0001102624-15-001147.txt : 20150721 0001102624-15-001147.hdr.sgml : 20150721 20150721160539 ACCESSION NUMBER: 0001102624-15-001147 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20150721 FILED AS OF DATE: 20150721 DATE AS OF CHANGE: 20150721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Costamare Inc. CENTRAL INDEX KEY: 0001503584 STANDARD INDUSTRIAL CLASSIFICATION: DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT [4412] IRS NUMBER: 000000000 STATE OF INCORPORATION: 1T FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34934 FILM NUMBER: 15997939 BUSINESS ADDRESS: STREET 1: 60 ZEPHYROU STREET & SYNGROU AVENUE CITY: ATHENS STATE: J3 ZIP: 17564 BUSINESS PHONE: 30-2109490000 MAIL ADDRESS: STREET 1: 60 ZEPHYROU STREET & SYNGROU AVENUE CITY: ATHENS STATE: J3 ZIP: 17564 6-K 1 costamareinc6k.htm COSTAMARE INC. 6-K costamareinc6k.htm
 
 
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 July 2015
 
Commission File Number: 001-34934
 
 
COSTAMARE INC.
(Translation of registrant’s name into English)
 
 
60 Zephyrou Street & Syngrou Avenue, 17564 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     o
 
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):o
 
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):o
 

 
 
 
 

 
INCORPORATION BY REFERENCE
 
Exhibit 99.2 to this Report on Form 6-K shall be incorporated by reference into our registration statement on Form F-3, as filed with the Securities and Exchange Commission on November 20, 2013 (File No. 333-191833), to the extent not superseded by information subsequently filed or furnished (to the extent we expressly state that we incorporate such furnished information by reference) by us under the Securities Act of 1933 or the Securities Exchange Act of 1934, in each case as amended.
 
EXHIBIT INDEX
 
Press Release, dated July 21, 2015: Costamare Inc. Reports Results for the Second Quarter and Six-Month Period Ended June 30, 2015
Financial Report for the Second Quarter and Six-Month Period Ended June 30, 2015

 
 
 
 
 
 

 
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:  July 21, 2015
   
 
COSTAMARE INC.
     
 
By:
/s/ Gregory G. Zikos                                               
 
 
Name:
Gregory G. Zikos
 
Title:
Chief Financial Officer
 
 
 EX-99.1 2 exh99_1.htm EXHIBIT 99.1 exh99_1.htm
   Exhibit 99.1
 
 logo
 
COSTAMARE INC. REPORTS RESULTS FOR THE SECOND QUARTER AND SIX- MONTH PERIOD ENDED JUNE 30, 2015
Athens, Greece, July 21, 2015 – Costamare Inc. (“Costamare” or the “Company”) (NYSE: CMRE) today reported unaudited financial results for the second quarter and six months ended June 30, 2015.
 
 
·
Voyage revenues of $123.2 million and $244.1 million for the three and the six months ended June 30, 2015, respectively.
 
 
·
Voyage revenues adjusted on a cash basis of $124.0 million and $245.5 million for the three and six months ended June 30, 2015, respectively.
 
 
·
Adjusted EBITDA of $87.3 million and $173.3 million for the three and six months ended June 30, 2015, respectively.
 
 
·
Net income of $44.3 million and $70.6 million for the three and six months ended June 30, 2015, respectively.
 
 
·
Net income available to common stockholders of $40.0 million or $0.53 per share and $63.3 million or $0.85 per share for the three and six months ended June 30, 2015, respectively.
 
 
·
Adjusted Net income available to common stockholders of $34.4 million or $0.46 per share and $63.0 million or $0.84 per share for the three and six months ended June 30, 2015, respectively.
 
See “Financial Summary” and “Non-GAAP Measures” below for additional detail.
 
New Business Developments

 
·
In May 2015, the Company reached an agreement with York to extend the investment period under the Framework Agreement until May 2020 and extend the Framework Agreement until May 2024.

 
·
The Company entered into the following charter arrangements:
 
 
o
Agreed to extend the charter of the 1995-built, 1,162TEU containership Zagora with MSC for a period of minimum 12 and maximum 14 months starting from May 1, 2015 at a daily rate of $7,400.
 
o
Agreed to extend the charter of the 1992-built, 3,351TEU containership Marina with Evergreen for a period of minimum one and maximum two months starting from August 12, 2015 at a daily rate of $11,700.
 
o
Agreed to charter the 2003-built, 5,928 TEU containership Venetiko to OOCL for a period of minimum 40 and maximum 95 days starting from July 23, 2015 at a daily rate of $15,800.
 
o
Fixed the charter rate for the second year of the extension period for the charters of the vessels MSC Sierra II, MSC Namibia II and MSC Reunion at $11,200 daily, starting from July 1, 2015, August 2, 2015 and August 27, 2015 respectively.
 
 
 
1
 
 
 
·
In June 2015, Costamare Partners LP (the “MLP”), a limited partnership and wholly owned subsidiary of the Company, filed an amendment to its Registration Statement on Form F-1 with the U.S. Securities and Exchange Commission (the “SEC”) for the initial public offering of common units representing limited partnership interests in the MLP.  The MLP is monitoring market conditions in connection with determining the schedule for its initial public offering.
 
Preferred Share Offering

 
·
On May 13, 2015, the Company completed a public offering of 4.0 million shares of its 8.75% Series D Cumulative Redeemable Perpetual Preferred Stock (the “Series D Preferred Stock”). The gross proceeds from the offering before the underwriting discount and other offering expenses were $100.0 million. We plan to use the net proceeds of this offering for general corporate purposes, including vessel acquisitions or investments.

Dividend Announcements

 
·
On July 2, 2015, we declared a dividend of $0.476563 per share on our Series B Preferred Stock, a dividend of $0.531250 per share on our Series C Preferred Stock and a dividend of $0.376736 per share on our Series D Preferred Stock all paid on July 15, 2015, to holders of record on July 14, 2015.

 
·
On July 2, 2015, we declared a dividend for the second quarter ended June 30, 2015, of $0.29 per share on our common stock, payable on August 5, 2015, to stockholders of record on July 22, 2015. This will be the Company’s nineteenth consecutive quarterly dividend since it commenced trading on the New York Stock Exchange.
 
Mr. Gregory Zikos, Chief Financial Officer of Costamare Inc., commented:
 
“During the second quarter of the year, the Company continued to deliver positive results.

On our joint venture with York, we have extended the investment period for five more years, starting from May of 2015. Since inception we have executed transactions of US $1.1 billion, all of which have been performing well.

Regarding the market, we have recently witnessed a softening in charter rates, especially for the smaller sizes. We have no ships laid up, while the ships coming out of charter this year still provide an upside based on today’s market conditions.”
 
 
A registration statement relating to the initial public offering of the MLP’s securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective.
 
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
 
 
2
 
 
 
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):
  
2014
    
2015
    
2014
  
2015
  
                 
Voyage revenue
   $ 238,403     $ 244,069     $ 123,505     $ 123,219  
Accrued charter revenue (1)
   $ 5,121     $ 1,386     $ 2,475     $ 759  
Voyage revenue adjusted on a cash basis (2)
   $ 243,524     $ 245,455     $ 125,980     $ 123,978  
                                 
Adjusted EBITDA (3)
   $ 173,440     $ 173,328     $ 91,358     $ 87,293  
                                 
Adjusted Net Income available to common stockholders (3)
   $ 64,036     $ 63,010     $ 37,312     $ 34,381  
Weighted Average number of shares  
     74,800,000       74,876,866       74,800,000       74,951,244  
Adjusted Earnings per share (3)
   $ 0.86     $ 0.84     $ 0.50     $ 0.46  
                                 
EBITDA (3)
   $ 152,410     $ 176,088     $ 79,415     $ 94,180  
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Net Income available to common stockholders
   $ 41,494     $ 63,300     $ 24,267     $ 40,026  
Weighted Average number of shares
     74,800,000       74, 876,866       74,800,000       74,951,244  
Earnings per share
   $ 0.55     $ 0.85     $ 0.32     $ 0.53  
 
(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” below.  
(3) Adjusted net income available to common stockholders, adjusted earnings per share, EBITDA and adjusted EBITDA are non-GAAP measures. Refer to the reconciliation of net income to adjusted net income and net income available to common stockholders to EBITDA and adjusted EBITDA below.
 
