-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ShdCCGnN8UMZ1TqfwAYktQy5Ct7JgAY5RZuSqOoRrXZGSMryisODQAocVHd+y+SR mr77fX9a2pWDAfEeFrjerQ== 0001193125-05-074690.txt : 20050412 0001193125-05-074690.hdr.sgml : 20050412 20050412143322 ACCESSION NUMBER: 0001193125-05-074690 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050411 FILED AS OF DATE: 20050412 DATE AS OF CHANGE: 20050412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TSAKOS ENERGY NAVIGATION LTD CENTRAL INDEX KEY: 0001166663 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31236 FILM NUMBER: 05745991 BUSINESS ADDRESS: STREET 1: 367 SYNGROU AVENUE CITY: ATHENS STATE: J3 ZIP: 00000 MAIL ADDRESS: STREET 1: 367 SYNGROU AVE 175 64 CITY: ATHENS STATE: J3 ZIP: 00000 6-K 1 d6k.htm FORM 6-K Form 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 


 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR

15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of March, 2005

 

Commission File Number 001-3136

 


 

TSAKOS ENERGY NAVIGATION LIMITED

(Translation of registrant’s name into English)

 


 

367 Syngrou Avenue, 175 64 P. Faliro, Athens, Greece

(Address of principal executive office)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  x    Form 40-F  ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):     

 

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

 

Indicate by check mark whether the registrant by furnishing the information contained in the Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes  ¨    No  x

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-            .

 

This document contains 17 pages. The exhibit index is located on page 2.

 



EXHIBIT INDEX

 

99.1    Consolidated Financial Statements (Unaudited), December 31, 2004
99.2    Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

 


This report on Form 6-K is hereby incorporated by reference into the following Registration Statements of the Company:

 

  Registration Statement on Form F-3 (No. 333-110495) filed with the SEC on November 14, 2003;

 

  Registration Statement on Form F-3 (No. 333-111615) filed with the SEC on December 30, 2003;

 

  Registration Statement on Form S-8 (No. 333-104062) filed with the SEC on March 27, 2003; and

 

  Registration Statement on Form S-8 (No. 333-102860) filed with the SEC on January 31, 2003.

 

 


SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: April 11, 2005

 

TSAKOS ENERGY NAVIGATION LIMITED

By:

 

/s/    Nikolas P. Tsakos


   

Nikolas P. Tsakos

   

President

EX-99.1 2 dex991.htm CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), DECEMBER 31, 2004 Consolidated Financial Statements (Unaudited), December 31, 2004

Exhibit 99.1

 

TSAKOS ENERGY NAVIGATION LIMITED AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS (Unaudited)

DECEMBER 31, 2004 and DECEMBER 31, 2003

(Expressed in thousands of U.S. Dollars - except per share data)

 

     December 31,
2004


    December 31,
2003


 

ASSETS

              

CURRENT ASSETS:

              

Cash and cash equivalents

   $ 116,922     86,813  

Cash, restricted

     1,453     —    

Receivables-

              

Trade accounts receivable, net

     20,206     13,401  

Insurance claims

     1,282     2,749  

Due from related companies

     5,173     3,836  

Advances and other

     3,828     5,586  
    


 

       30,489     25,572  
    


 

Inventories

     4,059     3,381  

Prepaid insurance and other

     2,347     1,205  
    


 

Total current assets

     155,270     116,971  
    


 

INVESTMENTS

     10,000     —    

FIXED ASSETS:

              

Advances for vessels under construction

     121,260     33,420  
    


 

Vessels

     805,148     800,870  

Accumulated depreciation

     (168,874 )   (146,208 )
    


 

Vessels’ Net Book Value

     636,274     654,662  
    


 

Total fixed assets

     757,534     688,082  
    


 

DEFERRED CHARGES, net

     15,184     20,454  
    


 

Total assets

   $ 937,988     825,507  
    


 

LIABILITIES AND STOCKHOLDERS’ EQUITY

              

CURRENT LIABILITIES:

