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Exhibit 99.2
Financial Report
Results of Operations
Three-month period ended March 31, 2021 compared to the three-month period ended March 31, 2020
During the three-month periods ended March 31, 2021 and 2020, we had an average of 62.7 and 60.2 vessels, respectively, in our fleet. In the three-month period ended March 31, 2021, we accepted delivery of the newbuild vessel YM Target with a TEU capacity of 12,690, the secondhand vessels Aries, Argus and Glen Canyon, which have an aggregate TEU capacity of 18,626 and we sold the vessel Halifax Express with a TEU capacity of 4,890. Furthermore, in the three-month period ended March 31, 2021, we acquired (i) the 75% equity interest of York Capital Management in each of the 11,010 TEU container vessels Cape Kortia and Cape Sounio and (ii) 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. In the three-month period ended March 31, 2020, we accepted delivery of the secondhand containership Virgo with a TEU capacity of 4,258 and we sold the containership vessel Neapolis with a TEU capacity of 1,645. In the three-month periods ended March 31, 2021 and 2020, our fleet ownership days totaled 5,640 and 5,475 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.
| (Expressed in millions of U.S. dollars, | Three-month period ended March 31, | Percentage | ||||||||||||||
| except percentages) | 2020 | 2021 | Change | Change | ||||||||||||
| Voyage revenue | $ | 121.4 | $ | 126.7 | $ | 5.3 | 4.4 | % | ||||||||
| Voyage expenses | (2.5 | ) | (1.0 | ) | (1.5 | ) | (60.0 | %) | ||||||||
| Voyage expenses – related parties | (1.6 | ) | (1.9 | ) | 0.3 | 18.8 | % | |||||||||
| Vessels’ operating expenses | (27.9 | ) | (31.8 | ) | 3.9 | 14.0 | % | |||||||||
| General and administrative expenses | (1.4 | ) | (2.0 | ) | 0.6 | 42.9 | % | |||||||||
| Management fees – related parties | (5.3 | ) | (5.5 | ) | 0.2 | 3.8 | % | |||||||||
| General and administrative expenses - non-cash component | (0.7 | ) | (1.4 | ) | 0.7 | 100.0 | % | |||||||||
| Amortization of dry-docking and special survey costs | (2.2 | ) | (2.3 | ) | 0.1 | 4.5 | % | |||||||||
| Depreciation | (28.1 | ) | (27.1 | ) | (1.0 | ) | (3.6 | %) | ||||||||
| Loss on sale / disposal of vessels | - | (0.3 | ) | 0.3 | n.m. | |||||||||||
| Loss on vessel held for sale | (0.2 | ) | - | (0.2 | ) | (100.0 | %) | |||||||||
| Vessels’ impairment loss | (3.1 | ) | - | (3.1 | ) | (100.0 | %) | |||||||||
| Foreign exchange gains / (losses) | (0.1 | ) | 0.1 | 0.2 | n.m. | |||||||||||
| Interest income | 0.6 | 0.4 | (0.2 | ) | (33.3 | %) | ||||||||||
| Interest and finance costs | (18.5 | ) | (16.1 | ) | (2.4 | ) | (13.0 | %) | ||||||||
| Fair value measurement of equity securities | - | 25.9 | 25.9 | n.m. | ||||||||||||
| Income from equity method investments | 4.2 | 4.0 | (0.2 | ) | (4.8 | %) | ||||||||||
| Other | 0.4 | 1.5 | 1.1 | n.m. | ||||||||||||
| Loss on derivative instruments | (2.2 | ) | (1.1 | ) | (1.1 | ) | (50.0 | %) | ||||||||
| Net Income | $ | 32.8 | $ | 68.1 | ||||||||||||
| (Expressed in millions of U.S. dollars, | Three-month period ended March 31, | Percentage | ||||||||||||||
| except percentages) | 2020 | 2021 | Change | Change | ||||||||||||
| Voyage revenue | $ | 121.4 | $ | 126.7 | $ | 5.3 | 4.4 | % | ||||||||
| Accrued charter revenue | 0.7 | 1.0 | 0.3 | 42.9 | % | |||||||||||
| Amortization of time charter assumed | - | - | ||||||||||||||
| Voyage revenue adjusted on a cash basis | $ | 122.1 | $ | 127.7 | $ | 5.6 | 4.6 | % | ||||||||
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| Vessels’ operational data | Three-month period ended March 31, | Percentage | ||||||||||||||
| 2020 | 2021 | Change | Change | |||||||||||||
| Average number of vessels | 60.2 | 62.7 | 2.5 | 4.2 | % | |||||||||||
| Ownership days | 5,475 | 5,640 | 165 | 3.0 | % | |||||||||||
| Number of vessels under dry-docking | 6 | 3 | (3 | ) | ||||||||||||
