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Published: 2021-07-28 06:51:54 ET
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EX-99.2 3 exh_992.htm EXHIBIT 99.2

Exhibit 99.2

 

 

Financial Report

 

Results of Operations

 

Three-month period ended June 30, 2021 compared to the three-month period ended June 30, 2020

 

During the three-month periods ended June 30, 2021 and 2020, we had an average of 71.5 and 60.0 vessels, respectively, in our fleet.

 

In the three-month period ended June 30, 2021, we accepted delivery of the newbuild container vessel YM Tiptop with a TEU capacity of 12,690, the secondhand container vessels Androusa, Norfolk, Porto Cheli, Porto Kagio and Porto Germeno with an aggregate TEU capacity of 26,705 and we sold the container vessel Prosper with a TEU capacity of 1,504.

 

Furthermore, in the three-month period ended June 30, 2021, we acquired all of the equity interest of sixteen companies (which owned or had committed to acquire dry bulk vessels) owned by our Chairman and Chief Executive Officer, Konstantinos Konstantakopoulos. We agreed to acquire these companies from Mr. Konstantakopoulos at cost with no mark-up or premium payable to Mr. Konstantakopoulos or his affiliated entities. Mr. Konstantakopoulos will not receive a profit as a result of the acquisition. Three of the dry bulk vessels that were part of the acquisition, the Builder, Pegasus and Adventure (with an aggregate DWT of 171,997), were delivered to us during the three-month period ended June 30, 2021.

 

In the three-month periods ended June 30, 2021 and 2020, our fleet ownership days totaled 6,509 and 5,460 days, respectively. Ownership days are one of the primary drivers of voyage revenue and vessels’ operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.

 

Consolidated Financial Results and vessels’ operational data (1)

 

(Expressed in millions of U.S. dollars, except percentages)  Three-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
Voyage revenue  $111.9   $166.8   $54.9    49.1%
Voyage expenses   (1.6)   (2.0)   0.4    25.0%
Voyage expenses – related parties   (1.5)   (2.4)   0.9    60.0%
Vessels’ operating expenses   (26.9)   (37.8)   10.9    40.5%
General and administrative expenses   (2.4)   (1.7)   (0.7)   (29.2%)
Management fees – related parties   (5.2)   (6.3)   1.1    21.2%
General and administrative expenses - non-cash component   (0.8)   (1.8)   1.0    125.0%
Amortization of dry-docking and special survey costs   (2.3)   (2.5)   0.2    8.7%
Depreciation   (27.6)   (31.6)   4.0    14.5%
Loss on vessels held for sale   (79.0)   -    (79.0)   n.m. 
Vessel’s impairment loss   (28.5)   -    (28.5)   n.m. 
Gain on sale / disposal of vessels   -    1.7    1.7    n.m. 
Foreign exchange losses   (0.1)   -    (0.1)   n.m. 
Interest income   0.5    1.1    0.6    120.0%
Interest and finance costs   (16.9)   (20.4)   3.5    20.7%
Change in fair value measurement of equity securities   -    25.1    25.1    n.m. 
Income from equity method investments   4.1    1.0    (3.1)   (75.6%)
Other   (0.1)   1.3    1.4    n.m. 
Gain on derivative instruments   0.2    0.1    (0.1)   (50.0%)
Net Income / (Loss)  $(76.2)  $90.6           

 

(Expressed in millions of U.S. dollars, except percentages)  Three-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
Voyage revenue  $111.9   $166.8   $54.9    49.1%
Accrued charter revenue   7.0    1.1    (5.9)   (84.3%)
Amortization of time charter assumed   0.1    (0.3)   (0.4)   n.m. 
Voyage revenue adjusted on a cash basis (2)  $119.0   $167.6   $48.6    40.8%

 

 1 

 

Vessels’ operational data  Three-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
             
Average number of vessels   60.0    71.5    11.5    19.2%
Ownership days   5,460    6,509    1,049    19.2%
Number of vessels under dry-docking   1    6    5      

 

 

Segmental Financial Summary (1)

 

Three-month period ended June 30, 2021
   Container vessels  Dry bulk vessels  Other  Total
             
Voyage revenue  $165.9   $0.9   $-   $166.8 
Voyage expenses   (1.9)   (0.1)   -    (2.0)
Voyage expenses – related parties   (2.4)   -    -    (2.4)
Vessels’ operating expenses   (37.6)   (0.2)   -    (37.8)
General and administrative expenses   (1.7)   -    -    (1.7)
Management fees – related parties   (6.3)   -    -    (6.3)
General and administrative expenses - non-cash component   (1.8)   -    -    (1.8)
Amortization of dry-docking and special survey costs   (2.5)   -    -    (2.5)
Depreciation   (31.5)   (0.1)   -    (31.6)
Gain on sale / disposal of vessels   1.7    -    -    1.7 
Interest income   1.1    -    -    1.1 
Interest and finance costs   (20.4)   -    -    (20.4)
Change in fair value measurement of equity securities   -    -    25.1    25.1 
Income from equity method investments   -    -    1.0    1.0 
Other   1.3    -    -    1.3 
Gain on derivative instruments   0.1    -    -    0.1 
Net Income  $64.0   $0.5   $26.1   $90.6 

 

(1) The results of dry bulk vessels are included from June 14, 2021. Prior to that, our results were attributable to container vessels only.

(2) Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles (“GAAP”). Refer to “Financial Summary” below for the reconciliation of Voyage revenue adjusted on a cash basis.

 

Voyage Revenue

 

Voyage revenue increased by 49.1%, or $54.9 million, to $166.8 million during the three-month period ended June 30, 2021, from $111.9 million during the three-month period ended June 30, 2020. The increase is mainly attributable to (i) revenue earned by five container vessels acquired during the third and fourth quarter of 2020 and fifteen container vessels and three dry bulk vessels acquired during the first half of 2021 and (ii) to increased charter rates in certain of our container vessels; partly off-set by revenue not earned by four container vessels sold during the second half of 2020 and two container vessels sold during the first half of 2021.

 

Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”) increased by 40.8%, or $48.6 million, to $167.6 million during the three-month period ended June 30, 2021, from $119.0 million during the three-month period ended June 30, 2020. Accrued charter revenue for the three-month periods ended June 30, 2021 and 2020 was a positive amount of $1.1 million and $7.0 million, respectively.

 

 2 

 

Voyage Expenses

 

Voyage expenses were $2.0 million and $1.6 million for the three-month periods ended June 30, 2021 and 2020, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, primarily related to fuel consumption and (ii) third party commissions.

 

Voyage Expenses – related parties

 

Voyage expenses – related parties were $2.4 million and $1.5 million for the three-month periods ended June 30, 2021 and 2020, respectively. Voyage expenses – related parties represent (i) fees of 1.25% in the aggregate on voyage revenues charged by a related manager and a service provider and (ii) charter brokerage fees (in respect of our container vessels) payable to two related charter brokerage companies for an amount of approximately $0.3 million and $0.1 million, in the aggregate, for the three-month periods ended June 30, 2021 and 2020, respectively.

 

Vessels’ Operating Expenses

 

Vessels’ operating expenses, which also include the realized gain under derivative contracts entered into in relation to foreign currency exposure, were $37.8 million and $26.9 million during the three-month periods ended June 30, 2021 and 2020, respectively. Daily vessels’ operating expenses were $5,811 and $4,925 for the three-month periods ended June 30, 2021 and 2020, respectively. Daily operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.

 

General and Administrative Expenses

 

General and administrative expenses were $1.7 million and $2.4 million during the three-month periods ended June 30, 2021 and 2020, respectively, and both include $0.63 million paid to a related manager.

 

Management Fees – related parties

 

Management fees paid to our related party managers were $6.3 million and $5.2 million during the three-month periods ended June 30, 2021 and 2020, respectively.

 

General and Administrative Expenses - non-cash component

 

General and administrative expenses - non-cash component for the three-month period ended June 30, 2021 amounted to $1.8 million, representing the value of the shares issued to a related party manager on June 30, 2021. General and administrative expenses - non-cash component for the three-month period ended June 30, 2020 amounted to $0.8 million, representing the value of the shares issued to a related party manager on June 30, 2020.