              

Current portion of long-term debt

   $ 39,693     41,602  
    


 

Accounts payable-

              

Trade

     14,937     15,609  

Due to related companies

     2,657     3,326  

Other

     1,454     1,825  
    


 

       19,048     20,760  
    


 

Accrued liabilities

     8,632     6,112  

Accrued bank interest

     2,653     2,276  

Financial instruments - Fair value

     78     5,097  

Unearned revenue

     6,435     3,611  

Deferred income, current portion

     4,005     4,005  
    


 

Total current liabilities

     80,544     83,463  
    


 

LONG-TERM DEBT, net of current portion

     325,471     411,018  

DEFERRED INCOME, net of current portion

     12,452     16,457  

STOCKHOLDERS’ EQUITY:

              

Common stock, $ 1.00 par value; 40,000,000 shares authorized at December 31, 2004 and December 31, 2003 ; 20,175,536 and 17,151,623 issued and outstanding at December 31, 2004 and December 31, 2003, respectively.

     20,176     17,152  

Additional paid-in capital

     282,451     203,631  

Other comprehensive income/(loss)

     1,136     (1,431 )

Retained earnings

     215,758     95,217  
    


 

Total stockholders’ equity

     519,521     314,569  
    


 

Total liabilities and stockholders’ equity

   $ 937,988     825,507  
    


 

 


TSAKOS ENERGY NAVIGATION LIMITED AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

FOR THE YEAR ENDED DECEMBER 31, 2004 AND 2003

(Expressed in thousands of U.S. Dollars - except per share data)

 

    

Year ended

December 31,


 
     2004

    2003

 

VOYAGE REVENUES:

   $ 318,278     $ 241,365  

EXPENSES:

                

Commissions

     13,065       11,296  

Voyage expenses

     42,109       48,152  

Charter hire expense

     24,341       13,146  

Vessel operating expenses

     53,900       49,949  

Depreciation

     35,377       32,877  

Amortization of deferred charges

     8,753       7,835  

Provision for doubtful receivables

     933       700  

Management fees

     5,328       4,470  

General and administrative expenses

     3,098       2,415  

Management incentive award

     2,500       0  

Foreign currency losses

     185       389  

Amortization of deferred gain on sale of vessels

     (3,167 )     (541 )

Gain on sale of vessels

     (13,608 )     —    
    


 


Operating income

     145,463       70,677  
    


 


OTHER INCOME (EXPENSES):

                

Gain on sale of non-operating vessels

     7,757       —    

Interest and finance costs, net

     (10,135 )     (12,372 )

Interest income

     761       387  

Share of profits of joint-venture

     —         602  

Other, net

     (556 )     (242 )
    


 


Total other income (expenses), net

     (2,173 )     (11,625 )
    


 


Net Income

   $ 143,290     $ 59,052  
    


 


Earnings per share, basic

   $ 7.53     $ 3.45  
    


 


Earnings per share, diluted

   $ 7.51     $ 3.44  
    


 


Weighted average number of shares, basic

     19,034,727       17,134,347  
    


 


Weighted average number of shares, diluted

     19,080,975       17,187,859  

 


TSAKOS ENERGY NAVIGATION LIMITED AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

FOR THE THREE MONTHS ENDED DECEMBER 31, 2004 AND 2003

(Expressed in thousands of U.S. Dollars - except per share data)

 

    

Three months ended

December 31,


 
     2004

    2003

 

VOYAGE REVENUES:

   $ 94,005     $ 63,532  
    


 


EXPENSES:

                

Commissions

     3,822       3,117  

Voyage expenses

     9,267       9,451  

Charter hire expense

     6,105       5,053  

Vessel operating expenses

     14,988       15,304  

Depreciation

     8,854       8,551  

Amortization of deferred charges

     1,838       1,946  

Provision for doubtful receivables

     689       700  

Management fees

     1,383       1,215  

General and administrative expenses

     1,056       1,114  

Management incentive award

     2,500       —    

Foreign currency losses

     117       130  

Amortization of deferred gain on sale of vessels

     (792 )     (541 )