(1) 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 4.4%, or $5.3 million, to $126.7 million during the three-month period ended March 31, 2021, from $121.4 million during the three-month period ended March 31, 2020. The increase is mainly attributable to revenue earned (i) by five vessels acquired during the third and fourth quarter of 2020 and nine vessels acquired during the first quarter of 2021 and (ii) to decreased idle days of our fleet during the first quarter of 2021 compared to the first quarter of 2020; partly off-set (i) by decreased charter rates for five of our vessels (fixed in 2020 under long term time charters), (ii) by decreased charter rates in certain of our vessels whose newly agreed time charters at higher rates will commence in the second quarter of 2021, (iii) by revenue not earned by five vessels sold during the year ended December 31, 2020 and one vessel sold during the first quarter of 2021 and (iv) by revenue not earned due to decreased calendar days by one day during the first quarter of 2021 (90 calendar days) compared to the first quarter of 2020 (91 calendar days).
Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 4.6%, or $5.6 million, to $127.7 million during the three-month period ended March 31, 2021, from $122.1 million during the three-month period ended March 31, 2020. Accrued charter revenue for the three-month periods ended March 31, 2021 and 2020 was a positive amount of $1.0 million and $0.7 million, respectively.
Voyage Expenses
Voyage expenses were $1.0 million and $2.5 million for the three-month periods ended March 31, 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 $1.9 million and $1.6 million for the three-month periods ended March 31, 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 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 March 31, 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 $31.8 million and $27.9 million during the three-month periods ended March 31, 2021 and 2020, respectively. Daily vessels’ operating expenses were $5,634 and $5,090 for the three-month periods ended March 31, 2021 and 2020, respectively. Daily operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.
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General and Administrative Expenses
General and administrative expenses were $2.0 million and $1.4 million during the three-month periods ended March 31, 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 managers were $5.5 million and $5.3 million during the three-month periods ended March 31, 2021 and 2020, respectively.
General and Administrative Expenses - non-cash component
General and administrative expenses - non-cash component for the three-month period ended March 31, 2021 amounted to $1.4 million, representing the value of the shares issued to a related manager on March 31, 2021. General and administrative expenses – non-cash component for the three-month period ended March 31, 2020 amounted to $0.7 million, representing the value of the shares issued to a related manager on March 30, 2020.
Amortization of Dry-Docking and Special Survey
Amortization of deferred dry-docking and special survey costs was $2.3 million and $2.2 million during the three-month periods ended March 31, 2021 and 2020, respectively. During the three-month period ended March 31, 2021, one vessel underwent and completed her special survey and two vessels were in the process of completing their special survey. During the three-month period ended March 31, 2020, five vessels underwent and completed their special survey and one was in the process of completing her special survey.
Depreciation
Depreciation expense for the three-month periods ended March 31, 2021 and 2020 was $27.1 million and $28.1 million, respectively.
Gain /(Loss) on Sale / Disposal of Vessels
During the three-month period ended March 31, 2021, we recorded a loss of $0.3 million from the sale of the vessel Halifax Express, which was classified as asset held for sale as at December 31, 2020. During the three-month period ended March 31, 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 three-month period ended March 31, 2021, the vessels Venetiko and Prosper were classified as vessels held for sale. No loss on vessels held sale was recorded during the first quarter of 2021 since each vessel’s estimated market value exceeded each vessel’s carrying value. During the three-month period ended March 31, 2020, we recorded an additional loss of $0.2 million on the vessel Zagora that was classified as vessel held for sale as at December 31, 2019, representing the expected loss from her sale during the next twelve-month period.
Interest Income
Interest income amounted to $0.4 million and $0.6 million for the three-month periods ended March 31, 2021 and 2020, respectively.
