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 May 2022
Commission File Number: 001-34934
COSTAMARE INC.
(Translation of registrant’s name into English)
7 rue du Gabian, MC 98000 Monaco
(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 ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
INCORPORATION BY REFERENCE
Exhibit 99.2 to this Report on Form 6-K shall be incorporated by reference into our registration statements on Form F-3, as filed with the U.S. Securities and Exchange Commission on July 6, 2016 (File No. 333-212415) and March 15, 2021 (File No. 333-254266), to the extent not superseded by information subsequently filed or furnished (to the extent we expressly state that we incorporate such furnished information by reference) by us under the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
99.1 | Press Release, dated May 5, 2022: Costamare Inc. Reports Results for the First Quarter Ended March 31, 2022 |
99.2 | Financial Report for the First Quarter Ended March 31, 2022 |
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: May 5, 2022
COSTAMARE INC. | ||||
By: | /s/ Gregory G. Zikos | |||
Name: | Gregory G. Zikos | |||
Title: | Chief Financial Officer | |||
Exhibit 99.1
COSTAMARE INC. REPORTS RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2022
Monaco, May 5, 2022 – Costamare Inc. (“Costamare” or the “Company”) (NYSE: CMRE) today reported unaudited financial results for the first quarter ended March 31, 2022 (“Q1 2022”).
I. | RECORD PROFITABILITY IN A FIRST QUARTER SINCE NYSE LISTING |
· | Q1 2022 Net Income available to common stockholders of $115.4 million ($0.93 per share) vs $60.5 million ($0.49 per share) in Q1 2021. | |
· | Q1 2022 Adjusted Net Income available to common stockholders1 of $104.5 million ($0.84 per share) vs $38.0 million ($0.31 per share) in Q1 2021. |
· |
Q1 2022 liquidity of $644 million2 vs $240 million in Q1 2021. |
II. | NEW CHARTER ARRANGEMENTS3 AND FULLY EMPLOYED CONTAINERSHIP FLEET FOR THE YEAR AHEAD |
· | Containership fleet fully employed for the remainder of 2022. |
· | More than 90% of the containership fleet4 is fixed for 2023. |
· | Entered into a total of 49 chartering agreements for the dry bulk fleet since the beginning of 2022. Selected fixtures are shown below: |
– | Charter of the 2012-built, 63,227 DWT dry bulk vessel Damon at a daily rate of $35,000 for a period of approximately one month. | |
– | Charter of the 2010-built, 58,018 DWT dry bulk vessel Norma at a daily rate of $45,000 for a period of approximately 70 days. | |
– | Charter of the 2010-built, 56,729 DWT dry bulk vessel Libra at a daily rate of $37,000 for a period between 50 and 120 days. | |
– | Charter of the 2010-built, 32,527 DWT dry bulk vessel Cetus at a daily rate of $24,000 for a period of approximately one month. |
III. | SALE AND PURCHASE ACTIVITY |
· | Delivery of the 2010-built 58,018 DWT dry bulk vessel Norma (ex. Magda). |
· | Agreement for the sale of the 2009-built, 57,334 DWT dry bulk vessel Thunder. The sale is expected to be concluded in Q2 2022 and will result in an estimated capital gain of $3.6 million. |
· | Conclusion of the sale and delivery of the 1997-built, 2,458 TEU containership Messini, which resulted in a capital gain of $17.8 million. |
1 Adjusted Net Income available to common stockholders and respective per share figures are non-GAAP measures and should not be used in isolation or as substitutes for Costamare’s financial results presented in accordance with U.S. generally accepted accounting principles (“GAAP”). For the definition and reconciliation of these measures to the most directly comparable financial measure calculated and presented in accordance with GAAP, please refer to Exhibit I.
2 Including our share of cash amounting to $3.2 million held by vessel owning-companies set-up pursuant to the Framework Deed dated May 15, 2013, as amended and restated from time to time, between the Company and York Capital Management Global Advisors LLC and $152.5 million of available undrawn funds from our two hunting license facilities as of the date of this earnings release.