Gain on sale of vessels

     (12,610 )     —    
    


 


Operating income

     56,788       17,493  
    


 


OTHER INCOME (EXPENSES):

                

Interest and finance costs, net

     (2,404 )     (3,537 )

Interest income

     445       88  

Share of profits of joint-venture

     —         (19 )

Other, net

     (556 )     261  
    


 


Total other income (expenses), net

     (2,515 )     (3,207 )
    


 


Net Income

   $ 54,273     $ 14,286  
    


 


Earnings per share, basic

   $ 2.69     $ 0.83  
    


 


Earnings per share, diluted

   $ 2.69     $ 0.83  
    


 


Weighted average number of shares, basic

     20,170,742       17,169,623  
    


 


Weighted average number of shares, diluted

     20,196,151       17,210,602  

 


 

TSAKOS ENERGY NAVIGATION LIMITED AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited)

FOR THE YEARS ENDED DECEMBER 31, 2002, 2003 AND 2004

(Expressed in thousands of U.S. Dollars - except per share data)

 

     Comprehensive
Income (Loss)


    Common
Stock


    Additional
Paid-in
Capital


    Retained
Earnings


    Accumulated
Other
Comprehensive
Income (Loss)


    Total
Stock-
Holders’
Equity


 

BALANCE, January 1, 2002

           $ 9,629     $ 108,603     $ 52,836     $ —         171,068  

Net income

     3,894                       3,894               3,894  

-        Issuance of common stock

             7,350       102,900                       110,250  

-        Expenses related to the issuance of common stock

                     (9,868 )                     (9,868 )

-        Issuance of common stock on acquisition of shares in LauriTen Ltd.

             217       3,033                       3,250  

-        Repurchase and cancellation of common stock (172,800 shares)

             (173 )     (1,806 )                     (1,979 )

-        Cash dividends declared and paid ($0.50 per share)

                             (8,542 )             (8,542 )

-        Fair value of financial instruments

     (629 )                             (629 )     (629 )
    


                                       

Comprehensive income

   $ 3,265                                          
    


                                       
            


 


 


 


 


BALANCE, December 31, 2002

           $ 17,023     $ 202,862     $ 48,188     $ (629 )   $ 267,444  
            


 


 


 


 


Net income

     59,052                       59,052               59,052  

-        Exercise of stock options

             269       2,421                       2,690  

-        Repurchase and cancellation of common stock (140,100 shares)

             (140 )     (1,652 )                     (1,792 )

-        Cash dividends declared and paid ($0.70 per share)

                             (12,023 )             (12,023 )

-        Fair value of financial instruments

     (802 )                             (802 )     (802 )
    


                                       

Comprehensive income

   $ 58,250                                          
    


                                       
            


 


 


 


 


BALANCE, December 31, 2003

           $ 17,152     $ 203,631     $ 95,217     $ (1,431 )   $ 314,569  
            


 


 


 


 


Net income

     143,290       —         —         143,290               143,290  

-        Issuance of common stock (net of discount)

             2,875       78,143                       81,018  

-        Expenses related to the issuance of common stock

                     (926 )                     (926 )

-        Exercise of stock options

             149       1,603                       1,752  

-        Cash dividends declared and paid ($1.20 per share)

                             (22,749 )             (22,749 )

-        Fair value of financial instruments

     1,706                               1,706       1,706  

-        Reclassification of losses on undesignated cash flow hedges

     861                               861       861  
    


                                       

Comprehensive income

   $ 145,857                                          
    


                                       
            


 


 


 


 


BALANCE, December 31, 2004

           $ 20,176       282,451       215,758       1,136       519,521  
            


 


 


 


 


 


 

TSAKOS ENERGY NAVIGATION LIMITED AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

FOR THE YEAR AND THREE MONTHS ENDED DECEMBER 31, 2004 AND 2003

(Expressed in thousands of U.S. Dollars)