Interest and Finance Costs
Interest and finance costs were $16.1 million and $18.5 million during the three-month periods ended March 31, 2021 and 2020, respectively. The decrease is mainly attributable to the decreased financing cost during the three-month period ended March 31, 2021 compared to the three-month period ended March 31, 2020.
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Fair value measurement of equity securities
Fair value measurement of equity securities of $25.9 million for the three-month period ended March 31, 2021, represents the difference between the aggregate fair value of 1,221,800 ordinary shares of ZIM that we own as at March 31, 2021 of $29.7 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.
Income from Equity Method Investments
During the three-month period ended March 31, 2021, we recorded an income from equity method investments of $4.0 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 March 31, 2021, 8 companies are jointly-owned with York (of which, 5 companies currently own vessels). During the three-month period ended March 31, 2020, we recorded an income from equity method investments of $4.2 million also relating to investments under the Framework Deed.
Loss on Derivative Instruments
The fair value of our nine interest rate derivative instruments which were outstanding as of March 31, 2021 equates to the amount that would be paid by us or to us should those instruments be terminated. As of March 31, 2021, the fair value of these nine interest rate derivative instruments in aggregate amounted to a liability of $4.3 million. The change in the fair value of the interest rate derivative instruments 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 March 31, 2021, a gain of $2.9 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 March 31, 2021.
Cash Flows
Three-month periods ended March 31, 2021 and 2020
| Condensed cash flows | Three-month period ended March 31, | |||||||
| (Expressed in millions of U.S. dollars) | 2020 | 2021 | ||||||
| Net Cash Provided by Operating Activities | $ | 67.6 | $ | 71.2 | ||||
| Net Cash Provided by / (Used in) Investing Activities | $ | 4.7 | $ | (86.4 | ) | |||
| Net Cash Provided by / (Used in) Financing Activities | $ | (30.8 | ) | $ | 59.1 | |||
Net Cash Provided by Operating Activities
Net cash flows provided by operating activities for the three-month period ended March 31, 2021, increased by $3.6 million to $71.2 million, from $67.6 million for the three-month period ended March 31, 2020. The increase is mainly attributable to increased cash from operations of $5.6 million, to decreased special survey costs of $2.5 million during the three-month period ended March 31, 2021 compared to the three-month period ended March 31, 2020 and to decreased payments for interest (including swap payments) of $1.0 million during the three-month period ended March 31, 2021 compared to the three-month period ended March 31, 2020; partly off-set by the unfavorable 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 $1.7 million.
Net Cash Provided By / (Used in) Investing Activities
Net cash used in investing activities was $86.4 million in the three-month period ended March 31, 2021, which mainly consisted of net payments for the acquisition of the 75% equity interest in two companies and the 51% equity interest in two companies, previously jointly owned with York pursuant to the Framework Deed, payments for the delivery of one newbuild vessel and three secondhand vessels, advance payments for the acquisition of three secondhand vessels and payments for upgrades for certain of our vessels; partly off-set by proceeds we received from the sale of one vessel.
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Net cash provided by investing activities was $4.7 million in the three-month period ended March 31, 2020, which mainly consisted of return of capital we received from three entities jointly owned with York pursuant to the Framework Deed and the proceeds we received from the sale of one vessel; partly off-set by advance payments for upgrades for certain of our vessels and payment for the acquisition of one secondhand vessel.
Net Cash Provided By / (Used in) Financing Activities
Net cash provided by financing activities was $59.1 million in the three-month period ended March 31, 2021, which mainly consisted of (a) $81.6 million net proceeds relating to our debt financing agreements, (b) $9.4 million we paid for dividends to holders of our common stock for the fourth quarter of 2020 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 October 15, 2020 to January 14, 2021.
Net cash used in financing activities was $30.8 million in the three-month period ended March 31, 2020, which mainly consisted of (a) $14.6 million net payments relating to our debt financing agreements, (b) $6.8 million we paid for dividends to holders of our common stock for the fourth quarter of 2019 and (c) $1.0 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 October 15, 2019 to January 14, 2020.
Liquidity and Unencumbered Vessels
Cash and cash equivalents
As of March 31, 2021, we had a total cash liquidity of $235.8 million, consisting of cash, cash equivalents and restricted cash.
Debt-free vessels
As of June 1, 2021, the following vessels were free of debt.