 

Amortization of Dry-Docking and Special Survey

 

Amortization of deferred dry-docking and special survey costs was $2.5 million and $2.3 million during the three-month periods ended June 30, 2021 and 2020, respectively. During the three-month period ended June 30, 2021, five vessels underwent and completed their special survey and one vessel was in the process of completing its special survey. During the three-month period ended June 30, 2020, one vessel underwent and completed its special survey.

 

Depreciation

 

Depreciation expense for the three-month periods ended June 30, 2021 and 2020 was $31.6 million and $27.6 million, respectively.

 

Gain on Sale / Disposal of Vessels

 

During the three-month period ended June 30, 2021, we recorded a gain of $1.7 million from the sale of the container vessel Prosper, which was classified as vessel held for sale as at March 31, 2021.

 3 

 

Loss on Vessels Held for Sale

 

During the three-month period ended June 30, 2021, the container vessels Zim New York, and Zim Shanghai were classified as vessels held for sale and the container vessel Venetiko continues to be classified as vessel held for sale (initially classified as vessel held for sale as of March 31, 2021). No loss on vessels held for sale was recorded during the second quarter of 2021, since each vessel’s estimated market value exceeded each vessel’s carrying value. During the three-month period ended June 30, 2020, we recorded a loss of $78.7 million on the container vessels Kokura, Kawasaki and Singapore Express that were classified as vessels held for sale as at June 30, 2020, and an additional loss of $0.3 million on the container vessel Zagora that was classified as vessel held for sale as at December 31, 2019, representing the expected loss from their sale during the next twelve-month period.

 

Vessels’ impairment loss

 

During the three-month period ended June 30, 2021, no impairment loss was recorded. During the three-month period ended June 30, 2020, we recorded an impairment loss in relation to two of our container vessels in the amount of $28.5 million, in the aggregate.

 

Interest Income

 

Interest income amounted to $1.1 million and $0.5 million for the three-month periods ended June 30, 2021 and 2020, respectively.

 

Interest and Finance Costs

 

Interest and finance costs were $20.4 million and $16.9 million during the three-month periods ended June 30, 2021 and 2020, respectively. The increase is mainly attributable to the increased average loan balances during the three-month period ended June 30, 2021 compared to the three-month period ended June 30, 2020; partly off-set by decreased financing cost during the three-month period ended June 30, 2021 compared to the three-month period ended June 30, 2020.

 

Change in Fair Value of Equity securities

 

Change in fair value of equity securities of $25.1 million for the three-month period ended June 30, 2021, represents the difference between the aggregate fair value of 1,221,800 ordinary shares of ZIM that we own as at June 30, 2021 compared to the fair value of such shares as of March 31, 2021. ZIM completed its initial public offering and listing on the New York Stock Exchange of its ordinary shares on January 27, 2021.

 

Income from Equity Method Investments

 

During the three-month period ended June 30, 2021, we recorded an income from equity method investments of $1.0 million representing our share of the income in jointly owned companies pursuant to the Framework Deed dated May 15, 2013, as amended and restated (the “Framework Deed”), with York. Since late March 2021, we have held 100% of the equity interest in five previously jointly owned companies with York, and since then these five companies are consolidated in our consolidated financial statements. As of June 30, 2021, six companies are jointly owned with York (of which, five companies currently own container vessels). During the three-month period ended June 30, 2020, we recorded an income from equity method investments of $4.1 million relating to investments under the Framework Deed.

 

Loss on Derivative Instruments

 

The fair value of our ten interest rate derivative instruments and our two cross currency rate swaps which were outstanding as of June 30, 2021 equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2021, the fair value of these ten interest rate derivative instruments and two cross currency rate swaps, in aggregate, amounted to a liability of $11.7 million. The change in the fair value of the interest rate derivative instruments and cross currency rate swaps that qualified for hedge accounting is recorded in “Other Comprehensive Income” (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item while the change in the fair value of the interest rate derivatives, representing hedge components excluded from the assessment of effectiveness are recognized currently in earnings and are presented in Gain/(Loss) on Derivative Instruments. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in Gain/(Loss) on Derivative Instruments. For the three-month period ended June 30, 2021, a loss of $3.9 million has been included in OCI and a loss of $0.1 million has been included in Loss on derivative instruments in the consolidated statement of income, resulting from the fair market value change of the interest rate derivative instruments during the three-month period ended June 30, 2021.

 

 4 

 

Cash Flows

 

Three-month periods ended June 30, 2021 and 2020

 

Condensed cash flows  Three-month period ended June 30,
(Expressed in millions of U.S. dollars)  2020  2021
Net Cash Provided by Operating Activities  $71.5   $104.0 
Net Cash Used in Investing Activities  $(3.1)  $(195.1)
Net Cash Provided by / (Used in) Financing Activities  $(104.7)  $204.2 

 

Net Cash Provided by Operating Activities

 

Net cash flows provided by operating activities for the three-month period ended June 30, 2021, increased by $32.5 million to $104.0 million, from $71.5 million for the three-month period ended June 30, 2020. The increase is mainly attributable to increased cash from operations of $48.6 million, to the favorable change in working capital position, excluding the current portion of long-term debt and the accrued charter revenue (representing the difference between cash received in that period and revenue recognized on a straight-line basis) of $10.3 million; partly off by increased payments for interest (including swap payments) of $2.4 million during the three-month period ended June 30, 2021 compared to the three-month period ended June 30, 2020 and by increased special survey costs of $5.0 million during the three-month period ended June 30, 2021 compared to the three-month period ended June 30, 2020.

 

Net Cash Used in Investing Activities

 

Net cash used in investing activities was $195.1 million in the three-month period ended June 30, 2021, which mainly consisted of (i) net payments for the acquisition of the 51% equity interest in one company, previously jointly owned with York pursuant to the Framework Deed, (ii) payments for the delivery of one newbuild container vessel, four secondhand container vessels and one dry bulk vessel, (iii) advance payments for the acquisition of twelve secondhand dry bulk vessels and (iv) payments for upgrades for certain of our vessels; partly off-set by proceeds we received from the sale of one vessel.

 

Net cash used in investing activities was $3.1 million in the three-month period ended June 30, 2020, which mainly consisted of payments for upgrades for certain of our container vessels; partly off-set by return of capital we received from nine entities jointly owned with York pursuant to the Framework Deed and advance payments we received from the sale of two container vessels that were classified as vessels held for sale as at June 30, 2020.

 

Net Cash Provided by / (Used in) Financing Activities

 

Net cash provided by financing activities was $204.2 million in the three-month period ended June 30, 2021, which mainly consisted of (a) $227.8 million net proceeds relating to our debt financing agreements (including proceeds we received from the issuance of €100.0 million unsecured bond on the Athens Exchange), (b) $9.4 million we paid for dividends to holders of our common stock for the first quarter of 2021 and (c) $0.9 million we paid for dividends to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock (“Series B Preferred Stock”), $2.1 million we paid for dividends to holders of our 8.500% Series C Cumulative Redeemable Perpetual Preferred Stock (“Series C Preferred Stock”), $2.2 million we paid for dividends to holders of our 8.75% Series D Cumulative Redeemable Perpetual Preferred Stock (“Series D Preferred Stock”) and $2.5 million we paid for dividends to holders of our 8.875% Series E Cumulative Redeemable Perpetual Preferred Stock (“Series E Preferred Stock”) for the period from January 15, 2021 to April 14, 2021.

 

 5 

 

Net cash used in financing activities was $104.7 million in the three-month period ended June 30, 2020, which mainly consisted of (a) $85.9 million net payments relating to our debt financing agreements, (b) $9.1 million we paid for dividends to holders of our common stock for the first quarter of 2020 and (c) $0.9 million we paid for dividends to holders of our Series B Preferred Stock, $2.1 million we paid for dividends to holders of our Series C Preferred Stock, $2.2 million we paid for dividends to holders of our Series D Preferred Stock and $2.5 million we paid for dividends to holders of our Series E Preferred Stock for the period from January 15, 2020 to April 14, 2020.