 

    

Year ended

December 31,


    Three months ended
December 31,


 
     2004

    2003

    2004

    2003

 

Cash Flows from Operating Activities:

                                

Net income

   $ 143,290     $ 59,052     $ 54,272     $ 14,285  

Adjustments to reconcile net income to net cash provided by operating activities:

                                

Depreciation

     35,377       32,877       8,853       8,551  

Amortization of deferred dry-docking costs

     8,753       7,835       1,838       1,946  

Amortization of loan fees

     368       686       90       44  

Amortization of deferred income

     (4,005 )     (1,379 )     (1,002 )     (751 )

Change in fair value of financial instruments

     (2,452 )     (3,543 )     1,214       (704 )

Share of profits of joint venture

     —         (602 )     —         19  

Payments for dry-docking

     (3,632 )     (15,114 )     (1,046 )     (1,631 )

Gain on sale of vessels

     (21,365 )     —         (12,610 )     —    

(Increase) Decrease in:

                                

Receivables

     (4,917 )     (1,052 )     (3,234 )     2,019  

Inventories

     (678 )     (106 )     220       1,407  

Prepayments and other

     (1,142 )     78       760       258  

Increase (Decrease) in:

                                

Accounts payable

     (1,712 )     3,572       1,257       (4,023 )

Accrued liabilities

     2,897       272       (909 )     (3,281 )

Unearned revenue

     2,824       1,608       2,638       461  
    


 


 


 


Net Cash from Operating Activities

     153,606       84,184       52,341       18,600  
    


 


 


 


Cash Flows from Investing Activities:

                                

Advances for vessels under construction

     (95,923 )     (32,096 )     (13,602 )     (7,438 )

Vessel acquisitions and/or improvements

     (70,377 )     (186,775 )     (33 )     —    

Payments for investment in joint venture

     —         (36 )     —         (19 )

Return of investment in joint venture

             11,216       —         3,250  

Cash investments

     (10,000 )     —         (10,000 )        

Proceeds from sale of vessels

     83,637       108,854       44,730       108,854  

Restricted cash

     (1,453 )     7,000       —         3,800  
    


 


 


 


Net Cash from/(used in) Investing Activities

     (94,116 )     (91,837 )     21,094       108,447  
    


 


 


 


Cash Flows from Financing Activities:

                                

Proceeds from long-term debt

     40,000       159,910       —         —    

Financing costs

     (1,020 )     (751 )     (833 )     363  

Payments of long-term debt

     (127,456 )     (93,242 )     (32,229 )     (71,449 )

Proceeds from public offering, net of related issuance costs

     80,092       —         50       —    

Proceeds from exercise of stock options

     1,752       2,690       164       —    

Cash dividend

     (22,749 )     (12,023 )     (14,118 )     (8,584 )

Repurchase and cancellation of common stock

     —         (1,792 )     —         —    
    


 


 


 


Net Cash from/(used in) Financing Activities

     (29,381 )     54,792       (46,965 )     (79,670 )
    


 


 


 


Net increase/(decrease) in cash and cash equivalents

     30,109       47,139       26,470       47,377  

Cash and cash equivalents at beginning of period

     86,813       39,674       91,905       39,436  
    


 


 


 


Cash and cash equivalents at end of period

   $ 116,922     $ 86,813     $ 118,375     $ 86,813  
    


 


 


 


 

EX-99.2 3 dex992.htm MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION Management's Discussion and Analysis of Financial Condition

Exhibit 99.2

 

TSAKOS ENERGY NAVIGATION LIMITED

 

THREE MONTHS ENDED DECEMBER 31, 2004

 

Results of operations – management discussion

 

Three months ended December 31, 2004 versus quarter ended December 31, 2003

 

Reclassification of Prior Year Balances

 

Certain reclassifications have been made to the consolidated financial statements for the three months ended December 31, 2003 to conform to the presentation in the 2004 consolidated financial statements. Commissions were previously presented as a direct deduction to Voyage revenues and are presented in 2004 under Expenses in the consolidated income statements. Hire expense on chartered-in vessels was previously included in Voyage expenses and is presented separately in 2004 as ‘Charter hire expense’ under Expenses in the consolidated income statements. Foreign currency losses were previously presented under Other Expenses and are presented in 2004 under Expenses in the consolidated income statements. Amortization of deferred gain on sale of vessels was previously presented under Other Income and is presented in 2004 under Expenses in the consolidated income statements.