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 and six-month periods ended June 30, 2015 and 2014. 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, (iii) Adjusted Earnings per share, (iv) EBITDA and (v) Adjusted EBITDA.
 
 
3
 
 
 
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)
  
2014
    
2015
    
2014
    
2015
  
             
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Earnings allocated to Preferred Stock
     (5,719 )     (7,313 )     (3,113 )     (4,303 )
Net Income available to common stockholders
     41,494       63,300       24,267       40,026  
Accrued charter revenue
     5,121       1,386       2,475       759  
Loss on sale / disposal of vessels
     2,903       -       2,903       -  
Swaps breakage cost
     10,192       -       3,480       -  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     4,715       440       2,212       60  
General and administrative expenses – non-cash component
     -       5,383       -       2,749  
Amortization of prepaid lease rentals
     1,512       2,470       1,102       1,242  
Realized Loss on Euro/USD forward contracts (1)
     -       1,954       -       924  
(Gain) / Loss on derivative instruments (1)
     (1,901 )     (11,923 )     873       (11,379 )
Adjusted Net income available to common stockholders
   $ 64,036     $ 63,010     $ 37,312     $ 34,381  
Adjusted Earnings per Share
   $ 0.86     $ 0.84     $ 0.50     $ 0.46  
Weighted average number of shares
     74,800,000       74,876,866       74,800,000       74,951,244  
 
Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent net income after earnings allocated to preferred stock, but before non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, loss on sale/disposal of vessels, realized (gain) /loss on Euro/USD forward contracts, swaps breakage costs, unrealized loss from a swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component, amortization of prepaid lease rentals and non-cash changes in fair value of derivatives.   “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 are reflected as deductions to adjusted net income. Charges negatively impacting net income are reflected as increases to adjusted net income.
 

 
4
 
 
 
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
 
   
Six-month period ended
June 30,
    
Three-month period ended
June 30,
  
(Expressed in thousands of U.S. dollars)
  
2014
    
2015
    
2014
    
2015
  
                         
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Interest and finance costs
     48,362       49,743       22,566       21,800  
Interest income
     (291 )     (732 )     (141 )     (294 )
Depreciation
     51,818       50,411       26,610       25,345  
Amortization of prepaid lease rentals
     1,512       2,470       1,102       1,242  
Amortization of dry-docking and special survey costs
     3,796       3,583       1,898       1,758  
EBITDA
     152,410       176,088       79,415       94,180  
Accrued charter revenue
     5,121       1,386       2,475       759  
Loss on sale / disposal of vessels
     2,903       -       2,903       -  
Swaps breakage cost
     10,192       -       3,480       -  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     4,715       440       2,212       60  
General and administrative expenses – non-cash component
     -       5,383       -       2,749  
Realized Loss on Euro/USD forward contracts
     -       1,954       -       924  
(Gain) / Loss on derivative instruments
     (1,901 )     (11,923 )     873       (11,379 )
Adjusted EBITDA
   $ 173,440     $ 173,328     $ 91,358     $ 87,293  
 
EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation and amortization of deferred dry-docking and special survey costs. Adjusted EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation, amortization of deferred dry-docking and special survey costs, non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, loss on sale / disposal of vessels, realized gain / (loss) on Euro / USD forward contracts, swaps breakage costs, unrealized loss from swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component and non-cash changes in fair value of derivatives. “Accrued charter revenue” is attributed to the time difference between the revenue recognition and the cash collection. However, EBITDA and Adjusted EBITDA are not recognized measurements under U.S. GAAP. We believe that the presentation of EBITDA and Adjusted EBITDA 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 EBITDA and Adjusted EBITDA are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that EBITDA and Adjusted EBITDA are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of EBITDA and Adjusted EBITDA generally eliminates the effects of financings, income taxes and the accounting effects of capital expenditures and acquisitions, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating EBITDA and Adjusted EBITDA, 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 EBITDA and Adjusted EBITDA 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 are reflected as deductions to adjusted EBITDA. Charges negatively impacting net income are reflected as increases to adjusted EBITDA.
 
 
 
5
 EX-99.2 3 exh99_2.htm EXHIBIT 99.2 exh99_2.htm
   Exhibit 99.2
 
 
Financial Report
 
Results of Operations
 
Three-month period ended June 30, 2015 compared to the three-month period ended June 30, 2014
 
During the three-month periods ended June 30, 2015 and 2014, we had an average of 55.0 and 55.7 vessels, respectively, in our fleet. In the three-month period ended June 30, 2014, we accepted delivery of the newbuild vessel MSC Amalfi with a TEU capacity of 9,403 and the secondhand vessels Neapolis and Areopolis with an aggregate TEU capacity of 4,119, and we sold the vessel Konstantina with TEU capacity of 3,351. In the three-month periods ended June 30, 2015 and 2014, our fleet ownership days totaled 5,005 and 5,070 days, respectively. Ownership days are the primary driver 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.
 
   
Three-month period
ended June 30,
            Percentage  
(Expressed in millions of U.S. dollars, except percentages)
  
2014
    
2015
    
Change
    
Change
  
       
                         
Voyage revenue
    $ 123.5      $ 123.2      $ (0.3 )     (0.2 %)
Voyage expenses
     (1.1 )     (0.4 )     (0.7 )     (63.6 %)
Voyage expenses – related parties
     (0.9 )     (0.9 )     -       -  
Vessels’ operating expenses
     (30.5 )     (30.2 )     (0.3 )     (1.0 %)
General and administrative expenses
     (1.4 )     (1.4 )     -       -  
Management fees – related parties
     (4.8 )     (4.9 )     0.1       2.1 %
General and administrative expenses – non-cash component
     -       (2.7 )     2.7       100.0 %
Amortization of dry-docking and special survey costs
     (1.9 )     (1.8 )     (0.1 )     (5.3 %)
Depreciation
     (26.6 )     (25.3 )     (1.3 )     (4.9 %)
Amortization of prepaid lease rentals
     (1.1 )     (1.2 )     0.1       9.1 %
Loss on sale / disposal of vessels
     (2.9 )     -       (2.9 )     (100.0 %)
Foreign exchange gains/ (losses)
     -       (0.1 )     0.1       100.0 %
Interest income
     0.2       0.3       0.1       50.0 %
Interest and finance costs
     (22.6 )     (21.8 )     (0.8 )     (3.5 %)
Swaps breakage cost
     (3.5 )     -       (3.5 )     (100.0 %)
Equity gain on investments
     -       0.1       0.1       100.0 %
Other
     1.9       -       (1.9 )     (100.0 %)
Gain / (Loss) on derivative instruments
     (0.9 )     11.4       12.3       1,366.7 %
Net Income
    $ 27.4      $ 44.3                  
 
(Expressed in millions of U.S. dollars, except percentages)
  
Three-month period ended
June 30,
    
Change
    
Percentage
Change
  
 
2014
    
2015
  
                         
Voyage revenue
   $ 123.5     $ 123.2     $ (0.3 )     (0.2 %)
Accrued charter revenue
     2.5       0.8       (1.7 )     (68.0 %)
Voyage revenue adjusted on a cash basis
   $ 126.0     $ 124.0     $ (2.0 )     (1.6 %)
 
Vessels operational data
  
Three-month period
ended June 30,
          
Percentage
Change
  
 
2014
    
2015
    
Change
  
                         
Average number of vessels
     55.7       55.0       (0.7 )     (1.3 %)
Ownership days
     5,070       5,005       (65 )     (1.3 %)
Number of vessels under dry-docking
     1       1       -          

 
 
1
 
 
 
Voyage Revenue
 
Voyage revenue decreased by 0.2%, or $0.3 million, to $123.2 million during the three-month period ended June 30, 2015, from $123.5 million during the three-month period ended June 30, 2014. This decrease was mainly due to (i) revenue not earned by vessels sold for demolition during the six-month period ended December 31, 2014, (ii) decreased charter rates in certain of our vessels during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014, and (iii) increased off-hire days, mainly due to scheduled dry-dockings during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014; partly offset by the revenue earned by the one newbuild and two secondhand vessels delivered to us during the six-month period ended December 31, 2014.
 
 Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), decreased by 1.6%, or $2.0 million, to $124.0 million during the three-month period ended June 30, 2015, from $126.0 million during the three-month period ended June 30, 2014. This decrease was mainly due to (i) revenue not earned by vessels sold for demolition during the six-month period ended December 31, 2014, (ii) decreased charter rates in certain of our vessels during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014, and (iii) increased off-hire days, mainly due to scheduled dry-dockings during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014; partly offset by the revenue earned by the one newbuild and two secondhand vessels delivered to us during the six-month period ended December 31, 2014.
 
Voyage Expenses
 
Voyage expenses were $0.4 million, during the three-month period ended June 30, 2015 and $1.1 million during the three-month period ended June 30, 2014. Voyage expenses mainly include (i) off-hire expenses of our vessels, mainly related to fuel consumption and (ii) third party commissions.
 
Voyage Expenses – related parties
 
Voyage expenses – related parties were $0.9 million during the three-month periods ended June 30, 2015 and 2014, and represent fees of 0.75% on voyage revenues charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.
 
Vessels’ Operating Expenses
 
Vessels’ operating expenses, which include the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, decreased by 1.0%, or $0.3 million, to $30.2 million during the three-month period ended June 30, 2015, from $30.5 million during the three-month period ended June 30, 2014. The decrease was mainly attributable to the decreased ownership days of our vessels during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014.
 
General and Administrative Expenses
 
General and administrative expenses were $1.4 million during the three-month periods ended June 30, 2015, and 2014.  General and administrative expenses for the three-month period ended June 30, 2015, included $0.63 million which is part of the annual fee that our manager receives based on the amended and restated group management agreement, effective as of January 1, 2015.  For the three-month period ended June 30, 2014 this amount was $0.25 million.     
 
Management Fees – related parties
 
Management fees paid to our managers increased by 2.1%, or $0.1 million, to $4.9 million during the three-month period ended June 30, 2015, from $4.8 million during the three-month period ended June 30, 2014. The increase was primarily attributable to the inflation related upward adjustment by 4% of the management fee for each vessel (effective January 1, 2015), as provided under our group management agreement; partly offset by the decreased average number of vessels during the three-month period ended June 30, 2015, compared to the three-month period ended June 30, 2014.
 
 
 
2
 
 
 
General and Administrative expenses – non-cash component
 
General and administrative expenses – non-cash component for the three-month period ended June 30, 2015, amounted to $2.7 million, representing the value of the shares issued to our manager on June 30, 2015, pursuant to the amended and restated group management agreement, effective as of January 1, 2015. No amounts were incurred in the 2014 period.
 
Amortization of Dry-docking and Special Survey Costs
 
 
Amortization of deferred dry-docking and special survey costs was $1.8 million for the three-month period ended June 30, 2015 and $1.9 million for the three-month period ended June 30, 2014. During the three-month period ended June 30, 2015, one vessel was in process of undergoing her special survey. During the three-month period ended June 30, 2014, one vessel underwent and completed her special survey.
 
Depreciation
 
Depreciation expense decreased by 4.9%, or $1.3 million, to $25.3 million during the three-month period ended June 30, 2015, from $26.6 million during the three-month period ended June 30, 2014. The decrease was mainly attributable to a change in the estimated scrap value of vessels, which had a favorable effect of $1.3 million for the three-month period ended June 30, 2015.
 
Amortization of Prepaid Lease Rentals
 
Amortization of the prepaid lease rentals were $1.2 million and $1.1 million during the three-month periods ended June 30, 2015 and 2014, respectively.
 
Loss on Sales / Disposals of Vessels
 
During the three-month period ended June 30, 2014 we recorded a loss of $2.9 million from the sale of one vessel.
 
Foreign Exchange Gains/ (Losses)
 
Foreign exchange losses were $0.1 million during the three-month period ended June 30, 2015. Foreign exchange gains / (losses) were nil during the three-month period ended June 30, 2014.
 
Interest Income
 
Interest income for the three-month periods ended June 30, 2015 and 2014, amounted to $0.3 million and $0.2 million, respectively.
 
Interest and Finance Costs
 
Interest and finance costs decreased by 3.5%, or $0.8 million, to $21.8 million during the three-month period ended June 30, 2015, from $22.6 million during the three-month period ended June 30, 2014. The decrease was mainly attributable to the decreased loan interest expense charged to the consolidated statement of income resulting from the decrease in the outstanding loan amount.
 
Equity Gain on Investments
 
The equity gain on investments of $0.1 million for the three-month period ended June 30, 2015, represents our share of the net gains of fifteen jointly owned companies pursuant to the Framework Agreement with York. We hold a range of 25% to 49% of the capital stock of these companies. The net gain of $0.1 million includes an unrealized loss of $0.1 million deriving from a swap option agreement entered into by a jointly-owned company.
 
Gain / (Loss) on Derivative Instruments
 
The fair value of our interest rate derivative instruments which were outstanding as of June 30, 2015, equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2015, the fair value of these interest rate derivative instruments in aggregate amounted to a liability of $65.6 million. The effective portion of the change in the fair value of the interest rate derivative instruments that qualified for hedge accounting is recorded in “Other Comprehensive Income” (“OCI”) while the ineffective portion is recorded in the consolidated statements of income. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in the consolidated statement of income. For the three-month period ended June 30, 2015, a net gain of $1.5 million has been included in OCI and a net gain of $10.2 million has been included in Gain / (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, 2015. Furthermore, during the three-month period ended June 30, 2014, we terminated one interest rate derivative instrument that qualified for hedge accounting and we paid the counterparty breakage costs of $3.5 million, in aggregate and has been included in Swaps breakage cost in the 2014 consolidated statement of income.

 
 
3
 
 
 
Cash Flows
 
Three-month periods ended June 30, 2015 and 2014
 
Condensed cash flows
  
Three-month period ended
June 30,
  
(Expressed in millions of U.S. dollars)
  
2014
    
2015
  
Net Cash Provided by Operating Activities
   $ 61.1     $ 65.3  
Net Cash Used in  Investing Activities
   $ (57.9 )   $ (5.7 )
Net Cash Provided by / (Used in) Financing Activities
   $ (39.0 )   $ 16.1  

 
Net Cash Provided by Operating Activities
 
Net cash flows provided by operating activities for the three-month period ended June 30, 2015, increased by $4.2 million to $65.3 million, compared to $61.1 million for the three-month period ended June 30, 2014.  The increase was primarily attributable 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 $3.8 million, decreased payments for interest (including swap payments) during the period of $3.0 million; partly offset by the decreased cash from operations of $2.0 million and the increased special survey costs of $0.2 million.
 
 Net Cash Used in Investing Activities
 
Net cash used in investing activities was $5.7 million in the three-month period ended June 30, 2015, which mainly consisted of  $4.3 million for an advance payment for the construction of one newbuild vessel, ordered pursuant to the Framework Agreement with York.
 
Net cash used in investing activities was $57.9 million in the three-month period ended June 30, 2014, which consisted of (a) $18.4 million for capitalized costs and advance payments for the construction and delivery of one newbuild vessel (b) $19.8 million in payments for the acquisition of two secondhand vessels, (c) $26.4 million payments (net of $1.8 million we received as a dividend distribution) associated to the equity investments held pursuant to the Framework Agreement with York, which range from 25% to 49% in jointly-owned companies, and (d) a $6.7 million payment we received from the sale for demolition of one vessel.
 