 

Six-month period ended June 30, 2021 compared to the six-month period ended June 30, 2020

 

During the six-month periods ended June 30, 2021 and 2020, we had an average of 67.1 and 60.1 vessels, respectively, in our fleet.

 

In the six-month period ended June 30, 2021, (i) we accepted delivery of the newbuild container vessels YM Target and YM Tiptop with an aggregate TEU capacity of 25,380, the secondhand container vessels Aries, Argus, Glen Canyon, Androusa, Norfolk, Porto Cheli, Porto Kagio and Porto Germeno with an aggregate TEU capacity of 45,331 and we sold the container vessels Halifax Express and Prosper with an aggregate TEU capacity of 6,394 and (ii) we acquired (a) the 75% equity interest of York Capital Management in each of the 11,010 TEU container vessels Cape Kortia and Cape Sounio and (b) the 51% equity interest of York Capital Management in each of the 11,010 TEU container vessels Cape Tainaro, Cape Artemisio and Cape Akritas and as a result we obtained 100% of the equity interest in each of these five vessels.

 

Furthermore, in the six-month period ended June 30, 2021, we acquired all of the equity interest of sixteen companies (which owned or had committed to acquire dry bulk vessels) owned by our Chairman and Chief Executive Officer, Konstantinos Konstantakopoulos. We agreed to acquire these companies from Mr. Konstantakopoulos at cost with no mark-up or premium payable to Mr. Konstantakopoulos or his affiliated entities. Mr. Konstantakopoulos will not receive a profit as a result of the acquisition. Three of the dry bulk vessels that were part of the acquisition, the Builder, Pegasus and Adventure (with an aggregate DWT of 171,997), were delivered to us during the six-month period ended June 30, 2021.

 

In the six-month period ended June 30, 2020, we accepted delivery of the secondhand container vessel JPO Virgo with a TEU capacity of 4,258 and we sold the container vessel Neapolis with a TEU capacity of 1,645.

 

In the six-month periods ended June 30, 2021 and 2020, our fleet ownership days totaled 12,149 and 10,935 days, respectively. Ownership days are one of the primary drivers of voyage revenue and vessels’ operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.

 

Consolidated Financial Results and vessels’ operational data (1)

 

(Expressed in millions of U.S. dollars,
except percentages)
  Six-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
Voyage revenue  $233.3   $293.5   $60.2    25.8%
Voyage expenses   (4.1)   (3.1)   (1.0)   (24.4%)
Voyage expenses – related parties   (3.1)   (4.3)   1.2    38.7%
Vessels’ operating expenses   (54.8)   (69.6)   14.8    27.0%
General and administrative expenses   (3.8)   (3.7)   (0.1)   (2.6%)
Management fees – related parties   (10.5)   (11.8)   1.3    12.4%
General and administrative expenses - non-cash component   (1.5)   (3.2)   1.7    113.3%
Amortization of dry-docking and special survey costs   (4.5)   (4.8)   0.3    6.7%
Depreciation   (55.7)   (58.7)   3.0    5.4%
Gain on sale / disposal of vessels, net   -    1.4    1.4    n.m. 
Loss on vessels held for sale   (79.2)   -    (79.2)   n.m. 
Vessels’ impairment loss   (31.6)   -    (31.6)   n.m. 
Foreign exchange gains / (losses)   (0.2)   0.1    (0.3)   n.m. 
Interest income   1.2    1.5    0.3    25.0%
Interest and finance costs   (35.4)   (36.5)   1.1    3.1%
Fair value measurement of equity securities   -    51.1    51.1    n.m. 
Income from equity method investments   8.2    5.0    (3.2)   (39.0%)
Other   0.4    2.9    2.5    n.m. 
Loss on derivative instruments   (2.1)   (1.0)   (1.1)   (52.4%)
Net Income / (Loss)  $(43.4)  $158.8           

 

 6 

 

(Expressed in millions of U.S. dollars, except percentages)  Six-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
             
Voyage revenue  $233.3   $293.5   $60.2    25.8%
Accrued charter revenue   7.7    2.1    (5.6)   (72.7%)
Amortization of time charter assumed   0.1    (0.3)   (0.4)   n.m. 
Voyage revenue adjusted on a cash basis (2)  $241.1   $295.3   $54.2    22.5%

 

Vessels’ operational data  Six-month period
ended June 30,
     Percentage
   2020  2021  Change  Change
             
Average number of vessels   60.1    67.1    7.0    11.6%
Ownership days   10,935    12,149    1,214    11.1%
Number of vessels under dry-docking   7    9    2      

 

Segmental Financial Summary (1)

 

Six-month period ended June 30, 2021
   Container vessels  Dry bulk
vessels
  Other  Total
Voyage revenue  $292.6   $0.9   $-   $293.5 
Voyage expenses   (3.0)   (0.1)   -    (3.1)
Voyage expenses – related parties   (4.3)   -    -    (4.3)
Vessels’ operating expenses   (69.4)   (0.2)   -    (69.6)
General and administrative expenses   (3.7)   -    -    (3.7)
Management fees – related parties   (11.8)   -    -    (11.8)
General and administrative expenses - non-cash component   (3.2)   -    -    (3.2)
Amortization of dry-docking and special survey costs   (4.8)   -    -    (4.8)
Depreciation   (58.6)   (0.1)   -    (58.7)
Gain on sale / disposal of vessels   1.4    -    -    1.4 
Foreign exchange gains   0.1    -    -    0.1 
Interest income   1.5    -    -    1.5 
Interest and finance costs   (36.5)   -    -    (36.5)
Fair value measurement of equity securities   -    -    51.1    51.1 
Income from equity method investments   -    -    5.0    5.0 
Other   2.9    -    -    2.9 
Loss on derivative instruments   (1.0)   -    -    (1.0)
Net Income  $102.2   $0.5   $56.1   $158.8 

 

(1) The results of dry bulk vessels are included from June 14, 2021. Prior to that, our results were attributable to container vessels only.

(2) Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles (“GAAP”). Refer to “Financial Summary” below for the reconciliation of Voyage revenue adjusted on a cash basis.

 

 

 7 

 

Voyage Revenue

 

Voyage revenue increased by 25.8%, or $60.2 million, to $293.5 million during the six-month period ended June 30, 2021, from $233.3 million during the six-month period ended June 30, 2020. The increase is mainly attributable to (i) revenue earned by five container vessels acquired during the second half of 2020, fifteen container vessels and three dry bulk vessels acquired during the first half of 2021, (ii) to decreased idle days of our fleet during the first half of 2021 compared to the first half of 2020, (iii) to increased charter rates in certain of our container vessels during the first half of 2021 compared to the first half of 2020; partly off-set by revenue not earned by five container vessels sold during the year ended December 31, 2020 and two container vessels sold during the first half of 2021.

 

Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 22.5%, or $54.2 million, to $295.3 million during the six-month period ended June 30, 2021, from $241.1 million during the six-month period ended June 30, 2020. Accrued charter revenue for the six-month periods ended June 30, 2021 and 2020 was a positive amount of $2.1 million and $7.7 million, respectively.

 

Voyage Expenses

 

Voyage expenses were $3.1 million and $4.1 million for the six-month periods ended June 30, 2021 and 2020, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, primarily related to fuel consumption and (ii) third party commissions.

 

Voyage Expenses – related parties

 

Voyage expenses – related parties were $4.3 million and $3.1 million for the six-month periods ended June 30, 2021 and 2020, respectively. Voyage expenses – related parties represent (i) fees of 1.25% in the aggregate on voyage revenues charged by a related manager and a service provider and (ii) charter brokerage fees (in respect of our container vessels) payable to two related charter brokerage companies for an amount of approximately $0.6 million and $0.2 million, in the aggregate, for the six-month periods ended June 30, 2021 and 2020, respectively.