Unencumbered Vessels
(Refer to fleet list for full details)
| Vessel Name | Year Built | TEU Capacity | ||||||
| ANDROUSA | 2010 | 4,256 | ||||||
| NORFOLK | 2009 | 4,259 | ||||||
| ETOILE | 2005 | 2,556 | ||||||
| MICHIGAN | 2008 | 1,300 | ||||||
| ENSENADA (*) | 2001 | 5,576 | ||||||
| MONEMVASIA (*) | 1998 | 2,472 | ||||||
| ARKADIA (*) | 2001 | 1,550 | ||||||
(*) Vessels acquired pursuant to the Framework Deed with York.
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Conference Call details:
On Tuesday, June 1, 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 June 8, 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: 10157083.
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 82 containerships, with a total capacity of approximately 582,837 TEU, including five secondhand vessels that we have agreed to acquire and three vessels that we have agreed to sell. 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
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Fleet List
The table below provides additional information, as of June 1, 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.
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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 | June 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 | April 2022 |
| 17 | COSCO NINGBO | COSCO | 2006 | 9,469 | 30,900 | April 2022 |
| 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(4) |
| 22 | MSC AMALFI | MSC | 2014 | 9,403 | 46,300 | March 2027(5) |
| 23 | MSC AJACCIO | MSC | 2014 | 9,403 | 46,300 | February 2027(6) |
| 24 | MSC ATHENS(ii) | MSC | 2013 | 8,827 | 45,300 | January 2026(7) |
| 25 | MSC ATHOS(ii) | MSC | 2013 | 8,827 | 45,300 | February 2026(8) |
| 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(9) |
| 33 | MAERSK KOTKA | Maersk | 1996 | 8,044 | 25,000 | June 2023(10) |
| 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 | 2003 | 6,724 | 29,000 | September 2021 |
| 37 | YORK | Maersk | 2000 | 6,648 | 21,250 | August 2022 |
| 38 | KOBE | RCL Feeder/ZIM | 2000 | 6,648 | 14,500/45,000 | July 2025(11) |
| 39 | SEALAND WASHINGTON | Maersk | 2000 | 6,648 | 25,000 | March 2022(12) |
| 40 | SEALAND MICHIGAN | Maersk | 2000 | 6,648 | 25,000 | March 2022(12) |
| 41 | SEALAND ILLINOIS | Maersk | 2000 | 6,648 | 25,000 | March 2022(12) |
| 42 | MAERSK KOLKATA | Maersk | 2003 | 6,644 | 25,000 | March 2022(12) |
| 43 | MAERSK KINGSTON | Maersk | 2003 | 6,644 | 25,000 | March 2022(12) |
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Vessel Name | Charterer | Year Built | Capacity (TEU) | Current Daily Charter Rate(1) (U.S. dollars) | Expiration of Charter(2) |
| 44 | MAERSK KALAMATA | Maersk | 2003 | 6,644 | 25,000 | March 2022(12) |
| 45 | ARIES | ONE | 2004 | 6,492 | (*) | December 2022 |
| 46 | ARGUS | ONE | 2004 | 6,492 | (*) | January 2023 |
| 47 | VENETIKO(iii) | (*) | 2003 | 5,928 | (*) | July 2021 |
| 48 | GLEN CANYON | ONE | 2006 | 5,642 | (*) | January 2022 |
| 49 | ENSENADA(i), (iii) | (*) | 2001 | 5,576 | 21,500 | June 2021 |
| 50 | ZIM NEW YORK | ZIM | 2002 | 4,992 | 14,438 | October 2021(13) |
| 51 | ZIM SHANGHAI | ZIM | 2002 | 4,992 | 14,438 | October 2021(13) |
| 52 | LEONIDIO(ii) | Maersk | 2014 | 4,957 | 14,200 | December 2024 |
| 53 | KYPARISSIA(ii) | Maersk | 2014 | 4,957 | 14,200 | November 2024 |
| 54 | MEGALOPOLIS | Maersk | 2013 | 4,957 | 13,500 | July 2025 |
