EX-99.2 3 exh_992.htm EXHIBIT 99.2 EdgarFiling

EXHIBIT 99.2

Financial Report

Results of Operations

Three-month period ended September 30, 2019 compared to the three-month period ended September 30, 2018

During the three-month periods ended September 30, 2019 and 2018, we had an average of 60.0 and 55.8 vessels, respectively, in our fleet. In the three-month period ended September 30, 2018, we accepted delivery of the secondhand containerships Megalopolis, Marathopolis, Maersk Kleven and Maersk Kotka with an aggregate TEU capacity of 26,002. In the three-month periods ended September 30, 2019 and 2018, our fleet ownership days totaled 5,520 and 5,136 days, respectively. Ownership days are one of the primary drivers of voyage revenue and vessels’ operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.

(Expressed in millions of U.S. dollars,
except percentages)
 Three-month period
ended September 30,
 Change Percentage
Change
 2018 2019  
           
         
Voyage revenue$90.9 $123.6 $32.7  36.0% 
Voyage expenses (1.9) (0.7) (1.2) (63.2%) 
Voyage expenses – related parties (0.8) (1.7) 0.9  112.5% 
Vessels’ operating expenses (27.4) (29.2) 1.8  6.6% 
General and administrative expenses (1.3) (1.5) 0.2  15.4% 
Management fees – related parties (5.0) (5.3) 0.3  6.0% 
General and administrative expenses - non-cash component (1.0) (0.9) (0.1) (10.0%) 
Amortization of dry-docking and special survey costs (1.8) (2.3) 0.5  27.8% 
Depreciation (23.8) (25.3) 1.5  6.3% 
Amortization of prepaid lease rentals, net (2.0) -  (2.0) n.m. 
Loss on vessels held for sale (1.9) (0.5) (1.4) (73.7%) 
Interest income 0.8  0.8  -  - 
Interest and finance costs (14.9) (24.0) 9.1  61.1% 
Swaps’ breakage costs -  -     
Equity gain on investments 3.9  3.1  (0.8) (20.5%) 
Other 0.1  0.3  0.2  n.m. 
Gain / (Loss) on derivative instruments 0.1  (0.4) (0.5) n.m. 
Net Income$14.0 $36.0    


         
(Expressed in millions of U.S. dollars,
except percentages)
 Three-month period
ended September 30,
 Change Percentage
Change
 2018 2019  
         
Voyage revenue$90.9 $123.6 $32.7  36.0%
Accrued charter revenue (1.5) (0.3) (1.2) (80.0%)
Amortization of Time-charter assumed -  -  -  - 
Voyage revenue adjusted on a cash basis (1)$89.4 $123.3 $33.9  37.9%


         
Vessels’ operational data Three-month period
ended September 30,
   Percentage
Change
 2018 2019 Change 
         
Average number of vessels 55.8 60.0 4.2  7.5%
Ownership days 5,136 5,520 384  7.5%
Number of vessels under dry-docking 4 - (4)  

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

Voyage Revenue

Voyage revenue increased by 36.0%, or $32.7 million, to $123.6 million during the three-month period ended September 30, 2019, from $90.9 million during the three-month period ended September 30, 2018. The increase is mainly attributable to revenue earned by (i) nine vessels acquired during the six-month period ended December 31, 2018, (ii) decreased off-hire days for certain of our vessels and increased charter rates for certain of our vessels during the three-month period ended September 30, 2019 compared to the three-month period ended September 30, 2018; partly offset by revenue not earned by two vessels sold in the first quarter of 2019. 

Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 37.9%, or $33.9 million, to $123.3 million during the three-month period ended September 30, 2019, from $89.4 million during the three-month period ended September 30, 2018. Accrued charter revenue for the three-month periods ended September 30, 2019 and 2018 was a negative amount of $0.3 million and $1.5 million, respectively.

Voyage Expenses

Voyage expenses were $0.7 million and $1.9 million for the three-month periods ended September 30, 2019 and 2018, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, primarily related to fuel consumption and (ii) third party commissions.

Voyage Expenses – related parties

Voyage expenses – related parties were $1.7 million and $0.8 million for the three-month periods ended September 30, 2019 and 2018, respectively. Voyage expenses – related parties represent (i) fees of 1.25% (0.75% until June 30, 2019) in the aggregate on voyage revenues charged by related managers and (ii) charter brokerage fees payable to a related charter brokerage company. 

Vessels’ Operating Expenses

Vessels’ operating expenses, which also include the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, were $29.2 million and $27.4 million during the three-month periods ended September 30, 2019 and 2018, respectively. Daily vessels’ operating expenses were $5,282 and $5,332 for the three-month periods ended September 30, 2019 and 2018, respectively. Daily operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.

General and Administrative Expenses

General and administrative expenses were $1.5 million and $1.3 million during the three-month periods ended September 30, 2019 and 2018, respectively, and both include $0.63 million paid to a related manager.

Management Fees – related parties

Management fees paid to our related managers were $5.3 million and $5.0 million during the three-month periods ended September 30, 2019 and 2018, respectively.

General and administrative expenses – non-cash component

General and administrative expenses – non-cash component for the three-month period ended September 30, 2019 amounted to $0.9 million, representing the value of the shares issued to a related manager on September 30, 2019. General and administrative expenses – non-cash component for the three-month period ended September 30, 2018 amounted to $1.0 million, representing the value of the shares issued to a related manager on September 28, 2018.

Amortization of dry-docking and special survey

Amortization of deferred dry-docking and special survey costs was $2.3 million and $1.8 million during the three-month periods ended September 30, 2019 and 2018, respectively. During the three-month period ended September 30, 2018, two vessels underwent and completed their special survey and two were in process of completing their special survey. During the three-month period ended September 30, 2019, no vessel underwent any special survey.