Net Cash Provided By Financing Activities
 
Net cash provided by financing activities was $16.1 million in the three-month period ended June 30, 2015, which mainly consisted of (a) $48.7 million of indebtedness that we repaid, (b) $3.3 million we repaid relating to our sale and leaseback agreements (c) $21.7 million we paid for dividends to holders of our common stock for the first quarter of 2015, (d) $1.0 million we paid for dividends  to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock ( “Series B Preferred Stock”) and $2.1 million we paid for dividends to holders of our 8.500% Series C Cumulative Redeemable Perpetual Preferred Stock ( “Series C Preferred Stock”), in both cases for the period from January 15, 2015 to April 14, 2015 and (e) $96.6 million net proceeds we received in May 2015 from our public offering, of 4.0 million shares of our Series D Preferred Stock, net of underwriting discounts and expenses incurred in the offering.
 
 
 
4
 
 
 
Net cash used in financing activities was $39.0 million in the three-month period ended June 30, 2014, which mainly consisted of (a) $106.3 million of indebtedness that we repaid, (b) $9.0 million we drew down from one of our credit facilities, (c) $85.6 million we received regarding the sale and leaseback transaction concluded for one newbuild, (d) $2.5 million we repaid relating to our sale and leaseback agreements, (e) $20.9 million we paid for dividends to holders of our common stock for the first quarter of 2014, and (f) $0.9 million we paid for dividends to holders of our Series B Preferred Stock  for the period from January 15, 2014 to April 14, 2014, and $2.0 million we paid for dividends to holders of our Series C Preferred Stock for the period from the original issuance of the Series C Preferred Stock on January 21, 2014 to April 14, 2014.
 
Results of Operations

Six-month period ended June 30, 2015, compared to the six-month period ended June 30, 2014
 
During the six-month period ended June 30, 2015 and 2014, we had an average of 55.0 and 54.4 vessels, respectively in our fleet. In the six-month period ended June 30, 2014, we accepted delivery of the newbuild vessels MSC Azov, MSC Ajaccio and MSC Amalfi with an aggregate TEU capacity of 28,209 TEU and the secondhand vessels Neapolis and Areopolis with an aggregate TEU capacity of 4,119 and we sold the vessel Konstantina with a TEU capacity of 3,351. In the six-month period ended June 30, 2015 and 2014, our fleet ownership days totaled 9,955 and 9,845 days, respectively. Ownership days are the primary driver 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.
 

   
Six-month period ended
June 30,
            Percentage  
 (Expressed in millions of U.S. dollars, except percentages)
  
2014
    
2015
    
Change
    
Change
  
       
Voyage revenue
    $ 238.4      $ 244.1      $ 5.7       2.4 %
Voyage expenses
     (1.8 )     (1.0 )     (0.8 )     (44.4 %)
Voyage expenses – related parties
     (1.8 )     (1.8 )     -       -  
Vessels’ operating expenses
     (59.9 )     (59.8 )     (0.1 )     (0.2 %)
General and administrative expenses
     (2.5 )     (2.7 )     0.2       8.0 %
Management fees – related parties
     (9.3 )     (9.7 )     0.4       4.3 %
General and administrative expenses – non-cash component
     -       (5.4 )     5.4       100.0 %
Amortization of dry-docking and special survey costs
     (3.8 )     (3.6 )     (0.2 )     (5.3 %)
Depreciation
     (51.8 )     (50.4 )     (1.4 )     (2.7 %)
Amortization of prepaid lease rentals
     (1.5 )     (2.5 )     1.0       66.7 %
Loss on sale / disposal of vessels
     (2.9 )     -       (2.9 )     (100.0 %)
Foreign exchange gains/ (losses)
     (0.1 )     0.2       0.3       300.0 %
Interest income
     0.4       0.7       0.3       75.0 %
Interest and finance costs
     (48.4 )     (49.7 )     1.3       2.7 %
Swaps breakage cost
     (10.2 )     -       (10.2 )     (100.0 %)
Equity loss on investments
     (2.3 )     -       (2.3 )     (100.0 %)
Other
     2.8       0.3       (2.5 )     (89.3 %)
Gain on derivative instruments
     1.9       11.9       10.0       526.3 %
Net Income
    $ 47.2      $ 70.6                  
 
 
 
5
 
 
 
   
Six-month period ended
June 30,
            Percentage  
(Expressed in millions of U.S. dollars, except percentages)
  
2014
    
2015
    
Change
    
Change
  
                         
Voyage revenue
    $ 238.4       244.1     $ 5.7       2.4 %
Accrued charter revenue
     5.1      $ 1.4       (3.7 )     (72.5 %)
Voyage revenue adjusted on a cash basis
    $ 243.5      $ 245.5     $ 2.0       0.8 %
 
Vessels operational data
  
Six-month period ended
June 30,
          
Percentage
Change
  
 
2014
    
2015
    
Change
  
                         
Average number of vessels
     54.4       55.0       0.6       1.1 %
Ownership days
     9,845       9,955       110       1.1 %
Number of vessels under dry-docking
     3       3       -          
 
Voyage Revenue

Voyage revenue increased by 2.4%, or $5.7 million, to $244.1 million during the six-month period ended June 30, 2015, from $238.4 million during the six-month period ended June 30, 2014. This increase was mainly attributable to (i) revenue earned by the three newbuild vessels and three secondhand vessels delivered to us during the year ended December 31, 2014; partly offset by (ii) decreased charter rates in certain of our vessels during the six-month period ended June 30, 2015, compared to the six-month period ended June 30, 2014, and (iii) revenues not earned by vessels which were sold for demolition during the nine-month period ended December 31, 2014.

Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 0.8%, or $2.0 million, to $245.5 million during the six-month period ended June 30, 2015, from $243.5 million during the six-month period ended June 30, 2014. This increase was mainly attributable to (i) revenue earned by the three newbuild vessels and three secondhand vessels delivered to us during the year ended December 31, 2014; partly offset by (ii) decreased charter rates in certain of our vessels during the six-month period ended June 30, 2015, compared to the six-month period ended June 30, 2014, and (iii) revenues not earned by vessels which were sold for demolition during the nine-month period ended December 31, 2014.

Voyage Expenses

Voyage expenses decreased by 44.4%, or $0.8 million, to $1.0 million during the six-month period ended June 30, 2015, from $1.8 million during the six-month period ended June 30, 2014. Voyage expenses mainly include (i) off-hire expenses of our vessels, mainly related to fuel consumption and (ii) third party commissions.

Voyage Expenses – related parties

Voyage expenses – related parties were $1.8 million during the six-month periods ended June 30, 2015 and 2014, and represent fees of 0.75% on voyage revenues charged to us by Costamare Shipping Company S.A. as provided under our group management agreement.

Vessels’ Operating Expenses

Vessels’ operating expenses, which also includes the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, decreased by 0.2% or $0.1 million to $59.8 million during the six-month period ended June 30, 2015, from $59.9 million during the six-month period ended June 30, 2014.
 
 
6
 
 
 
General and Administrative Expenses

General and administrative expenses increased by 8.0% or $0.2 million, to $2.7 million during the six-month period ended June 30, 2015, from $2.5 million during the six-month period ended June 30, 2014. Furthermore, General and administrative expenses for the six-month period ended June 30, 2015, included $1.3 million which is part of the annual fee that our manager receives based on the amended and restated group management agreement, effective as of January, 1, 2015. For the six-month period ended June 30, 2014 this amount was $0.50 million.

Management Fees – related parties

Management fees paid to our managers increased by 4.3%, or $0.4 million, to $9.7 million during the six-month period ended June 30, 2015, from $9.3 million during the six-month period ended June 30, 2014. The increase was primarily attributable to (i) the upward adjustment by 4% of the management fee for each vessel (effective January 1, 2015), as provided under our group management agreement, and (ii) the increased average number of vessels during the six-month period ended June 30, 2015, compared to the six-month period ended June 30, 2014.

