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Published: 2022-03-16 16:38:11 ET
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EX-99.1 2 a2021earningspressrelease.htm EX-99.1 PRESS RELEASE Document

Pangaea Logistics Solutions Ltd. Reports Record Financial Results for the
Three Months and Year Ended December 31, 2021

NEWPORT, RI - March 16, 2022 - Pangaea Logistics Solutions Ltd. (“Pangaea” or the “Company”) (NASDAQ: PANL), a global provider of comprehensive maritime logistics solutions, announced today its results for the three months and year ended December 31, 2021.
4th Quarter 2021 Highlights
Net income of $15.2 million, as compared to a net income of $7.6 million in the same period of 2020.
Non-GAAP adjusted net income attributable to Pangaea Logistics Solutions Ltd. of $24.9 million, as compared to $6.2 million for the same period of 2020.
Adjusted Earnings per share of $0.56, as compared to $0.14 for the same period of 2020.
Income from operations of $30.8 million, up from $8.3 million for December 31, 2020.
Diluted net income per share were $0.34 as compared to $0.17 for the three months ended December 31, 2020.
Pangaea's TCE rates were $32,563 for the three months ended December 31, 2021 and $14,640 for the three months ended December 31, 2020, a 122% increase, giving the Company an overall average premium over market rates of $4,459 or 16%.
Adjusted EBITDA of $38.0 million for the fourth quarter of 2021 versus $12.9 million for the same period in 2020.

2021 Highlights

Net income attributable to Pangaea Logistics Solutions Ltd. of $67.2 million, as compared to $11.4 million for the year ended December 31, 2020,
Non-GAAP adjusted Net Income attributable to Pangaea Logistics Solutions Ltd. of $63.3 million, as compared to $14.0 million for the year ended December 31, 2020.
Income from operations of $78.9 million, up from $19.7 million for 2020.
Earnings per share of $1.50 as compared to $0.26 for the year ended December 31, 2020.
Adjusted earnings per share of $1.41, as compared to $0.32 for the year ended December 31, 2020.
Cash flow from operations of $61.7 million, compared to $20.8 million for the prior year.
Pangaea's TCE rates increased 102% to $25,056 from $12,433 in 2020.
Adjusted EBITDA of $105.1 million for the year ended December 31, 2021 versus $42.6 million for the same period in 2020.
At December 31, 2021, Pangaea had $56.2 million in cash and cash equivalents.

Mark Filanowski, Pangaea's Chief Executive Officer, commented;

"It really was a banner year in 2021 for Pangaea’s performance. Our revenues and income reached new records. With our fleet renewal well underway, and timely deliveries of newbuilding vessels, we have remade our fleet profile and strengthened our balance sheet. We are a substantial company in a dynamic industry, our business plans are becoming more focused and sustainable, and we are supported by extremely talented, experienced, and dedicated people serving customers who appreciate our targeted, but wide array of ocean transportation and cargo services. In addition to increased earnings and cash flow from a larger fleet and stronger freight markets, our entire fleet has seen a significant increases in fair market value. It was a year that Ed Coll, our late CEO, would be extremely proud of."

Mr. Filanowski continued, "This year we were pleased to see recent key growth initiatives begin to return value. We had the first full year of additional profits from the acquisition of a one-third interest in our panamax joint venture from our partner, increasing Pangaea’s net income by over $5.3 million for 2021. We took delivery of four new 95,000 dwt Ice 1A ships, which will add over 1,400 annual shipping days fleet capacity next year in a profitable niche business, with 33% revenue coverage under a ten year contract. We purchase four second hand vessels during the year, adding more owned ship days capacity, better vessel efficiencies and emissions, valuation increases, and longer life. And the establishment of our Sabine Pass, Texas port facility, and expanded port and terminal business relationships along other parts of the U.S. coasts."

"Looking ahead, 2022 has started out well for us but also presents a new set of challenges to which we are reacting. Rapidly changing sanctions imposed by the European Union and the United States, and a general market movement away from “Russian” cargo, changed trading patterns overnight. Only time will tell us what the long term impact will be on demand for commodities exported from Russia or Ukraine, and the impact on dry bulk ton miles. In the short term, to comply with



sanctions, we have refocused some of our commercial efforts away from certain loading areas, and we have rearranged our technical management contracts on part of our fleet. We think the market will present many opportunities for us as it adjusts."