Depreciation

Depreciation expense for the three-month period ended September 30, 2019 and 2018 was $25.3 million and $23.8 million, respectively. The increase was partly attributable to the increased average number of vessels during the three-month period ended September 30, 2019 compared to the three-month period ended September 30, 2018.

Amortization of Prepaid Lease Rentals, net

Amortization of prepaid lease rentals, net for the three-month periods ended September 30, 2019 and 2018 was nil and $2.0 million, respectively.

Loss on vessels held for sale

During the three-month period ended September 30, 2019, we recorded a loss on vessels held for sale of $0.5 million representing the expected loss from sale of two of our vessels during the next twelve-month period. During the three-month period ended September 30, 2018, we recorded a loss on vessel held for sale of $1.9 million representing the expected loss from sale of one of our vessels during the next twelve-month period.

Interest Income

Interest income amounted to $0.8 million for each of the three-month periods ended September 30, 2019 and 2018, respectively.

Interest and Finance Costs

Interest and finance costs were $24.0 million and $14.9 million during the three-month periods ended September 30, 2019 and 2018, respectively. The increase is mainly attributable to the increased average loan balance during the three-month period ended September 30, 2019 compared to the three-month period ended September 30, 2018.

Swaps’ Breakage Costs

During the three-month period ended September 30, 2019, we terminated eight interest rate derivative instruments that qualified for hedge accounting and three that did not qualify for hedge accounting and we paid the counterparties breakage costs, net in the amount of $0.016 million in the aggregate.

Equity Gain on Investments

During the three-month period ended September 30, 2019, we recorded an equity gain on investments of $3.1 million representing our share of the net gain in jointly owned companies pursuant to the Framework Deed dated May 15, 2013, as amended and restated (the “Framework Deed”), with York Capital Management Global Advisors LLC and an affiliated fund (collectively, together with the funds it manages or advises, “York”). Since November 12, 2018, we have held 100% of the equity interest in five previously jointly owned companies with York, and as of that date these five companies are consolidated in our consolidated financial statements. As of September 30, 2019, 13 companies are jointly owned with York. During the three-month period ended September 30, 2018, we recorded an equity gain on investments of $3.9 million also relating to investments under the Framework Deed.

Gain / (Loss) on Derivative Instruments

The fair value of our four interest rate derivative instruments which were outstanding as of September 30, 2019 equates to the amount that would be paid by us or to us should those instruments be terminated. As of September 30, 2019, the fair value of these four interest rate derivative instruments in aggregate amounted to a net asset of $0.1 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 September 30, 2019, a net loss of $0.4 million has been included in OCI and a net loss of $0.2 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 September 30, 2019.

Cash Flows

Three-month periods ended September 30, 2019 and 2018

Condensed cash flows Three-month period ended
September 30,
(Expressed in millions of U.S. dollars) 2018 2019
Net Cash Provided by Operating Activities $38.8  $66.4 
Net Cash Used in Investing Activities $(48.6) $(0.4)
Net Cash Provided by / (Used in) Financing Activities $4.7  $(145.7)

Net Cash Provided by Operating Activities

Net cash flows provided by operating activities for the three-month period ended September 30, 2019 increased by $27.6 million to $66.4 million, from $38.8 million for the three-month period ended September 30, 2018. The increase is mainly attributable to the increased cash from operations of $33.9 million, 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 $2.7 million and the decreased special survey costs of $3.5 million during the three-month period ended September 30, 2019 compared to the three-month period ended September 30, 2018; partly off-set by increased payments for interest (including swap payments) during the period of $5.2 million.

Net Cash Used in Investing Activities

Net cash used in investing activities was $0.4 million in the three-month period ended September 30, 2019, which mainly consisted of dividend distributions we received from 10 entities jointly owned with York pursuant to the Framework Deed and advance payments for upgrades for certain of our vessels.    

Net cash used in investing activities was $48.6 million in the three-month period ended September 30, 2018, which mainly consisted of net payments in relation to the acquisition of four secondhand vessels and five newbuild vessels and payment for capital injection into one entity pursuant to the Framework Deed.

Net Cash Provided by / (Used in) Financing Activities

Net cash used in financing activities was $145.7 million in the three-month period ended September 30, 2019, which mainly consisted of (a) $128.4 million of net payments relating to our debt financing agreements, (b) $7.0 million we paid for dividends to holders of our common stock for the second quarter of 2019 and (c) $1.0 million we paid for dividends to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock (“Series B Preferred Stock”), $2.1 million we paid for dividends to holders of our 8.500% Series C Cumulative Redeemable Perpetual Preferred Stock (“Series C Preferred Stock”), $2.2 million we paid for dividends to holders of our 8.75% Series D Cumulative Redeemable Perpetual Preferred Stock (“Series D Preferred Stock”) and $2.5 million we paid for dividends to holders of our 8.875% Series E Cumulative Redeemable Perpetual Preferred Stock (“Series E Preferred Stock”) for the period from April 15, 2019 to July 14, 2019.

Net cash provided by financing activities was $4.7 million in the three-month period ended September 30, 2018, which mainly consisted of (a) $18.0 million net proceeds we received relating to our debt financing agreements, (b) $4.9 million we paid for dividends to holders of our common stock for the second quarter of 2018 and (c) $1.0 million we paid for dividends to holders of our Series B Preferred Stock, $2.1 million we paid for dividends to holders of our Series C Preferred Stock, $2.2 million we paid for dividends to holders of our Series D Preferred Stock and $2.5 million we paid for dividends to holders of our Series E Preferred Stock for the period from April 15, 2018 to July 14, 2018.

Nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018

During the nine-month periods ended September 30, 2019 and 2018, we had an average of 60.6 and 54.4 vessels, respectively, in our fleet. In the nine-month period ended September 30, 2019, we sold the container vessels MSC Pylos and Piraeus with an aggregate capacity of 7,012 TEU. In the nine-month period ended September 30, 2018, we accepted delivery of the secondhand containerships Michigan, Trader, Megalopolis, Marathopolis, Maersk Kleven and Maersk Kotka with an aggregate capacity of 28,602 TEU and we sold the container vessel Itea with a capacity of 3,842 TEU. In the nine-month periods ended September 30, 2019 and 2018, our fleet ownership days totaled 16,555 and 14,854 days, respectively. Ownership days are one of the primary drivers of voyage revenue and vessels’ operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.

(Expressed in millions of U.S. dollars,
except percentages)
 Nine-month period ended
September 30,
 Change Percentage
Change
 2018
 2019
  
             
         
Voyage revenue$274.2 $353.6 $79.4  29.0% 
Voyage expenses (4.9) (3.2) (1.7) (34.7%) 
Voyage expenses – related parties (2.3) (3.6) 1.3  56.5% 
Vessels’ operating expenses (80.2) (87.3) 7.1  8.9% 
General and administrative expenses (4.1) (4.1) -  - 
Management fees – related parties (14.5) (16.2) 1.7  11.7% 
General and administrative expenses - non-cash component (3.1) (2.5) (0.6) (19.4%) 
Amortization of dry-docking and special survey costs (5.2) (6.7) 1.5  28.8% 
Depreciation (69.8) (85.1) 15.3  21.9% 
Amortization of prepaid lease rentals, net (6.1) -  (6.1) n.m. 
Loss on sale / disposal of vessels (0.9) (18.4) 17.5  n.m. 
Loss on vessels held for sale (1.9) (0.5) (1.4) (73.7%) 
Vessels’ impairment loss -  (3.0) 3.0  n.m. 
Interest income 2.6  2.5  (0.1) (3.8%) 
Interest and finance costs (44.2) (69.3) 25.1  56.8% 
Swaps’ breakage costs (1.2) -  (1.2) n.m. 
Equity gain on investments 9.1  7.4  (1.7) (18.7%) 
Other 0.2  0.5  0.3  n.m. 
Loss on derivative instruments (0.2) (1.0) 0.8  n.m. 
Net Income$47.5 $63.1    


 (Expressed in millions of U.S. dollars,
except percentages)
 Nine-month period ended
September 30,
 Change Percentage
Change
  2018
 2019   
         
Voyage revenue$274.2 $353.6 $79.4  29.0% 
Accrued charter revenue (5.0) (0.1) (4.9) (98.0%) 
Amortization of Time-charter assumed -  0.2  0.2  n.m. 
Voyage revenue adjusted on a cash basis (1)$269.2 $353.7 $84.5  31.4% 
         
 

Vessels’ operational data
 Nine-month period ended
September 30,
   Percentage
Change
 2018  2019 Change 
           
Average number of vessels54.4  60.6  6.2  11.4% 
Ownership days14,854  16,555  1,701  11.5% 
Number of vessels under dry-docking15  6  (9)   

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

Voyage Revenue

Voyage revenue increased by 29.0%, or $79.4 million, to $353.6 million during the nine-month period ended September 30, 2019 from $274.2 million during the nine-month period ended September 30, 2018. The increase is mainly attributable to revenue earned by (i) nine vessels acquired during the six-month period ended December 31, 2018 and (ii) decreased off-hire days for certain of our vessels during the nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018; partly offset by decreased charter rates for certain of our vessels and revenue not earned by two vessels sold in June and October 2018 and two vessels sold in March 2019.

Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”), increased by 31.4%, or $84.5 million, to $353.7 million during the nine-month period ended September 30, 2019 from $269.2 million during the nine-month period ended September 30, 2018. Accrued charter revenue for the nine-month periods ended September 30, 2019 and 2018 was a negative amount of $0.1 million and $5.0 million, respectively.

Voyage Expenses

Voyage expenses were $3.2 million and $4.9 million for the nine-month periods ended September 30, 2019 and 2018, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, primarily related to fuel consumption and (ii) third party commissions.

Voyage Expenses – related parties

Voyage expenses – related parties were $3.6 million and $2.3 million for the nine-month periods ended September 30, 2019 and 2018, respectively. Voyage expenses – related parties represent (i) fees of 1.25% (0.75% up to June 30, 2019) in the aggregate on voyage revenues charged by related managers and (ii) charter brokerage fees payable to a related charter brokerage company.

Vessels’ Operating Expenses

Vessels’ operating expenses, which also include the realized gain / (loss) under derivative contracts entered into in relation to foreign currency exposure, were $87.3 million and $80.2 million during the nine-month periods ended September 30, 2019 and 2018, respectively. Daily vessels’ operating expenses were $5,275 and $5,401 for the nine-month periods ended September 30, 2019 and 2018, respectively. Daily vessels’ operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.

General and Administrative Expenses

General and administrative expenses were $4.1 million for each of the nine-month periods ended September 30, 2019 and 2018, respectively, and both include $1.9 million which is part of the annual fee paid to a related manager.

Management Fees – related parties

Management fees paid to our managers were $16.2 million and $14.5 million during the nine-month periods ended September 30, 2019 and 2018, respectively.