| 55 | MARATHOPOLIS | Maersk | 2013 | 4.957 | 13,500 | July 2025 |
| 56 | OAKLAND (ex. OAKLAND EXPRESS) | Maersk | 2000 | 4,890 | 24,500 | March 2023 |
| 57 | NORFOLK | Maersk | 2009 | 4,259 | 30,000 | May 2023 |
| 58 | VULPECULA | OOCL | 2010 | 4,258 | 22,700 | February 2023 |
| 59 | VOLANS | ZIM | 2010 | 4,258 | 24,250 | April 2024(14) |
| 60 | VIRGO | Maersk | 2009 | 4,258 | 30,200 | February 2024 |
| 61 | VELA | OOCL | 2009 | 4,258 | 22,700 | January 2023 |
| 62 | ANDROUSA | Maersk | 2010 | 4,256 | 22,750 | May 2023 |
| 63 | NEOKASTRO | (*) | 2011 | 4,178 | (*) | December 2021 |
| 64 | ULSAN | Maersk | 2002 | 4,132 | 12,000 | June 2021 |
| 65 | POLAR ARGENTINA(i)(ii) | Maersk | 2018 | 3,800 | 19,700 | October 2024 |
| 66 | POLAR BRASIL(i)(ii) | Maersk | 2018 | 3,800 | 19,700 | January 2025 |
| 67 | LAKONIA | COSCO | 2004 | 2,586 | 17,300 | February 2022 |
| 68 | SCORPIUS | Pool | 2007 | 2,572 | Pool Participation | |
| 69 | ETOILE | (*) | 2005 | 2,556 | (*) | February 2023 |
| 70 | AREOPOLIS | COSCO | 2000 | 2,474 | 17,300 | March 2022 |
| 71 | MONEMVASIA(i) | Maersk | 1998 | 2,472 | 9,250 | November 2021 |
| 72 | MESSINI | (*) | 1997 | 2,458 | 18,000 | January 2022 |
| 73 | ARKADIA(i) | Evergreen | 2001 | 1,550 | 8,650 | June 2021 |
| 74 | PROSPER(iii) |
Sealand Maersk Asia |
1996 | 1,504 | 8,500 | June 2021 |
| 75 | MICHIGAN | MSC | 2008 | 1,300 | 18,700 | September 2023(15) |
| 76 | TRADER | (*) | 2008 | 1,300 | (*) | November 2021 |
| 77 | LUEBECK | MSC | 2001 | 1,078 | 7,750 | February 2022 |
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Vessels agreed to be acquired within 2021
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Vessel Capacity (TEU) | Year Built | Charterer | Agreed Daily Charter Rate (U.S. dollars) | Charter Tenor | |
| 1 | 6,712 | 2001 | Maersk | 30,075 | 60 – 64 months from vessel’s delivery to the charterer | |
| 2 | 5,908 | 2002 | Maersk | 28,822 | 60 – 64 months from vessel’s delivery to the charterer | |
| 3 | 5,570 | 2002 | Maersk | 28,822 | 60 – 64 months from vessel’s delivery to the charterer | |
| 4 | 4,578 | 2009 | ZIM | 25,500 | 32 – 36 months from vessel’s delivery to the charterer | |
| 5 | 4,578 | 2008 | Maersk | 22,750 | 24.5 – 27.5 months from vessel’s delivery to the charterer |
| (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) | 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. |
| (5) | 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. |
| (6) | 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. |
| (7) | 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. |
| (8) | 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. |
| (9) | From April 9, 2021, 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. |
| (10) | From April 25, 2021, 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. |
| (11) | 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. |
| (12) | 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. |
| (13) | 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. |
| (14) | This charter rate will be earned by Volans from June 29, 2021. Until then the daily charter rate will be $7,000. |
| (15) | This charter rate will be earned by Michigan from October 15, 2021. Until then the daily charter rate will be $5,800. |
| (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.