Results for the three months and year ended December 31, 2021
Total revenue was $234.6 million for the three months ended December 31, 2021, compared with $112.9 million for the three months ended December 31, 2020. The 108% increase in revenues was mainly attributable to the increase in the average TCE rates achieved by our vessels during the fourth quarter of 2021 compared to the same period in 2020.

Time Charter Equivalent rate (TCE) was $32,563 per day for the three months ended December 31, 2021, compared to an average of $14,640 per day for the same period in 2020. The achieved premium over the average market increased to $4,459 per day or 16% for the three months ended December 31, 2021.

Total revenue was $718.1 million for the year ended December 31, 2021, compared with $382.9 million for the year ended December 31, 2020. The 88% increase in revenues was mainly attributable to the increase in the average TCE rates achieved by our vessels in 2021 compared to the same period in 2020.

The average TCE rate achieved was $25,056 per day for the year ended December 31, 2021, compared to an average of $12,433 per day for the year ended December 31, 2020. The Baltic Dry Index (“BDI”), a measure of dry bulk market performance, averaged 2,956 for 2021, up from an average of 1,085 for 2020. The Company's average TCE rates increased 102% in 2021 over the average for 2020.

Liquidity and Cash Flows
Cash, cash equivalents and restricted cash were $56.2 million as of December 31, 2021, compared to $48.4 million on December 31, 2020.
At December 31, 2021 and December 31, 2020, the Company had working capital of $72.2 million and $0.5 million, respectively. This increase was primarily due to the refinancing of Bulk Nordic Odin, Bulk Nordic Olympic, Bulk Nordic Oshima, and Bulk Nordic Oasis Loan Agreements in 2021. The increase in working capital is also due to an increase in accounts receivable due to increased revenue in 2021.
For the twelve months ended December 31, 2021, the Company’s net cash provided by operating activities was $61.7 million, compared to $20.8 million for the twelve months ended December 31, 2020.
For the twelve months ended December 31, 2021 and 2020, net cash used in investing activities was $197.8 million and $6.9 million, respectively. These changes reflect the Company’s acquisition of seven vessels which includes three second hand vessels and four new-build ice class post panamax vessels.
For the twelve months ended December 31, 2021, net cash provided by financing activities was $143.9 million compared to net cash used in financing activities of $18.6 million for the same period of 2020. During the twelve months ended December 31, 2021, the Company received $220.3 million in proceeds from long-term debt and finance leases and $9.2 million in proceeds from non-controlling interest recorded as a long-term liability. The Company repaid $62.0 million of long term debt, $9.9 million of finance leases and $2.5 million of other long term liabilities. The Company also paid $5.5 million of common stock cash dividends and $3.3 million cash dividends to non-controlling interests.
Subsequent Events
In November 2021 the Company entered into a memorandum of agreement to purchase a Panamax vessel to add to its operating fleet for $19.9 million. The vessel was delivered to the Company on February 17, 2022 and renamed the m/v Bulk Concord.
As previously announced the Company declared a $0.05 per share dividend which was paid to shareholders on March 15, 2022 to shareholders of record on March 1, 2022.
Conference Call Details
The Company’s management team will host a conference call to discuss the Company’s financial results on March 17, 2022 at 8:00 a.m., Eastern Time (ET). To access the conference call, please dial (866) 518-6930 (domestic) or (203) 518-9797 (international) approximately ten minutes before the teleconference's scheduled start time and reference ID PANLQ421.



A supplemental slide presentation will accompany this quarter’s conference call and can be found attached to the Current Report on Form 8-K that the Company filed concurrently with this press release. This document will be available at http://www.pangaeals.com/company-filings or at sec.gov.
A recording of the call will also be available for one week following the teleconference and will be accessible by calling 888-225-1540 (domestic) or 402-220-4973 (international) and referencing ID PANLQ421.