General and administrative expenses – non-cash component

General and administrative expenses – non-cash component for the nine-month period ended September 30, 2019 amounted to $2.5 million representing the value of the shares issued to a related manager on March 29, 2019, June 28, 2019 and September 30, 2019. General and administrative expenses – non-cash component for the nine-month period ended September 30, 2018 amounted to $3.1 million representing the value of the shares issued to a related manager on March 30, 2018, June 29, 2018 and September 28, 2018.

Amortization of Dry-docking and Special Survey Costs

Amortization of deferred dry-docking and special survey costs was $6.7 million and $5.2 million during the nine-month periods ended September 30, 2019 and 2018, respectively. During the nine-month period ended September 30, 2019, 6 vessels underwent and completed their special survey. During the nine-month period ended September 30, 2018, 13 vessels underwent and completed their special survey and two were in process of completing their special survey.

Depreciation

Depreciation expense for the nine-month period ended September 30, 2019 and 2018 was $85.1 million and $69.8 million, respectively. The increase was partly attributable to the increased average number of vessels during the nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018.

Amortization of Prepaid Lease Rentals, net

Amortization of prepaid lease rentals, net for the nine-month periods ended September 30, 2019 and 2018 was nil and $6.1 million, respectively.

Loss on sale / disposal of vessels

During the nine-month period ended September 30, 2019, we recorded an aggregate loss of $18.4 million from the sale of the container vessels Piraeus and MSC Pylos. MSC Pylos was classified as asset held for sale as at December 31, 2018. During the nine-month period ended September 30, 2018, we recorded a loss of $0.9 million from the sale of the vessel Itea, which was classified as Asset held for sale as at December 31, 2017.

Loss on vessels held for sale

During the nine-month period ended September 30, 2019, we recorded a loss on vessels held for sale of $0.5 million representing the expected loss from sale of two of our vessels during the next twelve-month period. During the nine-month period ended September 30, 2018, we recorded a loss on vessel held for sale of $1.9 million representing the expected loss from sale of one of our vessels during the next twelve-month period.

Vessels’ impairment loss

During the nine-month period ended September 30, 2019, we recorded an impairment loss in relation to two of our vessels in the amount of $3.0 million, in the aggregate. During the nine-month period ended September 30, 2018, no impairment loss was recorded.

Interest Income

Interest income amounted to $2.5 million and $2.6 million for the nine-month periods ended September 30, 2019 and 2018, respectively.

Interest and Finance Costs

Interest and finance costs were $69.3 million and $44.2 million during the nine-month periods ended September 30, 2019 and 2018, respectively. The increase is mainly attributable to the increased average loan balance during the nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018.

Swaps Breakage Cost

During the nine-month period ended September 30, 2019, we terminated eight interest rate derivative instruments that qualified for hedge accounting and three that did not qualify for hedge accounting and we paid the counterparties breakage costs, net in the amount of $0.016 million in the aggregate. During the nine-month period ended September 30, 2018, we terminated three interest rate derivative instruments that qualified for hedge accounting and we paid the counterparties’ breakage costs of $1.2 million.

Equity Gain on Investments

During the nine-month period ended September 30, 2019, we recorded an equity gain on investments of $7.4 million representing our share of the net gain in jointly owned companies pursuant to the Framework Deed. Since November 12, 2018, we have held 100% of the equity interest in five previously jointly owned companies with York, and as of that date these five companies are consolidated in our consolidated financial statements. As of September 30, 2019, 13 companies are jointly owned with York. During the nine-month period ended September 30, 2018, we recorded an equity gain on investments of $9.1 million also relating to investments under the Framework Deed.

Loss on Derivative Instruments

The fair value of our four interest rate derivative instruments which were outstanding as of September 30, 2019 equates to the amount that would be paid by us or to us should those instruments be terminated. As of September 30, 2019, the fair value of these four interest rate derivative instruments in aggregate amounted to a net asset of $0.1 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 nine-month period ended September 30, 2019, a net loss of $6.2 million has been included in OCI and a net loss of $0.7 million has been included in Loss on derivative instruments in the consolidated statement of income, resulting from the fair market value change of the interest rate derivative instruments during the nine-month period ended September 30, 2019.

Cash Flows

Nine-month periods ended September 30, 2019 and 2018

Condensed cash flows Nine-month period ended
September 30,
(Expressed in millions of U.S. dollars)  2018   2019 
Net Cash Provided by Operating Activities $105.8  $173.6 
Net Cash Provided by / (Used in) Investing Activities $(113.5) $8.9 
Net Cash Used in Financing Activities $(56.4) $(144.8)

Net Cash Provided by Operating Activities

Net cash flows provided by operating activities for the nine-month period ended September 30, 2019 increased by $67.8 million to $173.6 million, compared to $105.8 million for the nine-month period ended September 30, 2018. The increase is mainly attributable to the increased cash from operations of $84.5 million, 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 $7.7 million and the decreased special survey costs of $8.4 million during the nine-month period ended September 30, 2019 compared to the nine-month period ended September 30, 2018; partly off-set by increased payments for interest (including swap payments) during the period of $19.5 million.
  
Net Cash Provided by / (Used in) Investing Activities

Net cash provided by investing activities was $8.9 million in the nine-month period ended September 30, 2019, which mainly consisted of proceeds we received from the sale of two vessels, dividend distribution we received from 11 entities jointly owned with York pursuant to the Framework Deed and advance payments for upgrades for certain of our vessels.

Net cash used in investing activities was $113.5 million in the nine-month period ended September 30, 2018, which mainly consisted of net payments relating to the acquisition of six secondhand vessels and five newbuild vessels, payments for capital injection into certain entities pursuant to the Framework Deed and proceeds we received from sale of one vessel.

