The first-priority mortgages over the Gladiatorship and Guardianship and all other securities created in favor of UniCredit for the specific vessels under the UniCredit facility were irrevocably and unconditionally released. The amendment and restatement of the facility did not alter the interest rate, the maturity date, the amortization and the repayment terms of the UniCredit facility, or the financial covenants applicable to the Company as guarantor. The amended and restated loan facility is secured by first preferred mortgages and general assignments covering earnings, insurances and requisition compensation over the Premiership and the Fellowship, earnings account pledges, shares security deeds relating to the shares of both vessels' owning subsidiaries, technical and commercial managers' undertakings and, where applicable, charter assignments.