 

Voyage revenues

 

Voyage revenues from vessels were $94.0 million during the quarter ended December 31, 2004 as compared to $63.5 million during the quarter ended December 31, 2003, an increase of $30.5 million or 48.0%. The number of available days actually decreased by 15 days representing the disposal of the Toula Z two weeks before the year end (the addition of the La Madrina in the first quarter of 2004, being offset in terms of days by the disposal of the Liberty in Quarter 2). The average number of vessels, therefore, remained relatively constant at an average of 26.8 vessels in the fourth quarter 2004 compared to an average of 27.0 vessels in the fourth quarter 2003.

 

The primary reason for the increase in revenue was due to the continuous strengthening of the freight market, mainly as a result of continued demand from the Far East. In fact, the fourth quarter saw a spike in freight rates not seen for many years. Although 436 more days were employed in time charters than the equivalent period (which earn a lower rate than spot related charters), four of the vessels on time-charter (368 days) were on a profit-sharing arrangement taking advantage of the increased rates, and the remaining eleven vessels of the fleet were either on spot or continuous employment at rates totally dependent on the market.

 

The average time charter equivalent rate (revenue less voyage expenses) per vessel for the quarter was $35,400 per day compared to $23,472 for the previous year. All tanker categories achieved good average rates during the fourth quarter as follows

 

1


(last year’s fourth quarter averages in parentheses):- VLCCs earned an average $70,053 ($35,500), Suezmaxes $35,858 ($27,670), Aframaxes $42,460 ($26,600), Panamaxes $25,961 ($21,496), and Product Carriers $15,538 ($14,337).

 

The VLCC La Madrina, which was acquired in January, continued operating in the spot market, achieving an average TCE of $104,607 during the quarter, which represents $10.3 million or 11% of the total net (after commission) revenue of the Company.

 

Total productivity achieved by the fleet in the fourth quarter 2004 was 98.1% compared to 94.7% for the fourth quarter of 2003. Days lost in the fourth quarter related mainly to the voyage of the Bregen on route for its special survey. There was no actual survey related dry-docking performed during the period. In the same quarter last year, one vessel was undergoing survey related dry docking repairs.

 

Commissions.

 

Commissions were $3.8 million, or 4.1% of revenue from vessels, during the quarter ended December 31, 2004, compared to $3.1 million, which was 4.9% of revenue from vessels, for the quarter ended December 31, 2003. The decrease was due to changes in employment of three vessels where brokerage participation was less, and to the impact of the La Madrina which incurred less than average commission costs.

 

Voyage expenses.

 

Voyage expenses include costs that are directly related to a voyage, such as port charges, agency fees, canal dues and bunker (fuel) costs. They are borne by the Company in the case of spot market single voyages or for voyages under contract of affreightment. Otherwise, in the case of time and bare-boat charters they are borne by the charterer. For vessels trading under a pool arrangement, allocation of revenue to pool members is determined after accounting for total voyage expenses by the pool managers. Voyage expenses were $9.3 million during the quarter ended December 31, 2004, compared to $9.5 million during the prior year, a 1.9% decrease. Total operating days on spot charter and contract of affreightment decreased from 1,086 days in the fourth quarter of 2003 to 767 days in the fourth quarter of 2004. However, bunker prices were approximately 5% higher in Quarter 4 2004 compared to the previous year’s period.

 

Charter hire expense.