Net Cash Used in Financing Activities

Net cash used in financing activities was $144.8 million in the nine-month period ended September 30, 2019, which mainly consisted of (a) $97.1 million of net payments relating to our debt financing agreements (including the prepayments following the sale of two container vessels during the three-month period ended March 31, 2019), (b) $20.4 million we paid for dividends to holders of our common stock for the fourth quarter of 2018, the first quarter of 2019 and the second quarter of 2019 and (c) $2.9 million we paid for dividends to holders of our Series B Preferred Stock, $6.4 million we paid for dividends to holders of our Series C Preferred Stock, $6.6 million we paid for dividends to holders of our Series D Preferred Stock and $7.5 million we paid for dividends to holders of our Series E Preferred Stock for the period from October 15, 2018 to January 14, 2019, January 15, 2019 to April 14, 2019, and April 15, 2019 to July 14, 2019.

Net cash used in financing activities was $56.4 million in the nine-month period ended September 30, 2018, which mainly consisted of (a) $130.2 million net payments relating to our debt financing agreements, (b) $111.2 million net proceeds we received from our public offering in January 2018, of 4.6 million shares of our Series E Preferred Stock, net of underwriting discounts and expenses incurred in the offering, (c) $14.1 million we paid for dividends to holders of our common stock for the fourth quarter of 2017, the first quarter of 2018 and the second quarter of 2018 and (d) $2.9 million we paid for dividends to holders of our Series B Preferred Stock, $6.4 million we paid for dividends to holders of our Series C Preferred Stock, $6.6 million we paid for dividends to holders of our Series D Preferred Stock, for the periods from October 15, 2017 to January 14, 2018, January 15, 2018 to April 14, 2018, and April 15, 2018 to July 14, 2018, and $4.7 million we paid for dividends to holders of our Series E Preferred Stock, for the period from January 30, 2018 to April 14, 2018 and April 15, 2018 to July 14, 2018.

Liquidity and Unencumbered Vessels

Cash and cash equivalents

As of September 30, 2019, we had a total cash liquidity of $204.2 million, consisting of cash, cash equivalents and restricted cash.

Debt-free vessels

As of October 23, 2019, the following vessels were free of debt.

Unencumbered Vessels
 (Refer to fleet list for full details)

Vessel Name Year
Built
 TEU
Capacity
ETOILE (ex. CMA CGM ETOILE) 2005 2,556
KOKURA 1997 7,403
MICHIGAN 2008 1,300
ENSENADA (*) 2001 5,576
MONEMVASIA (*) 1998 2,472
ARKADIA (*) 2001 1,550

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

Conference Call details:

On Thursday, October 24, 2019 at 8:30 a.m. EST, Costamare’s management team will hold a conference call to discuss the financial results. Participants should dial into the call 10 minutes before the scheduled time using the following numbers: 1-844-887-9405 (from the US), 0808-238-9064 (from the UK) or +1-412-317-9258 (from outside the US and the UK). Please quote “Costamare”. A replay of the conference call will be available until October 31, 2019. 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: 10136189.

Live webcast:

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

About Costamare Inc.

Costamare Inc. is one of the world’s leading owners and providers of containerships for charter. The Company has 45 years of history in the international shipping industry and a fleet of 75 containerships, with a total capacity of approximately 538,000 TEU, including five newbuild containerships currently under construction. Ten of our containerships have been acquired pursuant to the Framework Deed 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, Series D Preferred Stock and Series E Preferred Stock trade on the New York Stock Exchange under the symbols “CMRE”, “CMRE PR B”, “CMRE PR C”, “CMRE PR D” and “CMRE PR E”, respectively.

Forward-Looking Statements

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

Company Contacts:

Gregory Zikos - Chief Financial Officer
Konstantinos Tsakalidis - Business Development

Costamare Inc., Monaco
Tel: (+377) 93 25 09 40
Email: ir@costamare.com

Fleet List

The table below provides additional information, as of October 23, 2019, about our fleet of containerships, including our newbuilds on order, the vessels acquired pursuant to the Framework Deed and those vessels subject to sale and leaseback agreements. Each vessel is a cellular containership, meaning it is a dedicated container vessel.

 