 

Vessels’ Operating Expenses

 

Vessels’ operating expenses, which also include the realized gain under derivative contracts entered into in relation to foreign currency exposure, were $69.6 million and $54.8 million during the six-month periods ended June 30, 2021 and 2020, respectively. Daily vessels’ operating expenses were $5,729 and $5,008 for the six-month periods ended June 30, 2021 and 2020, respectively. Daily operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.

 

General and Administrative Expenses

 

General and administrative expenses were $3.7 million and $3.8 million during the six-month periods ended June 30, 2021 and 2020, respectively, and both include $1.3 million paid to a related manager.

 

Management Fees – related parties

 

Management fees paid to our related party managers were $11.8 million and $10.5 million during the six-month periods ended June 30, 2021 and 2020, respectively.

 

General and Administrative Expenses - non-cash component

 

General and administrative expenses - non-cash component for the six-month period ended June 30, 2021 amounted to $3.2 million, representing the value of the shares issued to a related party manager on March 31, 2021 and on June 30, 2021. General and administrative expenses - non-cash component for the six-month period ended June 30, 2020 amounted to $1.5 million, representing the value of the shares issued to a related party manager on March 30, 2020 and June 30, 2020.

 8 

 

Amortization of Dry-Docking and Special Survey

 

Amortization of deferred dry-docking and special survey costs was $4.8 million and $4.5 million during the six-month periods ended June 30, 2021 and 2020, respectively. During the six-month period ended June 30, 2021, eight vessels underwent and completed their special survey and one vessel was in the process of completing its special survey. During the six-month period ended June 30, 2020, seven vessels underwent and completed their special survey.

 

Depreciation

 

Depreciation expense for the six-month periods ended June 30, 2021 and 2020 was $58.7 million and $55.7 million, respectively.

 

Gain on Sale / Disposal of Vessels, net

 

During the six-month period ended June 30, 2021, we recorded a net gain of $1.4 million from the sale of the container vessels Prosper and Halifax Express (asset held for sale as at December 31, 2020). During the six-month period ended June 30, 2020, we recorded a gain of $0.01 million from the sale of the container vessel Neapolis which was classified as asset held for sale as at December 31, 2019.

 

Loss on vessels held for sale

 

During the six-month period ended June 30, 2021, the container vessels Venetiko, Zim New York and Zim Shanghai were classified as vessels held for sale. No loss on vessels held for sale was recorded during the six-month period ended June 30, 2021 since each vessel’s estimated market value exceeded each vessel’s carrying value. During the six-month period ended June 30, 2020, we recorded a loss of $78.7 million on the container vessels Kokura, Kawasaki and Singapore Express that were classified as vessels held for sale as at June 30, 2020 and an additional loss of $0.5 million on the container vessel Zagora that was classified as vessel held for sale as at December 31, 2019, representing the expected loss from their sale during the next twelve-month period.

 

Vessels’ impairment loss

 

During the six-month period ended June 30, 2021 no impairment loss was recorded. During the six-month period ended June 30, 2020, we recorded an impairment loss in relation to five of our container vessels in the amount of $31.6 million, in the aggregate.

 

Interest Income

 

Interest income amounted to $1.5 million and $1.2 million for the six-month periods ended June 30, 2021 and 2020, respectively.

 

Interest and Finance Costs

 

Interest and finance costs were $36.5 million and $35.4 million during the six-month periods ended June 30, 2021 and 2020, respectively. The increase is mainly attributable to the increased average loan balances during the six-month period ended June 30, 2021 compared to the six-month period ended June 30, 2020; partly off-set by the decreased financing cost during the six-month period ended June 30, 2021 compared to the six-month period ended June 30, 2020.

 

Fair value measurement of equity securities

 

Fair value measurement of equity securities of $51.1 million for the six-month period ended June 30, 2021, represents the difference between the aggregate fair value of 1,221,800 ordinary shares of ZIM that we own as at June 30, 2021 of $54.9 million compared to the book value of these shares of $3.8 million as of December 31, 2020. ZIM completed its initial public offering and listing on the New York Stock Exchange of its ordinary shares on January 27, 2021.

 

 9 

 

Income from Equity Method Investments

 

During the six-month period ended June 30, 2021, we recorded an income from equity method investments of $5.0 million representing our share of the income in jointly owned companies pursuant to the Framework Deed dated May 15, 2013, as amended and restated (the “Framework Deed”), with York. Since late March 2021, we have held 100% of the equity interest in five previously jointly owned companies with York, and since then these five companies are consolidated in our consolidated financial statements. As of June 30, 2021, six companies are jointly owned with York (of which, five companies currently own container vessels). During the six-month period ended June 30, 2020, we recorded an income from equity method investments of $8.2 million relating to investments under the Framework Deed.

 

Loss on Derivative Instruments

 

The fair value of our ten interest rate derivative instruments and our two cross currency rate swaps which were outstanding as of June 30, 2021 equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2021, the fair value of these twelve interest rate derivative instruments, in aggregate, amounted to a liability of $11.7 million. The change in the fair value of the interest rate derivative instruments and cross currency rate swaps that qualified for hedge accounting is recorded in “Other Comprehensive Income” (“OCI”) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item while the change in the fair value of the interest rate derivatives representing hedge components excluded from the assessment of effectiveness are recognized currently in earnings and are presented in Gain/(Loss) on Derivative Instruments. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in Gain/(Loss) on Derivative Instruments. For the six-month period ended June 30, 2021, a loss of $1.0 million has been included in OCI and a loss of $0.2 million has been included in Loss on derivative instruments in the consolidated statement of income, resulting from the fair market value change of the interest rate derivative instruments during the six-month period ended June 30, 2021.

 

Cash Flows

 

Six-month periods ended June 30, 2021 and 2020

 

Condensed cash flows  Six-month period ended June 30,
(Expressed in millions of U.S. dollars)  2020  2021
Net Cash Provided by Operating Activities  $139.2   $175.2 
Net Cash Provided by / (Used in) Investing Activities  $1.6   $(281.5)
Net Cash Provided by / (Used in) Financing Activities  $(135.5)  $263.3 

 

Net Cash Provided by Operating Activities

 

Net cash flows provided by operating activities for the six-month period ended June 30, 2021, increased by $36.0 million to $175.2 million, from $139.2 million for the six-month period ended June 30, 2020. The increase is mainly attributable to increased cash from operations of $54.2 million, to the favorable change in working capital position, excluding the current portion of long-term debt and the accrued charter revenue (representing the difference between cash received in that period and revenue recognized on a straight-line basis) of $8.6 million; partly off-set by increased payments for interest (including swap payments) of $1.4 million during the six-month period ended June 30, 2021 compared to the six-month period ended June 30, 2020 and by increased special survey costs of $2.4 million during the six-month period ended June 30, 2021 compared to the six-month period ended June 30, 2020.

 

Net Cash Provided by / (Used in) Investing Activities

 

Net cash used in investing activities was $281.5 million in the six-month period ended June 30, 2021, which mainly consisted of (i) net payments for the acquisition of the 75% equity interest in two companies and of the 51% equity interest in three companies, previously jointly owned with York pursuant to the Framework Deed, (ii) payments for the delivery of two newbuild container vessels, eight secondhand container vessels and one dry bulk vessel, (iii) advance payments for the acquisition of two secondhand container vessels and twelve secondhand dry bulk vessels and (iv) payments for upgrades for certain of our vessels; partly off-set by proceeds we received from the sale of two container vessels.

 

 10 

 

Net cash provided by investing activities was $1.6 million in the six-month period ended June 30, 2020, which mainly consisted of return of capital we received from nine entities jointly owned with York pursuant to the Framework Deed, the proceeds we received from the sale of one container vessel and advance payments we received from the sale of two container vessels that were classified as vessels held for sale as at June 30, 2020; partly off-set by payments for upgrades for certain of our container vessels and payment for the acquisition of one container secondhand vessel.