Pangaea Logistics Solutions Ltd.
Consolidated Statements of Operations

 Three months ended December 31,Twelve months ended December 31,
 2021202020212020
(unaudited)(unaudited)
Revenues:  
Voyage revenue$202,503,619 $98,236,752 $614,482,101 $349,738,153 
Charter revenue32,054,642 14,616,574 103,622,287 33,157,838 
Total revenue234,558,261 112,853,326 718,104,388 382,895,991 
Expenses:
Voyage expense65,265,750 41,598,040 219,623,127 161,881,133 
Charter hire expense114,992,408 45,270,313 334,952,823 127,769,042 
Vessel operating expenses12,693,076 9,088,496 42,715,496 38,047,308 
General and administrative4,289,733 4,357,441 18,966,488 15,915,035 
Depreciation and amortization6,522,946 4,237,011 22,974,249 17,055,271 
Loss on impairment of vessels —  1,801,039 
   Loss on sale of vessels 25,000  730,065 
Total expenses203,763,913 104,576,301 639,232,183 363,198,893 
Income from operations30,794,348 8,277,025 78,872,205 19,697,098 
Other (expense) income:
Interest expense, net(3,334,804)(1,684,574)(10,329,397)(7,653,512)
Interest expense, non-controlling interest(409,254)(73,141)(1,184,741)(177,802)
Unrealized (loss) gain on derivative instruments(9,784,274)1,374,856 3,886,201 (156,019)
Other income (expense)327,693 (14,389)1,129,436 982,345 
Total other expense, net(13,200,639)(397,248)(6,498,501)(7,004,988)
Net income17,593,709 7,879,777 72,373,704 12,692,110 
Income attributable to noncontrolling interests(2,443,553)(289,643)(5,146,871)(1,339,930)
Net income attributable to Pangaea Logistics Solutions Ltd.$15,150,156 $7,590,134 $67,226,833 $11,352,180 
Earnings per common share:
Basic$0.34 $0.17 $1.53 $0.26 
Diluted$0.34 $0.17 $1.50 $0.26 
Weighted average shares used to compute earnings per common share    
Basic44,004,980 43,489,698 43,997,311 43,417,879 
Diluted44,689,309 44,337,242 44,848,997 43,817,348 




Pangaea Logistics Solutions Ltd.
Consolidated Balance Sheets

December 31, 2021December 31, 2020
Assets  
Current Assets  
Cash and cash equivalents$56,208,902 $46,897,216 
Restricted cash  1,500,000 
Accounts receivable (net of allowance of $1,990,459 and $1,896,038 at December 31, 2021 and 2020, respectively)54,259,265 29,152,153 
Bunker inventory27,147,760 15,966,247 
Advance hire, prepaid expenses and other current assets46,347,687 17,826,153 
Total current assets183,963,614 111,341,769 
Fixed assets, net471,912,810 276,741,751 
Advances for vessel purchases1,990,000 — 
Investment in newbuildings in-process 15,390,635 
Finance lease right of use assets, net45,195,759 45,240,198 
Other Non-current Assets3,961,823 1,689,792 
Total assets$707,024,006 $450,404,145 
Liabilities and stockholders' equity  
Current liabilities  
Accounts payable, accrued expenses and other current liabilities$49,154,439 $32,400,288 
Related party notes payable242,852 242,852 
Deferred revenue32,205,312 12,799,561 
Current portion of long-term debt15,443,115 57,382,674 
Current portion of finance lease liabilities14,479,803 6,978,192 
Dividends payable213,765 1,005,763 
Total current liabilities111,739,286 110,809,330 
Secured long-term debt, net105,836,797 44,507,708 
Finance lease liabilities170,959,553 50,520,294 
Long-term liabilities - other17,806,976 10,135,408 
Stockholders' equity:  
Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding — 
Common stock, $0.0001 par value, 100,000,000 shares authorized, 45,617,840 and 45,447,751 shares issued and outstanding at December 31, 2021 and 2020, respectively4,562 4,545 
Additional paid-in capital161,534,280 159,581,415 
Retained Earnings85,663,375 23,179,805 
Total Pangaea Logistics Solutions Ltd. equity247,202,217 182,765,765 
Non-controlling interests53,479,177 51,665,640 
Total stockholders' equity300,681,394 234,431,405 
Total liabilities and stockholders' equity$707,024,006 $450,404,145 