 
Vessel NameChartererYear
Built
Capacity
(TEU)
Current Daily
Charter Rate
(1)
(U.S. dollars)
Expiration of
Charter
(2)
1TRITON(ii)Evergreen201614,424(*) March 2026
2TITAN(ii)Evergreen201614,424(*) April 2026
3TALOS(ii)Evergreen201614,424(*) July 2026
4TAURUS(ii)Evergreen201614,424(*) August 2026
5THESEUS(ii)Evergreen201614,424(*) August 2026
6CAPE AKRITAS(i)Evergreen/ZIM201611,01039,500/43,250August 2020 (3)
7CAPE TAINARO(i)ZIM201711,01039,500March 2020
8CAPE KORTIA(i)Evergreen/ZIM201711,01039,500/43,250August 2020 (3)
9CAPE SOUNIO(i)ZIM201711,01033,500March 2020
10CAPE ARTEMISIO(i)Hapag Lloyd201711,01032,500 (net)March 2020
11COSCO GUANGZHOUCOSCO20069,46928,900April 2020
12COSCO NINGBOCOSCO20069,46928,900April 2020
13COSCO YANTIANCOSCO20069,46928,900May 2020
14COSCO BEIJINGCOSCO20069,46928,900May 2020
15COSCO HELLASCOSCO20069,46928,900May 2020
16MSC AZOVMSC20149,40343,000December 2026(4)
17MSC AJACCIOMSC20149,40343,000February 2027(4)
18MSC AMALFIMSC20149,40343,000March 2027(4)
19MSC ATHENS(ii)MSC20138,82742,000January 2026(5)
20MSC ATHOS(ii)MSC20138,82742,000February 2026(5)
21VALOREvergreen/Hapag Lloyd20138,82741,700/34,500April 2023(6)
22VALUEEvergreen/Hapag Lloyd20138,82741,700/34,500April 2023(6)
23VALIANTEvergreen/Hapag Lloyd20138,82741,700/34,500June 2023(6)
24VALENCEEvergreen/Hapag Lloyd20138,82741,700/34,500July 2023(6)
25VANTAGEEvergreen/Hapag Lloyd20138,82741,700/34,500September 2023(6)
26NAVARINOEvergreen20108,53121,900February 2020
27MAERSK KLEVENMaersk19968,04417,500April 2021
28MAERSK KOTKAMaersk19968,04417,500April 2021
29MAERSK KOWLOONMaersk20057,47116,000June 2022
30MAERSK KAWASAKIMaersk19977,40317,050February 2020
31KURECOSCO19967,40321,500April 2020
32KOKURAMaersk19977,40317,050February 2020
33MSC METHONIMSC20036,72429,000September 2021
34YORKMSC20006,64811,450December 2019
35MAERSK KOBEMaersk20006,64817,000April 2020
36SEALAND WASHINGTONMaersk20006,648(*) March 2022(7)
37SEALAND MICHIGANMaersk20006,648(*) March 2022(7)
38SEALAND ILLINOISMaersk20006,648(*) March 2022(7)
39MAERSK KOLKATAMaersk20036,64426,100March 2022(8)
40MAERSK KINGSTONMaersk20036,64426,100March 2022(8)
41MAERSK KALAMATAMaersk20036,64426,100March 2022(8)
42VENETIKOHapag Lloyd20035,92820,000August 2020(9)
43ENSENADA (i)ONE20015,57621,000May 2020
44ZIM NEW YORKZIM20024,99212,430October 2020(10)
45ZIM SHANGHAIZIM20024,99212,430October 2020(10)
46LEONIDIO(ii)Maersk20144,95714,200December 2024
47KYPARISSIA(ii)Maersk20144,95714,200November 2024
48MEGALOPOLISMaersk20134,957(*) July 2025
49MARATHOPOLISMaersk20134.957(*) July 2025
50OAKLAND EXPRESSHapag Lloyd20004,89010,000November 2019
51HALIFAX EXPRESSHapag Lloyd20004,89010,000October 2020
52SINGAPORE EXPRESSHapag Lloyd20004,89010,000July 2020
53ULSANMaersk20024,13212,000June 2021
54POLAR ARGENTINA(i)(ii)Maersk20183,80019,700October 2024
55POLAR BRASIL(i)(ii)Maersk20183,80019,700January 2025
56LAKONIAEvergreen20042,586(*) March 2020
57ETOILE (ex. CMA CGM ETOILE)-20052,556--
58AREOPOLISEvergreen20002,474(*) March 2020
59MONEMVASIA(i)Maersk19982,4729,250November 2021
60MESSINIEvergreen19972,4588,650March 2020
61REUNION (ex. MSC REUNION)-19922,024-Vessel held for sale
62MSC NAMIBIA IIMSC19912,0238,000November 2019
63SIERRA II (ex. MSC SIERRA II)-19912,023Vessel scheduled to be sold
64NEAPOLISEvergreen20001,6458,000January 2020
65ARKADIA(i)Evergreen20011,5509,450February 2020
66PROSPEREvergreen19961,5047,100February 2020
67MICHIGANMSC20081,3006,650September 2020
68TRADER-20081,300--
69ZAGORAMSC19951,1626,500May 2020
70LUEBECKMSC20011,0786,200January 2020

Newbuilds

 Vessel Name

ShipyardCapacity
(TEU)
ChartererExpected Delivery(11)
1YZJ2015-2057Jiangsu Yangzijiang
Shipbuilding Group
12,690Yang MingQ2 2020
2YZJ2015-2058Jiangsu Yangzijiang
Shipbuilding Group
12,690Yang MingQ3 2020
3YZJ2015-2059Jiangsu Yangzijiang
Shipbuilding Group
12,690Yang MingQ3 2020
4YZJ2015-2060Jiangsu Yangzijiang
Shipbuilding Group
12,690Yang MingQ2 2021
5YZJ2015-2061Jiangsu Yangzijiang
Shipbuilding Group
12,690Yang MingQ2 2021