 

Net Cash Provided by / (Used in) Financing Activities

 

Net cash provided by financing activities was $263.3 million in the six-month period ended June 30, 2021, which mainly consisted of (a) $309.4 million net proceeds relating to our debt financing agreements (including proceeds we received from the issuance of €100.0 million unsecured bond on the Athens Exchange), (b) $18.6 million we paid for dividends to holders of our common stock for the fourth quarter of 2020 and the first quarter of 2021 and (c) $1.9 million we paid for dividends to holders of our Series B Preferred Stock, $4.2 million we paid for dividends to holders of our Series C Preferred Stock, $4.4 million we paid for dividends to holders of our Series D Preferred Stock and $5.1 million we paid for dividends to holders of our Series E Preferred Stock for the period from October 15, 2020 to January 14, 2021 and January 15, 2021 to April 14, 2021.

 

Net cash used in financing activities was $135.5 million in the six-month period ended June 30, 2020, which mainly consisted of (a) $100.5 million net payments relating to our debt financing agreements, (b) $15.8 million we paid for dividends to holders of our common stock for the fourth quarter of 2019 and the first quarter of 2020 and (c) $1.9 million we paid for dividends to holders of our Series B Preferred Stock, $4.2 million we paid for dividends to holders of our Series C Preferred Stock, $4.4 million we paid for dividends to holders of our Series D Preferred Stock and $5.1 million we paid for dividends to holders of our Series E Preferred Stock for the period from October 15, 2019 to January 14, 2020 and January 15, 2020 to April 14, 2020.

 

Liquidity and Unencumbered Vessels

 

Cash and cash equivalents

 

As of June 30, 2021, we had a total cash liquidity of $348.9 million, consisting of cash, cash equivalents and restricted cash.

 

Debt-free vessels

 

As of July 28, 2021, the following vessels were free of debt.

 

Unencumbered Vessels

(Refer to fleet list for full details)

 

Vessel Name     Year
Built
  TEU / DWT
Capacity
 
Containerships              
ETOILE   2005     2,556    
MICHIGAN   2008     1,300    
ENSENADA (*)   2001     5,576    
MONEMVASIA (*)   1998     2,472    
ARKADIA (*)   2001     1,550    
Dry Bulk Vessels              
SEABIRD   2016     63,553    

 

(*) Vessels acquired pursuant to the Framework Deed with York.

 

 11 

 

Risk Factor Update

 

The operation of dry bulk vessels entails certain unique operational risks.

 

The operation of certain ship types, such as dry bulk vessels, has certain unique risks. With a dry bulk vessel, the cargo itself and its interaction with the ship can be a risk factor. By their nature, dry bulk cargoes are often heavy, dense, easily shifted, and react badly to water exposure. In addition, dry bulk vessels are often subjected to battering treatment during unloading operations with grabs, jackhammers (to pry encrusted cargoes out of the hold), and small bulldozers. This treatment may cause damage to the vessel. Vessels damaged due to treatment during unloading procedures may be more susceptible to breach at sea. Furthermore, any defects or flaws in the design of a dry bulk vessel may contribute to vessel damage. Hull breaches in dry bulk vessels may lead to the flooding of the vessels holds. If a dry bulk vessel suffers flooding in its holds, the bulk cargo may become so dense and waterlogged that its pressure may buckle the vessel's bulkheads, leading to the loss of the vessel. If we are unable to adequately maintain our vessels, we may be unable to prevent these events.

 

Any of these circumstances or events could negatively impact our business, financial condition, results of operations and our ability to pay dividends, if any, in the future. In addition, the loss of any of our dry bulk vessels could harm our reputation as a safe and reliable vessel owner and operator.

 

Conference Call details:

 

On Wednesday, 28, 2021 at 8:30 a.m. EST, Costamare’s management team will hold a conference call to discuss the financial results. Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1-844-887-9405 (from the US), 0808-238-9064 (from the UK) or +1-412-317-9258 (from outside the US and the UK). Please quote “Costamare”. A replay of the conference call will be available until August 4, 2021. The United States replay number is +1-877-344-7529; the standard international replay number is +1-412-317-0088; and the access code required for the replay is: 10159093.

 

Live webcast:

 

There will also be a simultaneous live webcast over the Internet, through the Costamare Inc. website (www.costamare.com). Participants to the live webcast should register on the website approximately 10 minutes prior to the start of the webcast.

 

About Costamare Inc.

 

Costamare Inc. is one of the world’s leading owners and providers of containerships for charter. The Company has 47 years of history in the international shipping industry and a fleet of 81 containerships, with a total capacity of approximately 581,000 TEU (including two secondhand vessels that we have agreed to acquire and two vessels that we have agreed to sell) and 37 dry bulk vessels with a total capacity of approximately 1,910,000 DWT (including 23 secondhand vessels that we have agreed to acquire). Five of our containerships have been acquired pursuant to the Framework Deed with York by vessel-owning joint venture entities in which we hold a minority equity interest. The Company’s common stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock trade on the New York Stock Exchange under the symbols “CMRE”, “CMRE PR B”, “CMRE PR C”, “CMRE PR D” and “CMRE PR E”, respectively.

 

Forward-Looking Statements

 

This earnings release contains “forward-looking statements”. In some cases, you can identify these statements by forward-looking words such as “believe”, “intend”, “anticipate”, “estimate”, “project”, “forecast”, “plan”, “potential”, “may”, “should”, “could”, “expect” and similar expressions. These statements are not historical facts but instead represent only Costamare’s belief regarding future results, many of which, by their nature, are inherently uncertain and outside of Costamare’s control. It is possible that actual results may differ, possibly materially, from those anticipated in these forward-looking statements. For a discussion of some of the risks and important factors that could affect future results, see the discussion in the Company’s Annual Report on Form 20-F (File No. 001-34934) under the caption “Risk Factors”.

 

 

 

Company Contacts:

Gregory Zikos - Chief Financial Officer
Konstantinos Tsakalidis - Business Development

Costamare Inc., Monaco
Tel: (+377) 93 25 09 40

Email: ir@costamare.com

 

 

 

 

 

 

 

 12 

 

Fleet List

 

The tables below provide additional information, as of July 28, 2021, about our fleet of containerships, including the vessels that we have agreed to acquire, the vessels we have agreed to sell, the vessels acquired pursuant to the Framework Deed and those vessels subject to sale and leaseback agreements. Each vessel is a cellular containership, meaning it is a dedicated container vessel.

 

 

 

Vessel Name Charterer Year
Built
Capacity
(TEU)
Current Daily
Charter Rate(1)
(U.S. dollars)
Expiration of
Charter(2)
1 TRITON(ii) Evergreen 2016 14,424 (*) March 2026
2 TITAN(ii) Evergreen 2016 14,424 (*) April 2026
3 TALOS(ii) Evergreen 2016 14,424 (*) July 2026
4 TAURUS(ii) Evergreen 2016 14,424 (*) August 2026
5 THESEUS(ii) Evergreen 2016 14,424 (*) August 2026
6 YM TRIUMPH(ii) Yang Ming 2020 12,690 (*) May 2030
7 YM TRUTH(ii) Yang Ming 2020 12,690 (*) May 2030
8 YM TOTALITY(ii) Yang Ming 2020 12,690 (*) July 2030
9 YM TARGET(ii) Yang Ming 2021 12,690 (*) November 2030
10 YM TIPTOP(ii) Yang Ming 2021 12,690 (*) March 2031
11 CAPE AKRITAS ZIM/MSC 2016 11,010 34,750/33,000  July 2031(3)
12 CAPE TAINARO MSC 2017 11,010 33,000 April 2031
13 CAPE KORTIA ZIM/MSC 2017 11,010 34,750/33,000 July 2031(3)
14 CAPE SOUNIO MSC 2017 11,010 33,000 April 2031
15 CAPE ARTEMISIO Hapag Lloyd 2017 11,010 36,650 March 2025
16 COSCO GUANGZHOU COSCO/(*) 2006 9,469   30,900/72,700 April 2025(4)
17 COSCO NINGBO COSCO/(*) 2006 9,469 30,900/72,700 April 2025(4)
18 YANTIAN COSCO 2006 9,469 39,600 February 2024
19 COSCO HELLAS COSCO 2006 9,469 39,600 February 2024
20 BEIJING COSCO 2006 9,469 39,600 March 2024
21 MSC AZOV MSC 2014 9,403 46,300 December 2026(5)
22 MSC AMALFI MSC 2014 9,403 46,300 March 2027(6)
23 MSC AJACCIO MSC 2014 9,403 46,300 February 2027(7)
24 MSC ATHENS(ii) MSC 2013 8,827 45,300 January 2026(8)
25 MSC ATHOS(ii) MSC 2013 8,827 45,300 February 2026(9)
26 VALOR Hapag Lloyd 2013 8,827 32,400 April 2025
27 VALUE Hapag Lloyd 2013 8,827  32,400 April 2025
28 VALIANT Hapag Lloyd 2013 8,827  32,400 June 2025
29 VALENCE Hapag Lloyd 2013 8,827 32,400 July 2025
30 VANTAGE Hapag Lloyd 2013 8,827  32,400 September 2025
31 NAVARINO MSC 2010 8,531 31,000 January 2025
32 MAERSK KLEVEN Maersk 1996 8,044 25,000 June 2023(10)
33 MAERSK KOTKA Maersk 1996 8,044 25,000 June 2023(11)
34 MAERSK KOWLOON Maersk 2005 7,471 16,000 June 2022
35 KURE COSCO 1996 7,403 31,000 March 2023
36 MSC METHONI MSC/Maersk 2003 6,724 29,000/46,500 May 2026(12)
37 PORTO CHELI Maersk 2001 6,712 30,075 June 2026
38 YORK Maersk 2000 6,648 21,250 August 2022
39 KOBE RCL Feeder/ZIM 2000 6,648 14,500/45,000 July 2025(13)
40 SEALAND WASHINGTON Maersk 2000 6,648 25,000 March 2022(14)
41 SEALAND MICHIGAN Maersk 2000 6,648 25,000 March 2022(14)
42 SEALAND ILLINOIS Maersk 2000 6,648 25,000 March 2022(14)
43 MAERSK KOLKATA Maersk 2003 6,644 25,000 March 2022(14)