General and Administrative expenses – non-cash component
 
General and administrative expenses – non-cash component for the six-month period ended June 30, 2015, amounted to $5.4 million, representing the value of the shares issued to our manager on March 31, 2015 and on June 30, 2015, pursuant to the amended and restated group management agreement, effective as of January 1, 2015. No amounts were incurred in the 2014 period.

Amortization of Dry-docking and Special Survey Costs

Amortization of deferred dry-docking and special survey costs for the six-month periods ended June 30, 2015 and 2014, were $3.6 million and $3.8 million, respectively. During the six-month period ended June 30, 2014, three vessels, underwent and completed their special survey. During the six-month period ended June 30, 2015, two vessels, underwent and completed their special survey, while one was in process of undergoing her special survey.

Depreciation

Depreciation expense decreased by 2.7%, or $1.4 million, to $50.4 million during the six-month period ended June 30, 2015, from $51.8 million during the six-month period ended June 30, 2014. The decrease was mainly attributable to the depreciation expense not charged for the vessels sold for demolition during the nine-month period ended December 31, 2014 and to a change in the estimated scrap value of vessels, which had a favorable effect of $2.7 million for the six-month period ended June 30, 2015; partly offset by the depreciation expense charged for the three newbuild and three secondhand vessels delivered to us during the year ended December 31, 2014.

Amortization of Prepaid Lease Rentals
 
Amortization of the prepaid lease rentals were $2.5 million and $1.5 million during the six-month periods ended June 30, 2015 and 2014, respectively.

Loss on Sale/Disposal of Vessels

During the six-month period ended June 30, 2014, we recorded a loss of $2.9 million from the sale of one vessel.

Interest Income

During the six-month periods ended June 30, 2015 and 2014, interest income was $0.7 million and $0.4 million, respectively.


 
7
 
 
 
Interest and Finance Costs

Interest and finance costs increased by 2.7%, or $1.3 million, to $49.7 million during the six-month period ended June 30, 2015, from $48.4 million during the six-month period ended June 30, 2014. The increase was mainly attributable to the fact that the 2014 period benefited from the capitalization of interest associated with the delivery of vessels during that period, which did not recur during 2015; partially offset by a reduction in the write off of finance costs relating to loan refinancing in the 2015 period.

Equity Loss on Investments

During the six-month period ended June 30, 2015, the equity gain/ (loss) on investments was nil. The equity gain/ (loss) on investments, represents our share of the net losses of fifteen jointly owned companies pursuant to the Framework Agreement with York. We hold a range of 25% to 49% of the capital stock of these companies. The net gain / (loss) includes an unrealized loss of $0.4 million deriving from a swap option agreement entered into by a jointly-owned company.

Gain on Derivative Instruments

The fair value of our interest rate derivative instruments which were outstanding as of June 30, 2015, equates to the amount that would be paid by us or to us should those instruments be terminated. As of June 30, 2015, the fair value of these interest rate derivative instruments in aggregate amounted to a liability of $65.6 million. The effective portion of the change in the fair value of the interest rate derivative instruments that qualified for hedge accounting is recorded in OCI while the ineffective portion is recorded in the consolidated statements of income. The change in the fair value of the interest rate derivative instruments that did not qualify for hedge accounting is recorded in the consolidated statement of income. For the six-month period ended June 30, 2015, a net gain of $2.2 million has been included in OCI and a net gain of $12.7 million has been included in Gain 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, 2015. Furthermore, during the six-month period ended June 30, 2014, we terminated three interest rate derivative instruments that qualified for hedge accounting and we paid the counterparty breakage costs of $10.2 million, in aggregate and has been included in Swaps breakage cost in the 2014 consolidated statement of income.

Cash Flows
 
Six-month periods ended June 30, 2015 and 2014
 
Condensed cash flows
  
Six-month period ended June 30,
  
(Expressed in millions of U.S. dollars)
  
2014
    
2015
  
             
Net Cash Provided by Operating Activities
   $ 115.0     $ 120.2  
Net Cash Used in  Investing Activities
   $ (123.0 )   $ (19.1 )
Net Cash Provided by / (Used in) Financing Activities
   $ 62.5     $ (54.3 )
 
Net Cash Provided by Operating Activities

Net cash flows provided by operating activities increased by $5.2 million to $120.2 million for the six-month period ended June 30, 2015, compared to $115.0 for the six-month period ended June 30, 2014. The increase was primarily attributable to (a) the increased cash from operations of $2.0 million generated mainly from the employment of the three newbuild vessels delivered to us during the year ended December 31, 2014 and (b) the decreased payments for interest (including swap payments) during the period of $3.1 million; partly offset 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 $1.5 million and the increased special survey costs of $0.4 million.

 
 
8
 
 
 
Net Cash Used in Investing Activities
 
Net cash used in investing activities was $19.1 million in the six-month period ended June 30, 2015, which mainly consisted of  $17.3 million in advance payments for the construction of three newbuild vessels, ordered pursuant to the Framework Agreement with York.
 
Net cash used in investing activities was $123.0 million in the six-month period ended June 30, 2014, which consisted of (a) $59.1 million for capitalized costs and advance payments for the construction and delivery of three newbuild vessels, (b) $19.8 million in payments for the acquisition of two secondhand vessels, (c) $50.8 million (net of $1.8 million we received as a dividend distribution) in payments, pursuant to the Framework Agreement with York, to hold an equity interest ranging from 25% to 49% in jointly-owned companies and (d) $6.7 million we received from the sale for demolition of one vessel.
 
Net Cash Provided By Financing Activities
 
Net cash used in financing activities was $54.3 million in the six-month period ended June 30, 2015, which mainly consisted of (a) $98.7 million of indebtedness that we repaid, (b) $6.6 million we repaid relating to our sale and leaseback agreements (c) $42.7 million we paid for dividends to holders of our common stock for the fourth quarter of 2014 and first quarter of 2015, and (d) $1.9 million we paid for dividends  to holders of our Series B Preferred Stock and $4.3 million we paid for dividends to holders of our Series C Preferred Stock, in both cases for the periods from October 15, 2014 to January 14, 2015 and January 15, 2015 to April 14, 2015 and (e) $96.6 million net proceeds we received from our public offering in May 2015, of 4.0 million shares of our Series D Preferred Stock, net of underwriting discounts and expenses incurred in the offering.
 
Net cash provided by financing activities was $62.5 million in the six-month period ended June 30, 2014, which mainly consisted of (a) $253.8 million of indebtedness that we repaid, (b) $9.0 million we drew down from one of our credit facilities, (c) $256.7 million we received regarding the sale and leaseback transaction concluded for the three newbuild vessels, (d) $3.1 million we repaid regarding our sale and leaseback agreements, (e) $41.1 million we paid for dividends to holders of our common stock for the fourth quarter of 2013 and the first quarter of 2014, (f) $1.9 million we paid for dividends to holders of our Series B Preferred Stock for the periods from October 15, 2013 to January 14, 2014 and January 15, 2014 to April 14, 2014, and $2.0 million we paid for dividends to holders of our Series C Preferred Stock for the period from the original issuance of the Series C Preferred Stock on January 21, 2014 to April 14, 2014, and (g) $96.5 million net proceeds we received from our public offering in January 2014, of 4.0 million shares of our Series C Preferred Stock, net of underwriting discounts and expenses incurred in the offering.
 

 
9
 
 
 
Liquidity and Capital Expenditures
 
Cash and cash equivalents
 
As of June 30, 2015, we had a total cash liquidity of $220.8 million, consisting of cash, cash equivalents and restricted cash.
 
Debt-free vessels
 
As of July 21, 2015, the following vessels were free of debt.

