Heidmar Maritime Holdings Corp.

Matters discussed in this report may constitute forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides safe harbor protections for forward-looking statements in order to encourage companies to provide prospective information about their business. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.

We desire to take advantage of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and are including this cautionary statement in connection therewith. This report and any other written or oral statements made by us or on our behalf may include forward-looking statements, which reflect our current views with respect to future events and financial performance, and are not intended to give any assurance as to future results. When used in this document, the words "believe," "expect," "anticipate," "estimate," "intend," "seek", "plan," "target," "project," "potential", "continue", "contemplate", "possible", "likely," "may," "might", "will," "would," "could" and similar expressions, terms, or phrases may identify forward-looking statements.

These forward-looking statements are not historical facts, but rather are based on current expectations, estimates, assumptions and projections about the business and our future financial results and readers should not place undue reliance on them. We have based the forward-looking statements in this report upon various assumptions, many of which we have 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.

In addition to important factors and matters discussed elsewhere in this report, and in the documents incorporated by reference herein, important factors that, in our view, could cause our actual results and developments to differ materially from those discussed in the forward-looking statements include, but are not limited to:

• availability of financing and refinancing, our ability to obtain financing and comply with the restrictions and other covenants in our financing arrangements;

• availability of skilled crew members other employees and the related labor costs;

• work stoppages or other labor disruptions by our employees or the employees of other companies in related industries;

• the impact of the U.S. presidential and congressional election results effecting the economy, future laws and regulations and trade policy matters, such as the imposition of tariffs and other import restrictions;

• changes in our operating expenses;

• planned, pending or recent acquisitions, business strategy and expected capital spending or operating expenses, including drydocking, surveys and upgrades;

• compliance with governmental, tax, environmental and safety regulation, any non-compliance with U.S. regulations;

• the impact of increasing scrutiny and changing expectations from investors, lenders and other market participants with respect to our Environmental, Social and Governance policies;

• Foreign Corrupt Practices Act of 1977 or other applicable regulations relating to bribery;

• general economic conditions and conditions in the oil industry;

• the cyclical nature of the shipping industry;

• general market conditions, including fluctuations in charter hire rates and vessel values;

• changes in demand for tanker and dry bulk vessel capacity;

• changes in our operating expenses, including bunker prices, drydocking and insurance costs;

• the strength of world economies;

• fluctuations in currencies and interest rates;

• the volatility of the price of our common shares;

• new environmental regulations and restrictions, whether at a global level stipulated by the International Maritime Organization (“IMO”), and/or imposed by regional or national authorities such as the European Union or individual countries;

• vessel breakdowns and instances of off-hire;

• potential liability from pending or future litigation;

• the impact of an interruption in or failure of our information technology and communications systems, including the impact of cyber-attacks, upon our ability to operate;

• potential conflicts of interest involving members of the Holdings Board and senior management;

• the failure of counter parties to fully perform their contracts with us;

• changes in credit risk with respect to our counterparties on contracts;

• our dependence on key personnel and our ability to attract, retain and motivate key employees;

• our ability to obtain indemnities from customers;

• changes in laws, treaties or regulations;

• our incorporation under the laws of Marshall Islands and the different rights to relief that may be available compared to other countries, including the United States;

• general domestic and international political conditions of events, including “trade wars”;

• any further changes in U.S. trade policy that could trigger retaliatory actions by the affected countries;

• potential disruption of shipping routes due to accidents, environmental factors, political events, international hostilities including the ongoing developments in the Ukraine region, acts by terrorists or acts of piracy on ocean-going vessels;

• our profitability and growth depend on the demand for shipping vessels and global economic conditions, and the impact of consumer confidence and consumer spending on shipping volume and charter rates;

• if global economic conditions weaken, it could have a material adverse effect on Heidmar’s business, financial condition and results of operations;

• if we do not compete successfully with new entrants or established companies with greater resources, its shipping business growth and results of operations may be adversely affected;

• We operate carriers worldwide and, as a result, its business has inherent operational risks, which may reduce its revenue or increase its expenses, and we may not be adequately covered by insurance; and

• We are dependent upon on a limited number of significant pool partners for its managed vessels.

These factors and the other risk factors described in this annual report and other reports that we furnish or file with the U.S. Securities and Exchange Commission or the SEC, are not necessarily all of the important factors that 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 harm our results. 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. These forward-looking statements are made only as of the date of this annual report. These forward-looking statements are not guarantees of our future performance, and actual results and developments may vary materially from those projected in the forward-looking statements. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation, and specifically decline any obligation, except as required by law, to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.