9
Consolidated Statements of Income
Three-month period ended March 31, | ||||||||
| (Expressed in thousands of U.S. dollars, except share and per share amounts) | 2020 | 2021 | ||||||
| REVENUES: | ||||||||
| Voyage revenue | $ | 121,404 | $ | 126,725 | ||||
| EXPENSES: | ||||||||
| Voyage expenses | (2,518 | ) | (1,041 | ) | ||||
| Voyage expenses – related parties | (1,587 | ) | (1,906 | ) | ||||
| Vessels’ operating expenses | (27,870 | ) | (31,779 | ) | ||||
| General and administrative expenses | (1,402 | ) | (1,968 | ) | ||||
| Management fees - related parties | (5,322 | ) | (5,476 | ) | ||||
| Non-cash general and administrative expenses and non-cash other items | (676 | ) | (1,439 | ) | ||||
| Amortization of dry-docking and special survey costs | (2,207 | ) | (2,327 | ) | ||||
| Depreciation | (28,136 | ) | (27,096 | ) | ||||
| Gain / (Loss) on sale / disposal of vessels | 10 | (260 | ) | |||||
| Loss on vessel held for sale | (232 | ) | - | |||||
| Vessels’ impairment loss | (3,071 | ) | - | |||||
| Foreign exchange gains / (losses) | (142 | ) | 149 | |||||
| Operating income | $ | 48,251 | $ | 53,582 | ||||
| OTHER INCOME / (EXPENSES): | ||||||||
| Interest income | $ | 647 | $ | 367 | ||||
| Interest and finance costs | (18,467 | ) | (16,107 | ) | ||||
| Income from equity method investments | 4,164 | 3,991 | ||||||
| Fair value measurement of equity securities | - | 25,937 | ||||||
| Other | 428 | 1,488 | ||||||
| Loss on derivative instruments | (2,247 | ) | (1,117 | ) | ||||
| Total other income / (expenses) | $ | (15,475 | ) | $ | 14,559 | |||
| Net Income | $ | 32,776 | $ | 68,141 | ||||
| Earnings allocated to Preferred Stock | (7,693 | ) | (7,595 | ) | ||||
| Gain on retirement of Preferred Stock | 541 | - | ||||||
| Net Income available to common stockholders | $ | 25,624 | $ | 60,546 | ||||
| Earnings per common share, basic and diluted | $ | 0.21 | $ | 0.49 | ||||
| Weighted average number of shares, basic and diluted | 119,535,940 | 122,384,052 | ||||||
10
COSTAMARE INC.
Consolidated Balance Sheets
| As of December 31, | As of March 31, | |||||||
| (Expressed in thousands of U.S. dollars) | 2020 | 2021 | ||||||
| ASSETS | (Audited) | (Unaudited) | ||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 143,922 | $ | 174,488 | ||||
| Restricted cash | 4,998 | 5,848 | ||||||
| Accounts receivable | 8,249 | 9,223 | ||||||
| Inventories | 10,455 | 13,218 | ||||||
| Due from related parties | 1,623 | - | ||||||
| Fair value of derivatives | 460 | 6,202 | ||||||
| Insurance claims receivable | 883 | 718 | ||||||
| Asset held for sale | 12,416 | 19,394 | ||||||
| Time charter assumed | 191 | 199 | ||||||
| Investment in equity securities | - | 29,738 | ||||||
| Prepayments and other | 8,853 | 6,713 | ||||||
| Total current assets | $ | 192,050 | $ | 265,741 | ||||
| FIXED ASSETS, NET: | ||||||||
| Right-of-use assets | $ | 199,098 | $ | 197,176 | ||||
| Vessels and advances, net | 2,450,510 | 2,938,631 | ||||||
| Total fixed assets, net | $ | 2,649,608 | $ | 3,135,807 | ||||
| NON-CURRENT ASSETS: | ||||||||
| Equity method investments | $ | 78,227 | $ | 26,194 | ||||
| Deferred charges, net | 27,682 | 29,448 | ||||||
| Accounts receivable, non-current | 3,896 | 3,075 | ||||||
| Restricted cash | 42,976 | 55,465 | ||||||
| Fair value of derivatives, non-current | - | 304 | ||||||
| Time charter assumed, non-current | 839 | 816 | ||||||
| Debt securities, held to maturity (Net of allowance for credit losses of $569 and $245 as of December 31, 2020 and March 31, 2021, respectively) | 6,813 | 6,922 | ||||||
| Other non-current assets | 8,425 | 3,958 | ||||||
| Total assets | $ | 3,010,516 | $ | 3,527,730 | ||||
11
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Current portion of long-term debt | $ | 147,137 | $ | 174,251 | ||||
| Accounts payable | 7,582 | 9,461 | ||||||
| Due to related parties | 432 | 696 | ||||||
| Finance lease liabilities | 16,495 | 16,539 | ||||||