Unencumbered Vessels in the water(*)
(refer to fleet list for full charter details)

Vessel Name
Year
Built
  
TEU
Capacity
NAVARINO
2010
    
8,531
  
VENETIKO
2003
    
5,928
  
MSC ITEA
1998
    
3,842
  
LAKONIA
2004
    
2,586
  
AREOPOLIS
2000
    
2,474
  
MESSINI
1997
    
2,458
  
NEAPOLIS
2000
    
1,645
  

(*) Does not include one secondhand vessel acquired and five newbuild vessels ordered pursuant to the Framework Agreement with York, which are also free of debt.
 
Capital commitments

As of July 21, 2015, we had outstanding commitments relating to our ten contracted newbuilds aggregating approximately $302.9 million payable in installments until the vessels are delivered, out of which $180.3 million will be funded through committed financing. The amounts represent our interest in the relevant jointly-owned entities with York.
 
Conference Call details:

On Wednesday, July 22, 2015, at 8:30 a.m. ET, 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: 1-866-524-3160 (from the US), 0808 238 9064 (from the UK) or +1-412-317-6760 (from outside the US). Please quote "Costamare".

A replay of the conference call will be available until August 24, 2015. 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: 10069316.
 
Live webcast:

There will also be a simultaneous live webcast over the Internet, through the Costamare Inc. website (www.costamare.com) under the “Investors” section. 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 41 years of history in the international shipping industry and a fleet of 69 containerships, with a total capacity of approximately 458,000 TEU, including ten newbuild containerships on order. Fourteen of our containerships, including ten newbuilds, have been acquired pursuant to the Framework Agreement with York Capital Management 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 and Series D Preferred Stock trade on the New York Stock Exchange under the symbols “CMRE”, “CMRE PR B”, “CMRE PR C” and “CMRE PR D”, respectively.
 
 
10
 
 

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” and “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 Costamare Inc.’s Annual Report on Form 20-F (File No. 001-34934) under the caption “Risk Factors”.
 
Contacts:
 
Company Contact:
Gregory Zikos - Chief Financial Officer
Konstantinos Tsakalidis - Business Development
Costamare Inc., Athens, Greece
Tel: (+30) 210-949-0050
Email: ir@costamare.com
 

 
11
 
 
 
Fleet List
 
The tables below provide additional information, as of July 21, 2015, about our fleet of containerships, including our newbuilds on order and the vessels acquired pursuant to the Framework Agreement with York. Each vessel is a cellular containership, meaning it is a dedicated container vessel.
 
 
Vessel Name
Charterer
Year
Built
Capacity
(TEU)
Time
Charter
Term(1)
Current Daily
Charter Rate (U.S. dollars)
Expiration of
Charter(1)
Average
Daily
Charter
Rate Until
Earliest
Expiry of
Charter
(U.S. dollars)(2)
1
COSCO GUANGZHOU
COSCO
2006
9,469
12 years
36,400
December 2017
36,400
2
COSCO NINGBO
COSCO
2006
9,469
12 years
36,400
January 2018
36,400
3
COSCO YANTIAN
COSCO
2006
9,469
12 years
36,400
February 2018
36,400
4
COSCO BEIJING
COSCO
2006
9,469
12 years
36,400
April 2018
36,400
5
COSCO HELLAS
COSCO
2006
9,469
12 years
37,519
May 2018
37,519
6
MSC AZOV
MSC
2014
9,403
10 years
43,000
November 2023
43,000
7
MSC AJACCIO
MSC
2014
9,403
10 years
43,000
February 2024
43,000
8
MSC AMALFI
MSC
2014
9,403
10 years
43,000
March 2024
43,000
9
MSC ATHENS
MSC
2013
8,827
10 years
42,000
January 2023
42,000
10
MSC ATHOS
MSC
2013
8,827
10 years
42,000
February 2023
42,000
11
VALOR
Evergreen
2013
8,827
7.0years(i)
41,700
April 2020(i)
41,700
12
VALUE
Evergreen
2013
8,827
7.0 years(i)
41,700
April 2020(i)
41,700
13
VALIANT
Evergreen
2013
8,827
7.0 years(i)
41,700
June 2020(i)
41,700
14
VALENCE
Evergreen
2013
8,827
7.0 years(i)
41,700
July 2020(i)
41,700
15
VANTAGE
Evergreen
2013
8,827
7.0 years(i)
41,700
September 2020(i)
41,700
16
NAVARINO
MSC
2010
8,531
1.0 year
  
September 2015
  
17
MAERSK KAWASAKI(ii)
A.P. Moller-Maersk
1997
7,403
10 years
37,000
December 2017
37,000
18
MAERSK KURE(ii)
A.P. Moller-Maersk
1996
7,403
10 years
37,000
December 2017
37,000
19
MAERSK KOKURA(ii)
A.P. Moller-Maersk
1997
7,403
10 years
37,000
February 2018
37,000
20
MSC METHONI
MSC
2003
6,724
10 years
29,000
September 2021
29,000
21
SEALAND NEW YORK
A.P. Moller-Maersk
2000
6,648
11 years
26,100
March 2018
26,100
22
MAERSK KOBE
A.P. Moller-Maersk
2000
6,648
11 years
26,100
May 2018
26,100
23
SEALAND WASHINGTON
A.P. Moller-Maersk
2000
6,648
11 years
26,100
June 2018
26,100
24
SEALAND MICHIGAN
A.P. Moller-Maersk
2000
6,648
11 years
26,100
August 2018
26,100
25
SEALAND ILLINOIS
A.P. Moller-Maersk
2000
6,648
11 years
26,100
October 2018
26,100
26
MAERSK KOLKATA
A.P. Moller-Maersk
2003
6,644
11 years
38,865(3)
November 2019
27,525
27
MAERSK KINGSTON
A.P. Moller-Maersk
2003
6,644
11 years
38,461(4)
February 2020
28,171
28
MAERSK KALAMATA
A.P. Moller-Maersk
2003
6,644
11 years
38,418(5)
April 2020
28,425
29
VENETIKO
OOCL
2003
5,928
0.1 years
15,800
September 2015
15,800
30
ENSENADA EXPRESS(*)
Hapag Lloyd
2001
5,576
2.4 years
19,000
October 2015
19,000
31
MSC ROMANOS
MSC
2003
5,050
5.3 years
28,000
November 2016
28,000
32
ZIM NEW YORK
ZIM
2002
4,992
13 years
13,744
September 2016(6)
13,744
33
ZIM SHANGHAI
ZIM
2002
4,992
13 years
13,744
September 2016(6)
13,744
34
ZIM PIRAEUS
ZIM
2004
4,992
10 years
13,344
September 2015(6)
13,344
35
OAKLAND EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
30,500
September 2016
30,500
36
HALIFAX EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
30,500
October 2016
30,500
37
SINGAPORE EXPRESS
Hapag Lloyd
2000
4,890
8.0 years
30,500
July 2016
30,500
38
MSC MANDRAKI
MSC
1988
4,828
7.8 years
20,000
August 2017
20,000
39
MSC MYKONOS
MSC
1988
4,828
8.2 years
20,000
September 2017
20,000
40
MSC ULSAN
MSC
2002
4,132
5.3 years
16,500
March 2017
16,500
41
MSC KORONI
MSC
1998
3,842
9.5 years
13,500(7)
September 2018
13,500
42
MSC ITEA
MSC
1998
3,842
1.0 years
7,300
August 2015
7,300
43
KARMEN
Evergreen
1991
3,351
1.0 years
7,500
August 2015
7,500
44
MARINA
Evergreen
1992
3,351
2.5 years
7,000(8)
September 2015
9,749
45
MSC CHALLENGER
MSC
1986
2,633
4.8 years
10,000
August 2015
10,000
46
LAKONIA
Evergreen
2004
2,586
2.0 years
8,600
February 2017
8,600
47
ELAFONISOS(*)
A.P. Moller-Maersk
1999
2,526
0.9 years
7,000
November 2015
7,000
48
AREOPOLIS
Evergreen
2000
2,474
0.7 years
7,200
August 2015
7,200
49
MESSINI
Evergreen
1997
2,458
3.3 years
7,900
February 2016
7,900
50
MSC REUNION
MSC
1992
2,024
8.0 years
7,600(9)
July 2016
10,869
51
MSC NAMIBIA II
MSC
1991
2,023
8.8 years
7,600(10)
July 2016
11,086
52
MSC SIERRA II
MSC
1991
2,023
7.7 years
11,200
June 2016
11,200
53
MSC PYLOS
MSC
1991
2,020
5.0 years
7,250
January 2016
7,250
54
X-PRESS PADMA(*)
Sea Consortium
1998
1,645
2.0 years
8,225
August 2015
8,225
55
NEAPOLIS
Yang Ming
2000
1,645
0.9 years
8,000
October 2015
8,000
56
PROSPER
Sea Consortium
1996
1,504
0.7 years
9,500
August 2015
9,500
57
ZAGORA
MSC
1995
1,162
4.7 years
7,400
May 2016
7,400
58
PETALIDI(*)
CMA CGM
1994
1,162
2.0 years
6,800
August 2015
6,800
59
STADT LUEBECK
CMA CGM
2001
1.078
2.7 years
6,400
August 2015
6,400
 