 

 13 

 

 

 

Vessel Name Charterer Year
Built
Capacity
(TEU)
Current Daily
Charter Rate(1)
(U.S. dollars)
Expiration of
Charter(2)
44 MAERSK KINGSTON Maersk 2003 6,644 25,000 March 2022(14)
45 MAERSK KALAMATA Maersk 2003 6,644 25,000 March 2022(14)
46 ARIES ONE 2004 6,492 (*) December 2022
47 ARGUS ONE 2004 6,492 (*) January 2023
48 VENETIKO(iii)   (*) 2003 5,928 (*) August 2021
49 PORTO KAGIO Maersk 2002 5,908 28,822 June 2026
50 GLEN CANYON ONE 2006 5,642 (*) January 2022
51 PORTO GERMENO Maersk 2002 5,570 28,822 June 2026
52 ENSENADA(i), (iii) (*) 2001 5,576 21,500 August 2021
53 ZIM NEW YORK ZIM 2002 4,992 14,438 September 2021 (15)
54 ZIM SHANGHAI ZIM 2002 4,992 14,438 September 2021(15)
55 LEONIDIO(ii) Maersk 2014 4,957 14,200 December 2024
56 KYPARISSIA(ii) Maersk 2014 4,957 14,200 November 2024
57 MEGALOPOLIS Maersk 2013 4,957 13,500 July 2025
58 MARATHOPOLIS Maersk 2013 4.957 13,500 July 2025
59 OAKLAND Maersk 2000 4,890 24,500 March 2023
60 NORFOLK Maersk 2009 4,259 30,000 May 2023
61 VULPECULA OOCL 2010 4,258 22,700 February 2023
62 VOLANS ZIM 2010 4,258 24,250 April 2024
63 VIRGO Maersk 2009 4,258 30,200 February 2024
64 VELA OOCL 2009 4,258 22,700 January 2023
65 ANDROUSA Maersk 2010 4,256 22,750 May 2023
66 NEOKASTRO (*)/CMA CGM 2011 4,178 (*)/ 39,000 January 2027(16)
67 ULSAN Maersk 2002 4,132 34,730 January 2026(17)
68 POLAR ARGENTINA(i)(ii) Maersk 2018 3,800 19,700 October 2024
69 POLAR BRASIL(i)(ii) Maersk 2018 3,800 19,700 January 2025
70 LAKONIA COSCO 2004 2,586 17,300 February 2022
71 SCORPIUS Pool / Hapag Lloyd 2007 2,572

Pool participation/

17,750

January 2023(18)
72 ETOILE (*) 2005 2,556 (*) February 2023
73 AREOPOLIS COSCO 2000 2,474 17,300 March 2022
74 MONEMVASIA(i) Maersk 1998 2,472 9,250 November 2021
75 MESSINI (*) 1997 2,458 18,000 January 2022
76 ARKADIA(i) China Navigation 2001 1,550 21,500 May 2023
77 MICHIGAN MSC 2008 1,300 18,700 September 2023(19)
78 TRADER (*) 2008 1,300 (*) November 2021
79 LUEBECK MSC 2001 1,078 15,000 March 2024(20)

 

 

Containerships agreed to be acquired within 2021

 

 

 

Vessel Name Vessel Capacity (TEU)   Year Built Charterer Agreed Daily Charter Rate (U.S. dollars) Charter Tenor
1 COSCO FUKUYAMA (tbr. GIALOVA) 4,578   2009 ZIM 25,500 32 – 36 months from vessel’s delivery to the charterer
2 CO KOBE (tbr. DYROS) 4,578   2008 Maersk 22,750 24.5 – 27.5 months from vessel’s delivery to the charterer

 

 

 

 14 

 

(1)Daily charter rates are gross, unless stated otherwise. Amounts set out for current daily charter rate are the amounts contained in the charter contracts.
(2)Charter terms and expiration dates are based on the earliest date charters could expire.
(3)Upon redelivery of each vessel from ZIM between August 2021 and October 2021, each vessel will commence a charter for a period of approximately 10 years, with MSC at a daily rate of $33,000. Until then the daily charter rate of Cape Akritas and Cape Kortia will be $34,750.
(4)Upon redelivery of each vessel from COSCO between April 2022 and June 2022, each vessel will commence a charter for a period of 36 to 39 months at a daily rate of $72,700. Until then the daily charter rate of Cosco Guangzhou and Cosco Ningbo will be $30,900.
(5)This charter rate will be earned by MSC Azov until December 2, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300.
(6)This charter rate will be earned by MSC Amalfi until March 16, 2024. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300.
(7)This charter rate will be earned by MSC Ajaccio until February 1, 2024. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300.
(8)This charter rate will be earned by MSC Athens until January 29, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300.
(9)This charter rate will be earned by MSC Athos until February 24, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300.
(10)The daily rate of Maersk Kleven is a base rate of $17,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000.
(11)The daily rate of Maersk Kotka is a base rate of $17,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000.
(12)Upon redelivery of MSC Methoni from MSC (expected between September 2021 and November 2021), the vessel will commence a charter with Maersk at a daily rate of $46,500. Until then the daily charter rate will be $29,000.
(13)Upon redelivery of Kobe from RCL Feeder (expected between August 2021 and November 2021), the vessel will commence a charter with ZIM at a daily rate of $45,000. Until then the daily charter rate will be $14,500.
(14)The daily rate for Sealand Washington, Sealand Michigan, Sealand Illinois, Maersk Kolkata, Maersk Kingston and Maersk Kalamata is a base rate of $16,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000.
(15)The amounts in the table reflect the current charter terms, giving effect to our agreement with ZIM under its 2014 restructuring plan. Based on this agreement, we have been granted charter extensions and have been issued equity securities representing 1.2% of ZIM’s equity at that time and approximately $8.2 million in interest bearing notes maturing in 2023. In May 2020, the Company exercised its option to extend the charters of ZIM New York and ZIM Shanghai for a one year period at market rate plus $1,100 per day per vessel while the notes remain outstanding. The rate for this sixth optional year has been determined at $14,438 per day. In June 2021, ZIM fully repaid the interest bearing notes and thus the employment of the two vessels will be terminated under the terms of the 2014 restructuring agreement.
(16)Upon redelivery of Neokastro from her current charterer (expected between December 2021 and February 2022), the vessel will commence a charter with CMA CGM at a daily rate of $39,000. Until then the daily charter rate will be $24,000.
(17)This charter rate will be earned by Ulsan from October 1, 2021. Until then the daily charter rate will be $12,000.
(18)Vessel will be participating in a Pool until August 31, 2021. From September 1, 2021, its charter rate will be $17,750 per day, as per its current employment with Hapag Lloyd.
(19)This charter rate will be earned by Michigan from October 15, 2021. Until then the daily charter rate will be $5,800.
(20)This charter rate will be earned by Luebeck from March 19, 2022. Until then the daily charter rate will be $7,750.