 

During the fourth quarter 2003 two suezmaxes were sold and leased back as the Cape Baker and Cape Balboa. In the fourth quarter of 2004, the two suezmaxes were chartered-in for the entire period amounting to $1.4 million more hire expense than in the previous year’s quarter. However, the fourth quarter 2003 also included $0.4 million for the temporary charter-in of a product carrier which was returned to owners prior to the end of 2003. There was also higher expense relating to the charter-in of the Olympia.

 

Vessel operating expenses.

 

Vessel operating expenses include crew costs, maintenance repairs and spares, stores, lubricants, insurance and sundry expenses such as tonnage tax, registration fees, and communications costs. They are borne by the Company for all vessels of the fleet

 

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except for the one vessel on bare-boat charter (Millennium), and the three vessels which are chartered-in (Cape Baker, Cape Balboa and Olympia). Total operating costs were $15.0 million during the quarter ended December 31, 2004 as compared to $15.3 million during quarter ended December 31, 2003, a decrease of 2.1%. While the impact of the addition of the VLCC La Madrina increased operating expenses, this has been offset by relative savings on other vessels.

 

Vessel operating expenses per ship per day for the those vessels in the fleet incurring operating expenses increased from $6,642 for the quarter ended December 31, 2003 to $7,041 for the quarter ended December 31, 2004, a 6.0% increase, due to the addition of the VLCC, the continued pressure of the fall in value of the dollar by approximately 10% against the Euro over the year, which impacted the cost of crew in particular, and increases in insurance costs and the price of lubricants. Average daily costs have also increased due to extra repairs and spares for the Panos G as the vessel approached its final special survey in the following quarter, when in fact it was sold, and generally there was considerable expenditure on spares and repairs during the quarter, especially on the older vessels after a period of high productivity.

 

Depreciation.

 

Depreciation was $8.9 million during the quarter ended December 31, 2004 compared to $8.6 million during the quarter ended December 31, 2003, an increase of only 3.5%, due mainly to the addition of the La Madrina in 2004, offset by the sale of the suezmaxes in the fourth quarter 2003, which are now operating as chartered-in vessels, and the Liberty in 2004.

 

Amortization of deferred charges.

 

We amortize the cost of drydocking and special surveys over the period to the next special survey and this amortization is included as part of the normal costs we incur in connection with the operation of our vessels. During the quarter ended December 31, 2004 amortization of deferred drydocking charges was $1.8 million compared to $1.9 million during the quarter ended December 31, 2003, a decrease of 5.5%. In the period between the fourth quarter 2003 and fourth quarter 2004, only one vessel underwent a dry-docking, while two vessels amortizing deferred charges were sold, resulting in the small decrease in amortization.

 

Provision for doubtful receivables.

 

There was a further net increase in the provision for doubtful receivables during the fourth quarter 2004 by $0.7 million, similar to the $0.7 million in the fourth quarter 2003. The provision is made up primarily of demurrages and freight believed due for time lost for causes beyond the Company’s control which is disputed by the charterers concerned.

 

Management fees.

 

The Company pays to Tsakos Energy Management Ltd. fixed fees per vessel under a management agreement between the companies. Since January 1, 2002 the management fee for all vessels (excluding temporarily chartered-in vessels) was

 

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reduced to $15,000 per month. From the beginning of Quarter 3, 2004, the monthly fee was increased to $18,000 for all vessels except the chartered-in vessels where the fee was reduced to $12,500 per month. Management believes this is still a very competitive fee to pay for services that cover both the management of the individual vessels and of the enterprise as a whole. Management fees totaled $1.4 million during the quarter ended December 31, 2004 compared to $1.2 million for the quarter ended December 31, 2003, an increase of 13.8%, due to the increase in fees.

 

General and administrative expenses.