Pangaea Logistics Solutions Ltd.
Consolidated Statements of Cash Flows
 Years ended December 31,
 20212020
Operating activities  
Net income$72,373,704 $12,692,110 
Adjustments to reconcile net income to net cash provided by operations:  
Depreciation and amortization expense22,974,249 17,055,271 
Amortization of deferred financing costs920,995 662,440 
Amortization of prepaid rent115,256 122,272 
Unrealized (gain) loss on derivative instruments(3,886,201)156,019 
Income from equity method investee(1,129,436)(1,083,142)
Earnings attributable to non-controlling interest recorded as interest expense1,184,741 177,802 
Provision for doubtful accounts1,559,378 152,416 
Loss on impairment of vessels 1,801,039 
Loss on sales of vessels 730,065 
Drydocking costs(8,075,813)(5,858,960)
Share-based compensation2,102,897 2,314,940 
Change in operating assets and liabilities:
Accounts receivable(26,666,490)(995,167)
Bunker inventory(11,181,513)5,034,763 
Advance hire, prepaid expenses and other current assets(24,935,427)338,022 
Accounts payable, accrued expenses and other current liabilities16,983,215 (10,887,555)
Deferred revenue19,405,751 (1,576,833)
Net cash provided by operating activities61,745,306 20,835,502 
Investing activities  
Purchase of vessels and vessel improvements(194,620,582)(2,892,776)
Proceeds from sale of vessels 11,666,507 
Acquisition of non-controlling interest (15,000,000)
Advances for Vessel Purchases / Investment in newbuildings in-process(1,990,000)(33,446)
Purchase of equipment and internal use software(42,963)— 
Contributions to non-consolidated subsidiaries(1,138,835)— 
Purchase of derivative instrument (628,000)
Net cash used in investing activities(197,792,380)(6,887,715)
Financing activities  
Proceeds from long-term debt79,150,000 18,000,000 
Payments of financing and issuance costs(2,046,450)(421,775)
Payments of long-term debt(61,960,469)(22,990,674)
Proceeds from finance leases141,166,978 — 
Payments on finance lease obligation(9,919,514)(12,548,938)
Payments on other long-term liability(2,500,000)— 
Dividends paid to non-controlling interests(3,333,334)— 
Common stock accrued dividends paid(5,535,261)(535,153)
Cash paid for incentive compensation shares relinquished(150,015)(238,364)
Contributions from non-controlling interests9,182,423 322,750 
Payments to non-controlling interest recorded as long-term liability(195,598)(193,508)
Net cash provided by (used in) financing activities143,858,760 (18,605,662)
Net increase (decrease) in cash, cash equivalents and restricted cash7,811,686 (4,657,875)
Cash, cash equivalents and restricted cash at beginning of period48,397,216 53,055,091 
Cash, cash equivalents and restricted cash at end of period$56,208,902 $48,397,216 
Supplemental cash flow items:
Cash paid for interest$9,088,684 $7,149,210 
Supplemental non-cash investing and financing Information:
Deferred consideration related to acquisition of non-controlling interest$ $7,500,000 





Pangaea Logistics Solutions Ltd.
Reconciliation of Non-GAAP Measures
(unaudited)

For the three months endedFor the twelve months ended
December 31, 2021December 31, 2020December 31, 2021December 31, 2020
(unaudited)(unaudited)
Net Transportation and Service Revenue (1)
Gross Profit$35,102,473 $12,691,168 $97,938,881 $38,270,047 
Add:
Vessel Depreciation and amortization6,504,554 4,205,309 22,874,061 16,928,461 
Net transportation and service revenue$41,607,027 $16,896,477 $120,812,942 $55,198,508 
Adjusted EBITDA
Net Income$17,593,709 $7,879,777 $72,373,704 $12,692,110 
Interest expense, net3,744,058 1,757,715 11,514,138 7,831,314 
Depreciation and amortization6,522,946 4,237,011 22,974,249 17,055,271 
EBITDA27,860,713 13,874,503 106,862,091 37,578,695 
Non-GAAP Adjustment
Loss on impairment of vessels —  1,801,039 
Loss on sale of vessels 25,000  730,065 
Share-based compensation367,939 399,752 2,102,897 2,314,940 
Unrealized loss (gain) on derivative instruments, net9,784,274 (1,374,856)(3,886,201)156,019 
Adjusted EBITDA$38,012,926 $12,924,399 $105,078,787 $42,580,758 
Earnings Per Common Share
Net income attributable to Pangaea Logistics Solutions Ltd.$15,150,156 $7,590,134 $67,226,833 $11,352,180 
Weighted average number of common shares - basic44,004,980 43,489,698 43,997,311 43,417,879 
Weighted average number of common shares - diluted44,689,309 44,337,242 44,848,997 43,817,348 
Earnings per common share - basic$0.34 $0.17 $1.53 $0.26 
Earnings per common share - diluted$0.34 $0.17 $1.50 $0.26 
Adjusted EPS
Net income attributable to Pangaea Logistics Solutions Ltd.$15,150,156 $7,590,134 $67,226,833 $11,352,180 
Non-GAAP
Add:
Loss on impairment of vessels —  1,801,039 
Loss on sale of vessels 25,000  730,065 
Unrealized (loss) gain on derivative instruments(9,784,274)1,374,856 3,886,201 (156,019)
Non-GAAP adjusted net income attributable to Pangaea Logistics Solutions Ltd.$24,934,430 $6,240,278 $63,340,632 $14,039,303 
Weighted average number of common shares - basic44,004,980 43,489,698 43,997,311 43,417,879 
Weighted average number of common shares - diluted44,689,309 44,337,242 44,848,997 43,817,348 
Adjusted EPS - basic$0.57 $0.14 $1.44 $0.32 
Adjusted EPS - diluted$0.56 $0.14 $1.41 $0.32 