 

(i)Denotes vessels acquired pursuant to the Framework Deed. The Company holds an equity interest of 49% in each of the vessel-owning entities.
(ii)Denotes vessels subject to a sale and leaseback transaction.
(iii)Denotes vessels that we have agreed to sell.

 

(*) Denotes charterer’s identity and/or current daily charter rates and/or charter expiration dates, which are treated as confidential.

 15 

 

The tables below provide additional information, as of July 28, 2021, about our fleet of dry bulk vessels, including the vessels that we have agreed to acquire.

 

 

 

Vessel Name Year
Built
Capacity
(DWT)
Current Daily
Charter Rate(1)
(U.S. dollars)
Expiration of
Charter(2)
1 BUILDER 2012 81,541 25,000 October 2021
2 SAUVAN 2010 79,699 30,250 October 2021
3 DAWN 2018 63,530 10,500 December 2021(4) (5)
4 SEABIRD 2016 63,553 Preparations for Drydock
5 ERACLE 2012 58,018 30,000 October 2021
6 PEGASUS 2011 56,726 26,150 September 2021
7 PEACE 2006 55,709 28,000 September 2021
8 PRIDE 2006 55,705 31,000 August 2021
9 INTERLINK VERITY 2012 37,163 100% participation to the BHSI38 performance    March 2022(3) (4)
10 ACUITY 2011 37,149 98.75% participation to the BHSI38 performance September 2021(3) (4) (5)
11 BERNIS 2011 34,627 25,250 November 2021
12 MANZANILLO 2010 34,426 8,350 October 2021(4) (5)
13 ADVENTURE 2011 33,755 7,500 December 2021(4) (5)
14 ALLIANCE 2012 33,755 8,150 December 2021(4) (5)

 

Dry Bulk vessels agreed to be acquired within 2021

 

 

 

Vessel Name Year
Built
Capacity
(DWT)
Current Daily
Charter Rate(1)
(U.S. dollars)
Expiration of
Charter(2)
1 SPRING AEOLIAN (tbr. AEOLIAN) 2012 83,478 - -
2 JAIGARH (tbr. GRENETA) 2010 82,166 - -
3 PEDHOULAS FARMER (tbr. FARMER) 2012 81,541 - -
4 IMPERIAL ROSE (tbr. ROSE) 2008 76,619 - -
5 BULK TITAN (tbr. TITAN) 2009 58,090 - -
6 STAR ATHENA (tbr. ATHENA) 2012 58,018 - -
7 BULK URUGUAY (tbr. URUGUAY) 2011 57,937 - -
8 BULK CURACAO (tbr. CURACAO) 2011 57,937 - -
9 VIET THUAN 56-01 (tbr. THUNDER) 2009 57,334 - -
10 SERENE SUSANNAH (tbr. SERENA) 2010 57,266 - -
11 ATLANTIC MERIDA (tbr. MERIDA) 2012 56,670    
12 LARA (tbr. CLARA) 2008 56,557 - -
13 DARYA LAKSHMI (tbr. BERMONDI) 2009 55,469 - -
14 INTERLINK COMITY (tbr. COMITY) 2010 37,302 100% participation to the BHSI38 performance July 2022 (3) (4)
15 INTERLINK PARITY (tbr. PARITY) 2012 37,152 102% participation to the BSHI38 performance December 2022(3)

 

 16 

 

 

 

Vessel Name Year
Built
Capacity
(DWT)
Current Daily
Charter Rate(1)
(U.S. dollars)
Expiration of
Charter(2)
16 INTERLINK EQUITY (tbr. EQUITY) 2013 37,071 - -
17 N DISCOVERY (tbr. DISCOVERY) 2012 37,019 - -
18 JIA TAI (tbr. TAIBO) 2011 35,112 - -
19 MS CHARM (tbr. CHARM) 2010 32,527 91% participation to the BSHI38 performance February 2022(3) (4)
20 ATLANTIC PROGRESS (tbr. PROGRESS) 2011 32,400 - -
21 MING YUAN (tbr. MINER) 2010 32,300 - -
22 KONSTANTINOS M (tbr. KONSTANTINOS) 2012 32,178 19,500 September 2021(4)
23 GREAT RESOURCE (tbr. RESOURCE) 2010 31,776 - -

 

(1)Daily charter rates are gross, unless stated otherwise.
(2)Charter terms and expiration dates are based on the earliest date charters (unless otherwise noted) could expire.
(3)Gross daily charter rate linked to the Baltic Exchange Handysize Index.( “BHSI38’’).
(4)Vessels acquired/agreed to be acquired, with a time charter agreed by the previous owners.
(5)Latest redelivery date

 

 

 

 

 

 

 

 17 

 

Consolidated Statements of Income

 

   Six-months ended June 30,  Three-months ended June 30,
(Expressed in thousands of U.S. dollars, except share and per share amounts)  2020  2021  2020  2021
   Unaudited
             
REVENUES:                    
Voyage revenue  $233,273   $293,495   $111,869   $166,770 
                     
EXPENSES:                    
Voyage expenses   (4,071)   (3,071)   (1,553)   (2,030)
Voyage expenses – related parties   (3,062)   (4,301)   (1,475)   (2,395)
Vessels' operating expenses   (54,758)   (69,600)   (26,888)   (37,821)
General and administrative expenses   (3,758)   (3,709)   (2,356)   (1,741)
Management fees - related parties   (10,521)   (11,786)   (5,199)   (6,310)
General and administrative expenses - non-cash component   (1,508)   (3,207)   (832)   (1,768)
Amortization of dry-docking and special survey costs   (4,537)   (4,847)   (2,330)   (2,520)
Depreciation   (55,737)   (58,726)   (27,601)   (31,630)
Gain on sale / disposal of vessels, net   10    1,406    -    1,666 
Loss on vessels held for sale   (79,197)   -    (78,965)   - 
Vessels’ impairment loss   (31,577)   -    (28,506)   - 
Foreign exchange gains / (losses)   (207)   146    (65)   (3)
Operating income / (loss)  $(15,650)  $135,800   $(63,901)  $82,218 
                     
OTHER INCOME / (EXPENSES):                    
Interest income  $1,087   $1,489   $440   $1,122 
Interest and finance costs   (35,367)   (36,548)   (16,900)   (20,441)
Income from equity method investments   8,241    4,951    4,077    960 
Fair value measurement / Change in fair value of equity securities   -    51,094    -    25,157 
Other   308    2,983    (120)   1,495 
Gain / (Loss) on derivative instruments   (2,066)   (1,012)   181    105 
Total other expenses  $(27,797)  $22,957   $(12,322)  $8,398 
Net Income / (Loss)  $(43,447)  $158,757   $(76,223)  $90,616 
Earnings allocated to Preferred Stock   (15,461)   (15,448)   (7,768)   (7,854)
Gain on retirement of Preferred Stock   619    -    78    - 
Net Income / (Loss) available to common stockholders  $(58,289)  $143,309   $(83,913)  $82,762 
                     
                     
Earnings / (Losses) per common share, basic and diluted  $(0.49)  $1.17   $(0.70)  $0.67 
Weighted average number of shares, basic and diluted   119,927,560    122,615,427    120,319,180    122,844,260 

 

 18 

 

COSTAMARE INC.