 

G&A expenses consist primarily of professional fees, office supplies, investor relations, advertising costs, directors’ liability insurance, and travel-related expenses. General and administrative expenses were nearly $1.1 million during the quarter ended December 31, 2004 compared to a little over $1.1 million during the previous year quarter 2003, a decrease of 5.2% as costs were held to last year’s levels

 

The sum of these expenses, together with the management fees payable to Tsakos Energy Management Ltd., represents the overheads of the Company. On a per vessel basis, daily overhead costs, excluding the new management incentive award, were $988 for the three months ended December 31, 2004 compared to $938 for the fourth quarter of 2003 and an average $843 for the year 2004, the increase being solely due to the increase in management fees. Together with the incentive award the daily overhead was $2,000 for the quarter.

 

Management incentive award.

 

In accordance with the revised management agreement between the Company and Tsakos Energy Management, its managers, $2.5 million is due an award to Tsakos Energy Management due to the success of the Company during 2004 in achieving a return on equity in excess of the target 25% for 2004.

 

Amortization of the deferred gain on the sale of vessels.

 

The Company sold two Suezmaxes in a sale and leaseback transaction in Quarter 4, 2003. The total gain of $15.8 million has been deferred and is being amortized over the five year minimum charter period. The amortization of this gain amounted to $0.8 million for the fourth quarter of 2004, compared to $0.5 million in the fourth quarter 2003, the vessels having been sold part way through the quarter in the previous year.

 

Gain on sale of vessels.

 

The Company sold the vessel Toula Z during the fourth quarter for $45.7 million realizing a capital gain of $12.7 million which is recognized in full in the fourth quarter. There were also certain minor costs relating to the sale of the vessels Delos and Liberty earlier in the year.

 

Operating income.

 

As a result of the reasons stated above, income from vessel operations was $56.8 million during the quarter ended December 31, 2004 versus $17.5 million during the quarter ended December 31, 2003, representing a 224.6% increase.

 

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Interest and finance costs.

 

Interest and finance costs were $2.4 million for the quarter ended December 31, 2004 compared to $3.5 million for the quarter ended December 31, 2003. Loan interest was $2.7 million compared to $3.3 million for Quarter 4, 2003, a 22% decrease. Total average bank loans were approximately $392.0 million for Quarter 4, 2004 compared to $481.5 million for the previous year quarter, an 18.6% decrease, and the average interest rate for the current quarter borne on the Company’s loans was approximately 2.8% compared to 2.5% for the fourth quarter of 2003. The average all-in finance cost in Quarter 4, including swap interest, was 3.17% compared to 3.18% in last year’s fourth quarter. There was a negative movement of $1.2 million (discussed below) in the fair value (mark-to-market) of the non-hedging interest rate swaps in the fourth quarter 2004 compared to $0.4 million in the fourth quarter of 2003.

 

Capitalized interest in the fourth quarter of 2004 was $0.9 million compared to $0.2 million in the previous year, due to the extra number of vessels under construction during the past year, and a modest increase in average interest rates.

 

Interest income.

 

Interest income was $0.4 million during the fourth quarter of 2004 and $0.1 million during the quarter ended December 31, 2003, due to higher average bank deposits and higher interest rates.

 

Other, net.

 

During the period, the Company wrote-off certain irrecoverable once-off expenses amounting nearly $0.6 million. For the fourth quarter of 2003, the Company enjoyed a recovery of costs amounting to $0.3 million.

 

Net income.

 

As a result of the foregoing, net income for the quarter ended December 31, 2004 was $54.3 million, or $2.69 per share, basic, versus $14.3 million, or $0.83 earnings per share, basic, during the quarter ended December 31, 2003, an increase of 224.1%.

 

Liquidity and capital resources

 

Liquidity requirements relate to servicing debt, funding the equity portion of investments in vessels, funding working capital and controlling fluctuations in cash flow. Net cash flow generated by continuing operations is the main source of liquidity. Additional sources, apart from raising equity, include proceeds from asset sales and borrowings, although all borrowing arrangements to date have specifically related to the acquisition of vessels.

 

We believe that, unless there is a major and sustained downturn in market conditions, our financial resources are sufficient to meet our liquidity needs through January 1,

 

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2006, taking into account both our existing capital commitments and the minimum debt service requirements as defined by our bank loan covenants.