 
 
12
 
 
Newbuilds

 
 
Vessel Name
 
 
Shipyard
 
Charterer
Expected Delivery
(based on latest shipyard
schedule)
1
NCP0113(*)
Hanjin Subic Bay
  
4th Quarter 2015
2
NCP0114(*)
Hanjin Subic Bay
  
1st Quarter 2016
3
NCP0115(*)
Hanjin Subic Bay
  
2nd Quarter 2016
4
NCP0116(*)
Hanjin Subic Bay
  
2nd Quarter 2016
5
NCP0152(*)
Hanjin Subic Bay
  
4th Quarter 2016
6
S2121(*)
Samsung Heavy
Evergreen
2nd Quarter 2016
7
S2122(*)
Samsung Heavy
Evergreen
2nd Quarter 2016
8
S2123(*)
Samsung Heavy
Evergreen
3rd Quarter 2016
9
S2124(*)
Samsung Heavy
Evergreen
3rd Quarter 2016
10
S2125(*)
Samsung Heavy
Evergreen
3rd Quarter 2016

Our newbuilds on order have an aggregate capacity in excess of 125,000 TEU.
 
 
 
13
 
 
 
(1)
  
Charter terms and expiration dates are based on the earliest date charters could expire. Amounts set out for current daily charter rate are the amounts contained in the charter contracts.
(2)
  
This average rate is calculated based on contracted charter rates for the days remaining between July 21, 2015 and the earliest expiration of each charter. Certain of our charter rates change until their earliest expiration dates, as indicated in the footnotes below.
(3)
  
This charter rate changes on January 13, 2016 to $26,100 per day until the earliest redelivery date.
(4)
  
This charter rate changes on April 28, 2016 to $26,100 per day until the earliest redelivery date.
(5)
  
This charter rate changes on June 11, 2016 to $26,100 per day until the earliest redelivery date.
(6)
  
The amounts in the table reflect the current charter terms, giving effect to our agreement with Zim under the 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 and approximately $8.2 million in interest bearing notes maturing in 2023. In July the Company exercised its option to extend the charters of Zim New York and Zim Shanghai for one year pursuant to its option to extend the charter of two of the three vessels chartered to Zim for successive one year periods at market rate plus $1,100 per day per vessel while the notes remain outstanding.
(7)
  
As from December 1, 2012 until redelivery, the charter rate is to be a minimum of $13,500 per day plus 50% of the difference between the market rate and the charter rate of $13,500. The market rate is to be determined annually based on the Hamburg ConTex type 3500 TEU index published on October 1 of each year until redelivery.
(8)
  
This charter rate changes on August 12, 2015 to $11,700 per day until the earliest redelivery date.
(9)
  
This charter rate changes on August 27, 2015 to $11,200 per day until the earliest redelivery date.
(10)
  
This charter rate changes on August 2, 2015 to $11,200 per day until the earliest redelivery date.
 
(i) 
  
Assumes exercise of owner’s unilateral options to extend the charter of these vessels for two one year periods at the same charter rate. The charterer also has corresponding options to unilaterally extend the charter for the same periods at the same charter rate.
(ii)
  
The charterer has a unilateral option to extend the charter of the vessel for two periods of 30 months each +/-90 days on the final period performed, at a rate of $41,700 per day.
(*)   Denotes vessels acquired pursuant to the Framework Agreement with York. The Company holds an equity interest ranging between 25% and 49% in each of the vessel-owning entities.
 
 
 
14
 
 
 
COSTAMARE INC.
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)
  
2014
    
2015
    
2014
    
2015
  
   
(Unaudited)
  
                         
REVENUES:
                        
Voyage revenue
   $ 238,403     $ 244,069     $ 123,505     $ 123,219  
                                 
EXPENSES:
                                
Voyage expenses
     (1,776 )     (1,028 )     (1,091 )     (392 )
Voyage expenses – related parties
     (1,788 )     (1,829 )     (926 )     (924 )
Vessels' operating expenses
     (59,905 )     (59,780 )     (30,521 )     (30,229 )
General and administrative expenses
     (2,450 )     (2,682 )     (1,353 )     (1,367 )
Management fees - related parties
     (9,298 )     (9,690 )     (4,827 )     (4,872 )
General and administrative expenses – non-cash component
     -       (5,383 )     -       (2,749 )
Amortization of dry-docking and special survey costs
     (3,796 )     (3,583 )     (1,898 )     (1,758 )
Depreciation
     (51,818 )     (50,411 )     (26,610 )     (25,345 )
Amortization of prepaid lease rentals
     (1,512 )     (2,470 )     (1,102 )     (1,242 )
Loss on sale / disposals of vessels
     (2,903 )     -       (2,903 )     -  
Foreign exchange gains / (losses)
     (110 )     230       (47 )     (60 )
Operating income
   $ 103,047     $ 107,443     $ 52,227     $ 54,281  
                                 
OTHER INCOME / (EXPENSES):
                                
Interest income
   $ 291     $ 732     $ 141     $ 294  
Interest and finance costs
     (48,362 )     (49,743 )     (22,566 )     (21,800 )
Swaps breakage costs
     (10,192 )     -       (3,480 )     -  
Equity gain  / (loss) on investments
     (2,275 )     (47 )     3       148  
Other
     2,803       305       1,928       27  
Gain / (Loss) on derivative instruments
     1,901       11,923       (873 )     11,379  
Total other income / (expenses)
   $ (55,834 )   $ (36,830 )   $ (24,847 )   $ (9,952 )
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Earnings allocated to Preferred Stock
     (5,719 )     (7,313 )     (3,113 )     (4,303 )
Net Income available to common stockholders
   $ 41,494     $ 63,300     $ 24,267     $ 40,026  
                                 
                                 
Earnings per common share, basic and diluted
   $ 0.55     $ 0.85     $ 0.32     $ 0.53  
Weighted average number of shares, basic and diluted
     74,800,000       74,876,866       74,800,000       74,951,244  

 
 
15
 
 
 
COSTAMARE INC.
Consolidated Balance Sheets
 
   
As of December 31,
    
As of June 30,
  
(Expressed in thousands of U.S. dollars)
  
2014
    
2015
  
   
(Audited)
    
(Unaudited)
  
ASSETS
            
CURRENT ASSETS:
            
Cash and cash equivalents                                                                           
   $ 113,089     $ 159,942  
Restricted cash
     14,264       14,019  
Accounts receivable
     2,365       1,303  
Inventories
     11,565       13,658  
Due from related parties
     4,447       6,323  
Insurance claims receivable
     1,759       2,301  
Prepaid lease rentals
     4,982       4,989  
Accrued charter revenue
     511       456  
Prepayments and other
     4,993       6,165  
Total current assets
   $ 157,975     $ 209,156  
FIXED ASSETS, NET:
                