(1)Daily charter rates are gross, unless stated otherwise. Amounts set out for current daily charter rate are the amounts contained in the charter contracts.
(2)Charter terms and expiration dates are based on the earliest date charters could expire.
(3)Upon redelivery of each vessel from Evergreen in October-November 2019, each vessel will commence a charter with ZIM at a daily rate of $43,250. Until then the daily charter rate of each vessel will be $39,500.
(4)Following scrubbers’ installation, the daily rate will be increased from the current daily rate of $43,000 until the original earliest redelivery dates of the vessels (December 2, 2023-MSC Azov, February 1, 2024-MSC Ajaccio and March 16, 2024-MSC Amalfi). The charters will also be extended for 3 years.
(5)Following scrubbers’ installation, the daily rate will be increased from the current daily rate of $42,000 until the original earliest redelivery dates of the vessels (January 29, 2023-MSC Athens and February 24, 2023-MSC Athos). The charters will also be extended for 3 years.
(6)Upon redelivery of each vessel from Evergreen between April 2020 and January 2021, each vessel will commence a 3 year charter with Hapag Lloyd at a daily rate of $34,500. Until then the daily charter rate of each vessel will be $41,700.
(7)The daily rate for Sealand Washington, Sealand Michigan and Sealand Illinois is a base rate, adjusted pursuant to the terms of a profit/loss sharing mechanism based on market conditions until expiry of the charter.
(8)This charter rate will be earned by Maersk Kolkata, Maersk Kingston and Maersk Kalamata until November 14, 2019, February 28, 2020 and April 12, 2020, respectively. From the aforementioned dates until expiry of the charter, the daily rate for each of the three vessels will be a base rate, adjusted pursuant to the terms of a profit/loss sharing mechanism based on market conditions.
(9)This charter rate will be earned by Venetiko from November 1, 2019. Until then the daily charter rate will be $9,750.
(10)The amounts in the table reflect the current charter terms, giving effect to our agreement with ZIM under its 2014 restructuring plan. Based on this agreement, we have been granted charter extensions and have been issued equity securities representing 1.2% of ZIM’s equity and approximately $8.2 million in interest bearing notes maturing in 2023. In May 2019, the Company exercised its option to extend the charters of ZIM New York and ZIM Shanghai for a one year period at market rate plus $1,100 per day per vessel while the notes remain outstanding. The rate for this fifth optional year has been determined at $12,430 per day.
(11)Based on latest shipyard construction schedule, subject to change.
  
(i)Denotes vessels acquired pursuant to the Framework Deed. The Company holds an equity interest ranging between 25% and 49% in each of the vessel-owning entities.
(ii)Denotes vessels subject to a sale and leaseback transaction.
  
(*)Denotes charterer’s identity and/or current daily charter rates and/or charter expiration dates, which are treated as confidential.


COSTAMARE INC.
Consolidated Statements of Income

  Nine-months ended
September 30,
 Three-months ended
September 30,
(Expressed in thousands of U.S. dollars,
except share and per share amounts)
 2018
 2019
 2018
 2019
             
         
REVENUES:        
Voyage revenue$274,244 $353,641 $90,913 $123,631 
         
EXPENSES:        
Voyage expenses (4,894) (3,180) (1,857) (701)
Voyage expenses – related parties (2,340) (3,610) (752) (1,658)
Vessels' operating expenses (80,226) (87,322) (27,384) (29,158)
General and administrative expenses (4,080) (4,115) (1,295) (1,464)
Management fees – related parties (14,549) (16,164) (4,998) (5,337)
General and administrative expenses – non-cash component (3,098) (2,453) (971) (908)
Amortization of dry-docking and special survey costs (5,183) (6,737) (1,825) (2,266)
Depreciation (69,766) (85,081) (23,803) (25,320)
Amortization of prepaid lease rentals, net (6,095) -  (2,054) - 
Loss on sale / disposal of vessels (861) (18,420) -  - 
Loss on vessels held for sale (1,919) (480) (1,919) (480)
Vessels’ impairment loss -  (3,042) -  - 
Foreign exchange gains / (losses) (16) (28) 2  (45)
Operating income$81,217 $123,009 $24,057 $56,294 
         
OTHER INCOME / (EXPENSES):        
Interest income$2,634 $2,512 $756 $826 
Interest and finance costs (44,248) (69,342) (14,870) (24,026)
Swaps’ breakage cost, net (1,234) (16) -  (16)
Equity gain on investments 9,114  7,409  3,915  3,110 
Other 231  561  136  234 
Gain / (Loss) on derivative instruments (207) (1,021) 46  (446)
Total other expenses$(33,710)$(59,897)$(10,017)$(20,318)
Net Income$47,507 $63,112 $14,040 $35,976 
Earnings allocated to Preferred Stock (22,686) (23,452) (7,904) (7,904)
Net Income available to common stockholders$24,821 $39,660 $6,136 $28,072 
         
         
Earnings per common share, basic and diluted$0.23 $0.35 $0.06 $0.24 
Weighted average number of shares, basic and diluted 109,870,776  114,744,125  110,913,448  117,111,191 


COSTAMARE INC.
Consolidated Balance Sheets

  As of December 31, As of September 30,
(Expressed in thousands of U.S. dollars) 2018 2019
ASSETS   (Unaudited)
CURRENT ASSETS:    
Cash and cash equivalents$113,714$156,214 
Restricted cash 5,600 6,544 
Accounts receivable 5,625 11,729 
Inventories 11,020 9,790 
Due from related parties 4,681 5,006 
Fair value of derivatives 3,514 847 
Insurance claims receivable 6,476 2,242 
Prepaid lease rentals 8,752 - 
Asset held for sale 4,838 6,183 
Time charter assumed 190 192 
Prepayments and other 6,358 6,171 
Total current assets$170,768$204,918 
FIXED ASSETS, NET:    
Right-of-use assets$401,901$190,129 
Vessels and advances, net 2,206,786 2,410,324 
Total fixed assets, net$2,608,687$2,600,453 
NON-CURRENT ASSETS:    
Equity method investments$131,082$123,737 
Prepaid lease rentals, non-current 34,167 - 
Deferred charges, net 26,250 24,194 
Accounts receivable, non-current 17,789 9,990 
Restricted cash 47,177 41,450 
Fair value of derivatives, non-current 3,727 266 
Time charter assumed, non-current 1,222 1,078 
Other non-current assets 9,942 10,372 
Total assets$3,050,811$3,016,458 
LIABILITIES AND STOCKHOLDERS’ EQUITY    
CURRENT LIABILITIES:    
Current portion of long-term debt$149,162$198,441 
Accounts payable 8,586 5,965 
Due to related parties 196 437 
Finance lease liabilities 34,299 16,757 
Accrued liabilities 17,624 17,269 
Unearned revenue 12,432 10,380 
Fair value of derivatives - 628 
Other current liabilities 2,370 2,097 
Total current liabilities$224,669$251,974 
NON-CURRENT LIABILITIES     
Long-term debt, net of current portion$1,159,244$1,248,719 
Finance lease liabilities, net of current portion 305,033 124,145 
Fair value of derivatives, net of current portion - 631 
Unearned revenue, net of current portion 4,741 3,154 
Total non-current liabilities$1,469,018$1,376,649 
COMMITMENTS AND CONTINGENCIES    
STOCKHOLDERS’ EQUITY:    
Preferred stock$-$- 
Common stock 11 12 
Additional paid-in capital 1,313,840 1,345,064 
Retained earnings 38,734 44,341 
Accumulated other comprehensive income / (loss) 4,539 (1,582)
Total stockholders’ equity$1,357,124$1,387,835 
Total liabilities and stockholders’ equity$3,050,811$3,016,458 