 

Working capital (non-restricted net current assets) amounted to approximately $75.0 million at December 31, 2004 compared to net current assets of $33.5 million as at December 31, 2003. The increase is mostly due to the increase in cash balances (including restricted cash) which, as at December 31, 2004, amounted to $118.4 million, compared to $86.8 million a year previously.

 

Net cash provided by operating activities was $52.3 million in the quarter ended December 31, 2004 compared to $18.6 million in the previous year, a 181.4% increase, due primarily to the significant increase in profits generated by the dynamic trading market of the quarter, during which freight rates reached record levels.

 

Expenditure on dry-dockings is deducted from cash generated by operating activities. Expenditure during Quarter 4, 2004 amounted to $1.0 million, mostly relating to the preparation of the Bregen for its dry-docking in early January and some preliminary expenditure for the special survey of the Victory III, also due in early 2005. In the previous year’s quarter there was dry-docking expenditure of $1.6 million.

 

Net cash from investing activities was $21.1 million for the quarter ended December 31, 2004, compared to $108.5 million for the quarter ended December 31, 2003. The net funds received relate mainly to the sales proceeds of the Toula Z amounting to $44.7 million. The vessel sale resulted in a capital gain of $12.7 million and, after repayment of debt, left $23 million free cash. Installments for the ongoing new building construction programme amounted to $13.6 million, including a deposit of $8.8 million on the purchase of an existing construction contract for an Aframax being built by the Sanoyas yard of Japan, for delivery in June 2005. The total number of vessels on order as at December 31, 2004 was fifteen to be delivered between January 2005 and June 2007 with a total contract value of $766.6 million of which $114.7 million had been paid by December 31, 2004. The first vessel, the product carrier Didimon, was delivered on January 15, 2004.

 

An amount of $10 million which had been invested in three-year capital guaranteed cash investments was accounted for as long-tem investments although the amounts are redeemable at any time subject to a possible loss on market value.

 

Net cash used in financing activities was $47.0 million in the quarter ended December 31, 2004, compared to $79.7 million derived from financing activities in December 31, 2003. There were no new proceeds from new bank loans in the quarter, nor in the previous year’s quarter. On the contrary, there were repayments of $11.0 million, and a prepayment of $21.3 million relating to a portion of a major loan allocated to the Toula Z sold in Quarter 4.

 

No stock was repurchased at all in 2004. $0.2 million was raised in Quarter 4, 2004 from the exercise of stock options. No options were exercised within the fourth quarter of 2003.

 

An initial 70 cent dividend was declared for the fiscal year 2004, which was paid in Quarter 4, 2004. In total an amount of $14.1 million was paid in October 2004. Earlier

 

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in 2004 a final 50 cent dividend for the fiscal year 2003 was declared in February 2004 and was paid on April 29, 2004. The total amount paid was $8.6 million. The dividend policy of the Company is to pay, depending on cash availability and requirements, between 25% and 50% of the net income in any given year, payable in two installments, the first prior to the end of the year based on expected earnings and cash requirements, and the final portion in the early part of the following year based on final earnings and cash requirements.

 

Total net debt outstanding decreased from $397.4 million at the beginning of the fourth quarter to $365.2 million by the end of the quarter. The debt to capital ratio was approximately 41% by December 31, 2004 (or 32% on a net of cash basis). No further interest rate swaps were arranged during the fourth quarter. Interest rate swap coverage on outstanding loans was approximately 74%.

 

One of the hedging swaps relating to a loan that was repaid during the year was deemed not to have been effectively re-designated and so the negative fair value of this swap, $1.2 million, which had been charged to accumulated comprehensive income/(losses), was transferred directly against income instead. By the end of January 2005, some $0.7 million of this charge had been reversed and, providing the swap is retained to the end of its life in three years as intended, all such accumulated fluctuations will return to zero. It is, however, planned to re-designate the swap as a hedging swap in the near future.

 

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