Capital leased assets
   $ 250,547     $ 246,788  
Vessels, net
     2,098,820       2,053,710  
Total fixed assets, net
   $ 2,349,367     $ 2,300,498  
NON-CURRENT ASSETS:
                
Investment in affiliates
   $ 73,579     $ 91,128  
Prepaid lease rentals, non-current
     40,811       38,334  
Deferred charges, net
     28,675       26,796  
Accounts receivable, non-current
     1,425       1,425  
Restricted cash
     49,818       46,826  
Accrued charter revenue
     1,025       822  
Other non-current assets
     12,065       12,426  
Total assets
   $ 2,714,740     $ 2,727,411  
LIABILITIES AND STOCKHOLDERS’ EQUITY
                
CURRENT LIABILITIES:
                
Current portion of long-term debt
   $ 192,951     $ 186,889  
Accounts payable
     6,296       7,054  
Capital lease obligations
     13,508       14,029  
Accrued liabilities
     19,119       19,409  
Unearned revenue
     12,929       14,387  
Fair value of derivatives
     43,287       39,212  
Other current liabilities
     2,286       2,181  
Total current liabilities
   $ 290,376     $ 283,161  
NON-CURRENT LIABILITIES
                
Long-term debt, net of current portion
   $ 1,326,990     $ 1,234,361  
Capital lease obligations, net of current portion
     233,625       226,499  
Fair value of derivatives, net of current portion
     31,653       26,863  
Unearned revenue, net of current portion
     29,454       29,012  
Total non-current liabilities
   $ 1,621,722     $ 1,516,735  
COMMITMENTS AND CONTINGENCIES
                
STOCKHOLDERS’ EQUITY:
                
Preferred stock
   $ -     $ -  
Common stock
     8       8  
Additional paid-in capital
     858,665       960,664  
Retained earnings
     103       20,723  
Accumulated other comprehensive loss
     (56,134 )     (53,880 )
Total stockholders’ equity
   $ 802,642     $ 927,515  
Total liabilities and stockholders’ equity
   $ 2,714,740     $ 2,727,411  
 
 
 
16
 
 
 
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):
  
2014
    
2015
    
2014
    
2015
  
                         
Voyage revenue
   $ 238,403     $ 244,069     $ 123,505     $ 123,219  
Accrued charter revenue (1)
   $ 5,121     $ 1,386     $ 2,475     $ 759  
Voyage revenue adjusted on a cash basis (2)
   $ 243,524     $ 245,455     $ 125,980     $ 123,978  
                                 
Adjusted EBITDA (3)
   $ 173,440     $ 173,328     $ 91,358     $ 87,293  
                                 
Adjusted Net Income available to common stockholders (3)
   $ 64,036     $ 63,010     $ 37,312     $ 34,381  
Weighted Average number of shares  
     74,800,000       74,876,866       74,800,000       74,951,244  
Adjusted Earnings per share (3)
   $ 0.86     $ 0.84     $ 0.50     $ 0.46  
                                 
EBITDA (3)
   $ 152,410     $ 176,088     $ 79,415     $ 94,180  
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Net Income available to common stockholders
   $ 41,494     $ 63,300     $ 24,267     $ 40,026  
Weighted Average number of shares
     74,800,000       74, 876,866       74,800,000       74,951,244  
Earnings per share
   $ 0.55     $ 0.85     $ 0.32     $ 0.53  

(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” below.  
(3) Adjusted net income available to common stockholders, adjusted earnings per share, EBITDA and adjusted EBITDA are non-GAAP measures. Refer to the reconciliation of net income to adjusted net income and net income available to common stockholders to EBITDA and adjusted EBITDA below.
 
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 and six-month periods ended June 30, 2015 and 2014. 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, (iii) Adjusted Earnings per share, (iv) EBITDA and (v) Adjusted EBITDA.
 

 
 
17
 


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)
  
2014
    
2015
    
2014
    
2015
  
                         
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Earnings allocated to Preferred Stock
     (5,719 )     (7,313 )     (3,113 )     (4,303 )
Net Income available to common stockholders
     41,494       63,300       24,267       40,026  
Accrued charter revenue
     5,121       1,386       2,475       759  
Loss on sale / disposal of vessels
     2,903       -       2,903       -  
Swaps breakage cost
     10,192       -       3,480       -  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     4,715       440       2,212       60  
General and administrative expenses – non-cash component
     -       5,383       -       2,749  
Amortization of prepaid lease rentals
     1,512       2,470       1,102       1,242  
Realized Loss on Euro/USD forward contracts (1)
     -       1,954       -       924  
(Gain) / Loss on derivative instruments (1)
     (1,901 )     (11,923 )     873       (11,379 )
Adjusted Net income available to common stockholders
   $ 64,036     $ 63,010     $ 37,312     $ 34,381  
Adjusted Earnings per Share
   $ 0.86     $ 0.84     $ 0.50     $ 0.46  
Weighted average number of shares
     74,800,000       74,876,866       74,800,000       74,951,244  
 
Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent net income after earnings allocated to preferred stock, but before non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, loss on sale/disposal of vessels, realized (gain) /loss on Euro/USD forward contracts, swaps breakage costs, unrealized loss from a swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component, amortization of prepaid lease rentals and non-cash changes in fair value of derivatives.   “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 are reflected as deductions to adjusted net income. Charges negatively impacting net income are reflected as increases to adjusted net income.
 
 
 
18
 

 
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
 
   
Six-month period ended
June 30,
    
Three-month period ended
June 30,
  
(Expressed in thousands of U.S. dollars)
  
2014
    
2015
    
2014
    
2015
  
                         
Net Income
   $ 47,213     $ 70,613     $ 27,380     $ 44,329  
Interest and finance costs
     48,362       49,743       22,566       21,800  
Interest income
     (291 )     (732 )     (141 )     (294 )
Depreciation
     51,818       50,411       26,610       25,345  
Amortization of prepaid lease rentals
     1,512       2,470       1,102       1,242  
Amortization of dry-docking and special survey costs
     3,796       3,583       1,898       1,758  
EBITDA
     152,410       176,088       79,415       94,180  
Accrued charter revenue
     5,121       1,386       2,475       759  
Loss on sale / disposal of vessels
     2,903       -       2,903       -  
Swaps breakage cost
     10,192       -       3,480       -  
Unrealized loss from swap option agreement held by a jointly owned company with York included in equity loss on investments
     4,715       440       2,212       60  
General and administrative expenses – non-cash component
     -       5,383       -       2,749  
Realized Loss on Euro/USD forward contracts
     -       1,954       -       924  
(Gain) / Loss on derivative instruments
     (1,901 )     (11,923 )     873       (11,379 )
Adjusted EBITDA
   $ 173,440     $ 173,328     $ 91,358     $ 87,293  
 
EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation and amortization of deferred dry-docking and special survey costs. Adjusted EBITDA represents net income before interest and finance costs, interest income, amortization of prepaid lease rentals, depreciation, amortization of deferred dry-docking and special survey costs, non-cash “Accrued charter revenue” recorded under charters with escalating charter rates, loss on sale / disposal of vessels, realized gain / (loss) on Euro / USD forward contracts, swaps breakage costs, unrealized loss from swap option agreement held by a jointly owned company with York, which is included in equity loss on investments, General and administrative expenses – non-cash component and non-cash changes in fair value of derivatives. “Accrued charter revenue” is attributed to the time difference between the revenue recognition and the cash collection. However, EBITDA and Adjusted EBITDA are not recognized measurements under U.S. GAAP. We believe that the presentation of EBITDA and Adjusted EBITDA 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 EBITDA and Adjusted EBITDA are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that EBITDA and Adjusted EBITDA are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of EBITDA and Adjusted EBITDA generally eliminates the effects of financings, income taxes and the accounting effects of capital expenditures and acquisitions, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating EBITDA and Adjusted EBITDA, 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 EBITDA and Adjusted EBITDA 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 are reflected as deductions to adjusted EBITDA. Charges negatively impacting net income are reflected as increases to adjusted EBITDA.
 
 
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