| Accrued liabilities | 17,621 | 18,998 | ||||||
| Unearned revenue | 11,893 | 10,883 | ||||||
| Fair value of derivatives | 3,440 | 4,304 | ||||||
| Other current liabilities | 2,374 | 17,263 | ||||||
| Total current liabilities | $ | 206,974 | $ | 252,395 | ||||
| NON-CURRENT LIABILITIES | ||||||||
| Long-term debt, net of current portion | $ | 1,305,076 | $ | 1,721,178 | ||||
| Finance lease liabilities, net of current portion | 116,366 | 112,225 | ||||||
| Fair value of derivatives, net of current portion | 3,653 | 7,074 | ||||||
| Unearned revenue, net of current portion | 29,627 | 30,659 | ||||||
| Total non-current liabilities | $ | 1,454,722 | $ | 1,871,136 | ||||
| COMMITMENTS AND CONTINGENCIES | ||||||||
| STOCKHOLDERS’ EQUITY: | ||||||||
| Preferred stock | $ | - | $ | - | ||||
| Common stock | 12 | 12 | ||||||
| Additional paid-in capital | 1,366,486 | 1,370,800 | ||||||
| Retained earnings / (Accumulated deficit) | (9,721 | ) | 38,437 | |||||
| Accumulated other comprehensive loss | (7,957 | ) | (5,050 | ) | ||||
| Total stockholders’ equity | $ | 1,348,820 | $ | 1,404,199 | ||||
| Total liabilities and stockholders’ equity | $ | 3,010,516 | $ | 3,527,730 |
12
Financial Summary
Three-month period ended March 31, | ||||||||
| (Expressed in thousands of U.S. dollars, except share and per share data): | 2020 | 2021 | ||||||
| Voyage revenue | $ | 121,404 | $ | 126,725 | ||||
| Accrued charter revenue (1) | $ | 696 | $ | 1,032 | ||||
| Amortization of time-charter assumed | $ | 48 | - | |||||
| Voyage revenue adjusted on a cash basis (2) | $ | 122,148 | $ | 127,757 | ||||
| Adjusted Net Income available to common stockholders (3) | $ | 32,560 | $ | 37,986 | ||||
| Weighted Average number of shares | 119,535,940 | 122,384,052 | ||||||
| Adjusted Earnings per share (3) | $ | 0.27 | $ | 0.31 | ||||
| Net Income | $ | 32,776 | $ | 68,141 | ||||
| Net Income available to common stockholders | $ | 25,624 | $ | 60,546 | ||||
| Weighted Average number of shares | 119,535,940 | 122,384,052 | ||||||
| Earnings per share | $ | 0.21 | $ | 0.49 | ||||
(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-month periods ended March 31, 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.
13
Reconciliation of Net Income to Adjusted Net Income available to common stockholders and Adjusted Earnings per Share
Three-month period ended March 31, | ||||||||
| (Expressed in thousands of U.S. dollars, except share and per share data) | 2020 | 2021 | ||||||
| Net Income | $ | 32,776 | $ | 68,141 | ||||
| Earnings allocated to Preferred Stock | (7,693 | ) | (7,595 | ) | ||||
| Gain on retirement of Preferred Stock | 541 | - | ||||||
| Net Income available to common stockholders | 25,624 | 60,546 | ||||||
| Accrued charter revenue | 696 | 1,032 | ||||||
| General and administrative expenses – non-cash component | 676 | 1,439 | ||||||
| Non-recurring, non-cash write-off of loan deferred financing costs | - | 363 | ||||||
| Amortization of Time charter assumed | 48 | - | ||||||
| Realized Gain on Euro/USD forward contracts (1) | (24 | ) | (78 | ) | ||||
| (Gain) / Loss on sale / disposal of vessels | (10 | ) | 260 | |||||
| Loss on vessel held for sale | 232 | - | ||||||
| Vessels’ impairment loss | 3,071 | - | ||||||
| Loss on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1) | 2,247 | 1,117 | ||||||
| Fair value measurement of equity securities | - | (25,937 | ) | |||||
| Other non-recurring, non-cash item | - | (756 | ) | |||||
| Adjusted Net Income available to common stockholders | $ | 32,560 | $ | 37,986 | ||||
| Adjusted Earnings per Share | $ | 0.27 | $ | 0.31 | ||||
| Weighted average number of shares | 119,535,940 | 122,384,052 | ||||||
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) loss on sale / disposal of vessels, loss on vessels held for sale, fair value measurement 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, amortization of Time charter assumed 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.
14