 

Financial Summary

 
  Nine-month period ended
September 30,
 Three-month period ended
September 30,
(Expressed in thousands of U.S. dollars, except share and per share data): 2018  2019  2018 2019
         
         
Voyage revenue $274,244  $353,641  $90,913  $123,631 
Accrued charter revenue (1) $(5,031) $(115) $(1,464) $(306)
Amortization of Time-charter assumed  -  $143   -  $48 
Voyage revenue adjusted on a cash basis (2) $269,213  $353,669  $89,449  $123,373 
               
Adjusted Net Income available to common stockholders (3) $33,598  $66,700  $9,763  $30,948 
Weighted Average number of shares  109,870,776  114,744,125   110,913,448   117,111,191 
Adjusted Earnings per share (3) $0.31  $0.58  $0.09  $0.26 
        
Net Income $47,507  $63,112  $14,040  $35,976 
Net Income available to common stockholders $24,821  $39,660  $6,136  $28,072 
Weighted Average number of shares  109,870,776   114,744,125  110,913,448   117,111,191 
Earnings per share $0.23  $0.35  $0.06  $0.24 

(1) Accrued charter revenue represents the difference between cash received during the period and revenue recognized on a straight-line basis. In the early years of a charter with escalating charter rates, voyage revenue will exceed cash received during the period and during the last years of such charter cash received will exceed revenue recognized on a straight-line basis.
(2) Voyage revenue adjusted on a cash basis represents Voyage revenue after adjusting for non-cash “Accrued charter revenue” recorded under charters with escalating charter rates. However, Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles (“GAAP”). We believe that the presentation of Voyage revenue adjusted on a cash basis is useful to investors because it presents the charter revenue for the relevant period based on the then current daily charter rates. The increases or decreases in daily charter rates under our charter party agreements are described in the notes to the “Fleet List” above.
(3) Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are non-GAAP measures. Refer to the reconciliation of Net Income to Adjusted Net Income.

Non-GAAP Measures

The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures used in managing the business may provide users of these financial measures additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain items that impact the overall comparability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. The tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three- and nine-month periods ended September 30, 2019 and 2018. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, voyage revenue or net income as determined in accordance with GAAP. Non-GAAP financial measures include (i) Voyage revenue adjusted on a cash basis (reconciled above), (ii) Adjusted Net Income available to common stockholders and (iii) Adjusted Earnings per Share.

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

  Nine-month period ended
September 30,
 Three-month period ended
September 30,
(Expressed in thousands of U.S. dollars, except share and per share data) 2018 2019 2018 2019
             
Net Income$47,507 $63,112 $14,040 $35,976 
Earnings allocated to Preferred Stock (22,686) (23,452) (7,904) (7,904)
Net Income available to common stockholders 24,821  39,660  6,136  28,072 
Accrued charter revenue (5,031) (115) (1,464) (306)
General and administrative expenses – non-cash component 3,098  2,453  971  908 
Non-recurring, non-cash write-off of loan deferred financing costs -  1,127  -  1,127 
Amortization of prepaid lease rentals, net 6,095  -  2,054  - 
Amortization of Time charter assumed -  143  -  48 
Realized loss on Euro/USD forward contracts (1) 97  367  250  159 
Vessels’ impairment loss -  3,042  -  - 
Loss on sale / disposal of vessels 861  18,420  -  - 
Swaps’ breakage costs 1,234  16  -  16 
Loss on vessels’ held for sale 1,919  480  1,919  480 
Loss on sale / disposal of vessel by a jointly owned company with York included in equity gain on investments -  38  -  - 
(Gain) / Loss on asset held for sale by a jointly owned company with York included in equity gain on investments 664  -  (4) - 
(Gain) / loss on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1) (160) 1,069  (99) 444 
Adjusted Net Income available to common stockholders$33,598 $66,700 $9,763 $30,948 
Adjusted Earnings per Share$0.31 $0.58 $0.09 $0.26 
Weighted average number of shares 109,870,776  114,744,125  110,913,448  117,111,191 

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, realized loss on Euro/USD forward contracts, vessels’ impairment loss, loss on sale / disposal of vessels, swaps’ breakage costs, loss on vessels held for sale, loss on sale / disposal of vessel by a jointly owned company with York included in equity gain on investments, (gain) / loss on asset held for sale by a jointly owned company with York included in equity gain on investments, non-cash general and administrative expenses and non-cash other items, non-recurring, non-cash write-off of loan deferred financing costs, amortization of prepaid lease rentals, net, amortization of Time charter assumed 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 available to common stockholders are reflected as deductions to Adjusted Net Income available to common stockholders. Charges negatively impacting Net Income available to common stockholders are reflected as increases to Adjusted Net Income available to common stockholders.