INFORMATION ABOUT NON-GAAP FINANCIAL MEASURES. As used herein, “GAAP” refers to accounting principles generally accepted in the United States of America. To supplement our consolidated financial statements prepared and presented in accordance with GAAP, this earnings release discusses non-GAAP financial measures, including non-GAAP net revenue, non-GAAP adjusted EBITDA and non-GAAP Adjusted EPS. These are considered non-GAAP financial measures as defined in Rule 101 of Regulation G promulgated by the Securities and Exchange Commission. Generally, a non-GAAP financial measure is a numerical measure of a company’s historical or future performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use non-GAAP financial measures for internal financial and operational decision making purposes and as a means to evaluate period-to-period comparisons of the performance and results of operations of our core business. Our management believes that non-GAAP financial measures provide meaningful supplemental information regarding the performance of our core business by excluding charges that are not incurred in the normal course of business. Non-GAAP financial measures also facilitate management's internal planning and comparisons to our historical performance and liquidity. We believe certain non-GAAP financial measures are useful to investors as they allow for greater transparency with respect to key metrics used by management in its financial and operational decision making and are used by our institutional investors and the analyst community to help them analyze the performance and operational results of our core business.

Gross Profit. Gross profit represents total revenue less net transportation and service revenue and less vessel depreciation and amortization.

Net transportation and service revenue. Net transportation and service revenue represents total revenue less the total direct costs of transportation and services, which includes charter hire, voyage and vessel operating expenses. Net transportation and service revenue is included because it is used by management and certain investors to measure performance by comparison to other logistic service providers. Net transportation and service revenue is not an item recognized by the generally accepted accounting principles in the United States of America, or U.S. GAAP, and should not be considered as an alternative to net income, operating income, or any other indicator of a company's operating performance required by U.S. GAAP. Pangaea’s definition of net transportation and service revenue used here may not be comparable to an operating measure used by other companies.

Adjusted EBITDA and adjusted EPS. Adjusted EBITDA represents net income (or loss), determined in accordance with U.S. GAAP, excluding interest expense, income taxes, depreciation and amortization, loss on sale and leaseback of vessels, share-based compensation and other non-operating income and/or expense, if any. Earnings per share represents net income divided by the weighted average number of common shares outstanding. Adjusted earnings per share represents net income attributable to Pangaea Logistics Solutions Ltd. plus, when applicable, loss on sale of vessel, loss on sale and leaseback of vessel, loss on impairment of vessel, unrealized gains and losses on derivative instruments, and certain non-recurring charges, divided by the weighted average number of shares of common stock.

There are limitations related to the use of net revenue versus income from operations, adjusted EBITDA versus income from operations, and adjusted EPS versus EPS calculated in accordance with GAAP. In particular, Pangaea’s definition of adjusted EBITDA used here are not comparable to EBITDA.

The table set forth above provides a reconciliation of the non-GAAP financial measures presented to the most directly comparable financial measures prepared in accordance with GAAP.

About Pangaea Logistics Solutions Ltd.

Pangaea Logistics Solutions Ltd. (NASDAQ: PANL) provides logistics services to a broad base of industrial customers who require the transportation of a wide variety of dry bulk cargoes, including grains, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite, and limestone. The Company addresses the transportation needs of its customers with a comprehensive set of services and activities, including cargo loading, cargo discharge, vessel chartering, and voyage planning. Learn more at www.pangaeals.com.




Investor Relations Contacts
Gianni Del SignoreEmily Blum
Chief Financial OfficerProsek Partners
401-846-7790973-464-5240
Investors@pangaeals.comeblum@prosek.com


Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These forward-looking statements are based on our current expectations and beliefs and are subject to a number of risk factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The Company disclaims any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise, except as required by law. Such risks and uncertainties include, without limitation, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk shipping capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors, as well as other risks that have been included in filings with the Securities and Exchange Commission, all of which are available at www.sec.gov.