Consolidated Balance Sheets

 

   As of December 31,  As of June 30,
(Expressed in thousands of U.S. dollars)  2020  2021
ASSETS   (Audited)    (Unaudited) 
CURRENT ASSETS:          
Cash and cash equivalents  $143,922   $279,055 
Restricted cash   4,998    6,980 
Accounts receivable   8,249    7,063 
Inventories   10,455    13,909 
Due from related parties   1,623    535 
Fair value of derivatives   460    - 
Insurance claims receivable   883    804 
Asset held for sale   12,416    61,389 
Time charter assumed   191    198 
Investment in equity securities   -    54,895 
Prepayments and other   8,853    6,610 
Total current assets  $192,050   $431,438 
FIXED ASSETS, NET:          
Right-of-use assets  $199,098   $195,233 
Vessels and advances, net   2,450,510    3,169,135 
Total fixed assets, net  $2,649,608   $3,364,368 
NON-CURRENT ASSETS:          
Equity method investments  $78,227   $27,154 
Deferred charges, net   27,682    34,761 
Accounts receivable, non-current   3,896    3,326 
Restricted cash   42,976    62,896 
Fair value of derivatives, non-current   -    70 
Time charter assumed, non-current   839    767 
Debt securities, held to maturity (Net of allowance for credit losses of $569 as of December 31, 2020)   6,813    - 
Other non-current assets   8,425    3,418 
Total assets  $3,010,516   $3,928,198 
LIABILITIES AND STOCKHOLDERS’ EQUITY          
CURRENT LIABILITIES:          
Current portion of long-term debt  $147,137   $210,610 
Accounts payable   7,582    14,360 
Due to related parties   432    1,768 
Finance lease liabilities   16,495    16,584 
Accrued liabilities   17,621    20,142 
Unearned revenue   11,893    11,824 
Fair value of derivatives   3,440    8,686 
Other current liabilities   2,374    56,818 
Total current liabilities  $206,974   $340,792 
NON-CURRENT LIABILITIES          
Long-term debt, net of current portion  $1,305,076   $1,968,401 
Finance lease liabilities, net of current portion   116,366    108,063 
Fair value of derivatives, net of current portion   3,653    3,483 
Unearned revenue, net of current portion   29,627    31,774 
Total non-current liabilities  $1,454,722   $2,111,721 
COMMITMENTS AND CONTINGENCIES          
STOCKHOLDERS’ EQUITY:          
Preferred stock  $-   $- 
Common stock   12    12 
Additional paid-in capital   1,366,486    1,375,559 
Retained earnings / (Accumulated deficit)   (9,721)   109,019 
Accumulated other comprehensive loss   (7,957)   (8,905)
Total stockholders’ equity  $1,348,820   $1,475,685 
Total liabilities and stockholders’ equity  $3,010,516   $3,928,198 

 

 

 19 

 

Financial Summary

 

   Six-month period ended
June 30,
  Three-month period ended
June 30,
(Expressed in thousands of U.S. dollars, except share and per share data):  2020  2021  2020  2021
             
Voyage revenue  $233,273   $293,495   $111,869   $166,770 
                     
Accrued charter revenue (1)  $7,721   $2,146   $7,025   $1,114 
Amortization of Time-charter assumed  $95   $(345)  $47   $(345)
Voyage revenue adjusted on a cash basis (2)  $241,089   $295,296   $118,941   $167,539 
                     
Adjusted Net Income available to common stockholders (3)  $64,265   $96,262   $31,705   $58,275 
Weighted Average number of shares    119,927,560    122,615,427    120,319,180    122,844,260 
Adjusted Earnings per share (3)  $0.54   $0.79   $0.26   $0.47 
                     
Net Income / (Loss)  $(43,447)  $158,757   $(76,223)  $90,616 
Net Income / (Loss) available to common stockholders  $(58,289)  $143,309   $(83,913)  $82,762 
Weighted Average number of shares   119,927,560    122,615,427    120,319,180    122,844,260 
Earnings / (Losses) per share  $(0.49)  $1.17   $(0.70)  $0.67 

 

(1) Accrued charter revenue represents the difference between cash received during the period and revenue recognized on a straight-line basis. In the early years of a charter with escalating charter rates, voyage revenue will exceed cash received during the period and during the last years of such charter cash received will exceed revenue recognized on a straight-line basis.

(2) Voyage revenue adjusted on a cash basis represents Voyage revenue after adjusting for non-cash “Accrued charter revenue” recorded under charters with escalating charter rates. However, Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles (“GAAP”). We believe that the presentation of Voyage revenue adjusted on a cash basis is useful to investors because it presents the charter revenue for the relevant period based on the then current daily charter rates. The increases or decreases in daily charter rates under our charter party agreements are described in the notes to the “Fleet List” above.

(3) Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are non-GAAP measures. Refer to the reconciliation of Net Income to Adjusted Net Income.

 

Non-GAAP Measures

 

The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures used in managing the business may provide users of these financial measures additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain items that impact the overall comparability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. The tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three and the six-month periods ended June 30, 2021 and 2020. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, voyage revenue or net income as determined in accordance with GAAP. Non-GAAP financial measures include (i) Voyage revenue adjusted on a cash basis (reconciled above), (ii) Adjusted Net Income available to common stockholders and (iii) Adjusted Earnings per Share.

 

 20 

 

Reconciliation of Net Income to Adjusted Net Income available to common stockholders and Adjusted Earnings per Share

 

  

Six-month period ended

June 30,

 

Three-month period ended

June 30,

(Expressed in thousands of U.S. dollars, except share and per share data)  2020  2021  2020  2021
       
Net Income / (Loss)  $(43,447)  $158,757   $(76,223)  $90,616 
Earnings allocated to Preferred Stock   (15,461)   (15,448)   (7,768)   (7,854)
Gain on retirement of Preferred Stock   619    -    78    - 
Net Income / (Loss) available to common stockholders   (58,289)   143,309    (83,913)   82,762 
Accrued charter revenue   7,721    2,146    7,025    1,114 
General and administrative expenses - non-cash component   1,508    3,207    832    1,768 
Amortization of Time charter assumed   95    (345)   47    (345)
Realized gain on Euro/USD forward contracts (1)   (78)   (174)   (54)   (96)
Vessels’ impairment loss   31,577    -    28,506    - 
Gain on sale / disposals of vessels, net   (10)   (1,406)   -    (1,666)
Non-recurring, non-cash write-off of loan deferred financing costs   478    363    478    - 
Loss on vessels held for sale   79,197    -    78,965    - 
(Gain) / loss on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1)   2,066    1,012    (181)   (105)
Fair value measurement / Change in fair value of equity securities   -    (51,094)   -    (25,157)
Other non-recurring, non-cash item   -    (756)   -    - 
Adjusted Net Income available to common stockholders  $64,265   $96,262   $31,705   $58,275 
Adjusted Earnings per Share  $0.54   $0.79   $0.26   $0.47 
Weighted average number of shares   119,927,560    122,615,427    120,319,180    122,844,260 

 

 

 

Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent Net Income after earnings allocated to preferred stock and gain on retirement of preferred stock, but before non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, realized gain on Euro/USD forward contracts, vessels’ impairment loss, gain on sale / disposal of vessels, net, loss on vessels held for sale, fair value measurement of equity securities / change in fair value of equity securities, non-recurring, non-cash write-off of loan deferred financing costs, general and administrative expenses - non-cash component, non-cash changes in fair value of derivatives and other non-recurring, non-cash items. “Accrued charter revenue” is attributed to the timing difference between the revenue recognition and the cash collection. However, Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are not recognized measurements under U.S. GAAP. We believe that the presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We also believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share generally eliminates the effects of the accounting effects of capital expenditures and acquisitions, certain hedging instruments and other accounting treatments, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating Adjusted Net Income available to common stockholders and Adjusted Earnings per Share, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

 

(1) Items to consider for comparability include gains and charges. Gains positively impacting Net Income available to common stockholders are reflected as deductions to Adjusted Net Income available to common stockholders. Charges negatively impacting Net Income available to common stockholders are reflected as increases to Adjusted Net Income available to common stockholders.

 

 

21