3 Please refer to the Fleet List tables in Exhibit 99.2 for additional information on vessel employment details.
4 Calculated on a TEU basis and excluding vessels we have agreed to sell.
1 |
IV. | NEW DEBT FINANCING |
· | New financing agreements for an amount of $160.5 million. More specifically: |
– | In April 2022, we signed a hunting license loan agreement with a European financial institution for an amount of up to $120 million for the purposes of financing the acquisition cost of dry bulk vessels. The availability period of this facility expires in Q2 2023, an amount of $10.8 million has already been drawn down and the facility has a maximum tenor of five years following the expiration of the availability period. |
– | In April 2022, we signed a loan agreement with a leading European financial institution for an amount of $40.5 million for the purposes of refinancing the existing indebtedness of four dry bulk vessels. The new facility has a tenor of four years, and will mature in April 2026. |
V. | DIVIDEND ANNOUNCEMENTS |
· | On April 1, 2022, we declared a special dividend of $0.50 per share on our common stock and a dividend for the quarter ended March 31, 2022, of $0.115 per share on our common stock, both of which are due to be paid on May 5, 2022, to stockholders of record of common stock as of April 19, 2022. |
· | On April 1, 2022, we declared a dividend of $0.476563 per share on our Series B Preferred Stock, $0.531250 per share on our Series C Preferred Stock, $0.546875 per share on our Series D Preferred Stock and $0.554688 per share on our Series E Preferred Stock, which were all paid on April 18, 2022 to holders of record as of April 14, 2022. |
Mr. Gregory Zikos, Chief Financial Officer of Costamare Inc., commented:
“During the quarter the Company delivered strong results; revenues more than doubled to approx. $270 million and Net Income reached $115 million, compared to $60 million for the same period of last year. As of quarter end, liquidity stood at $640 million.
Fundamentals and strong charter rates for the container market remain unchanged; a commercially fully employed container fleet with no vessels available on short notice. Congestion shows no signs of easing, while recent events are in fact contributing to further increases.
In such an opportune market environment we have covered all of our containership open days for 2022 and we have ca. 95% coverage for 2023. Contracted revenues for the containership fleet in the water amount to $3.3 billion with a remaining time charter duration of 4.1 years.
On the dry bulk side, the market continues to be strong with smaller ships earning a premium to the larger ones, also benefiting from container spillover. Supply and demand dynamics remain healthy underpinned by a historically low orderbook.”
2 |
Financial Summary
Three-month period ended March 31, | ||||||||
(Expressed in thousands of U.S. dollars, except share and per share data): | 2021 | 2022 | ||||||
Voyage revenue | $ | 126,725 | $ | 268,010 | ||||
Accrued charter revenue (1) | $ | 1,032 | $ | 3,357 | ||||
Amortization of time-charter assumed | $ | - | $ | 49 | ||||
Voyage revenue adjusted on a cash basis (2) | $ | 127,757 | $ | 271,416 | ||||
Adjusted Net Income available to common stockholders (3) | $ | 37,986 | $ | 104,494 | ||||
Weighted Average number of shares | 122,384,052 | 124,150,337 | ||||||
Adjusted Earnings per share (3) | $ | 0.31 | $ | 0.84 | ||||
Net Income | $ | 68,141 | $ | 123,037 | ||||
Net Income available to common stockholders | $ | 60,546 | $ | 115,442 | ||||
Weighted Average number of shares | 122,384,052 | 124,150,337 | ||||||
Earnings per share | $ | 0.49 | $ | 0.93 |
(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. The reverse is true for charters with descending rates.
(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. 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” tables in Exhibit 99.2.
(3) Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are non-GAAP measures. Refer to the reconciliation of Net Income to Adjusted Net Income.
Non-GAAP Measures
The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures used in managing the business may provide users of these financial measures additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain items that impact the overall comparability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. The tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three-month periods ended March 31, 2022 and 2021. 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.
3 |
Exhibit I
Reconciliation of Net Income to Adjusted Net Income available to common stockholders and Adjusted Earnings per Share
Three-month period ended March 31, | ||||||||
(Expressed in thousands of U.S. dollars, except share and per share data) | 2021 | 2022 | ||||||
Net Income | $ | 68,141 | $ | 123,037 | ||||
Earnings allocated to Preferred Stock | (7,595 | ) | (7,595 | ) | ||||
Net Income available to common stockholders | 60,546 | 115,442 | ||||||
Accrued charter revenue | 1,032 | 3,357 | ||||||
General and administrative expenses – non-cash component | 1,439 | 2,552 | ||||||
Non-recurring, non-cash write-off of loan deferred financing costs | 363 | 634 | ||||||
Amortization of Time charter assumed | - | 49 | ||||||
Realized (gain) / loss on Euro/USD forward contracts (1) | (78 | ) | 331 | |||||
(Gain) / Loss on sale of vessels (1) | 260 | (17,798 | ) | |||||
(Gain) / Loss on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1) | 1,117 | (73 | ) | |||||
Fair value measurement of equity securities | (25,937 | ) | - | |||||
Other non-recurring, non-cash items | (756 | ) | - | |||||
Adjusted Net Income available to common stockholders | $ | 37,986 | $ | 104,494 | ||||
Adjusted Earnings per Share | $ | 0.31 | $ | 0.84 | ||||
Weighted average number of shares | 122,384,052 | 124,150,337 |
Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent Net Income after earnings allocated to preferred stock and gain on retirement of preferred stock, but before non-cash “Accrued charter revenue” recorded under charters with escalating or descending charter rates, amortization of time charter assumed, realized (gain)/loss on Euro/USD forward contracts, (gain)/loss on sale of vessels, fair value measurement of equity securities, non-recurring, non-cash write-off of loan deferred financing costs, general and administrative expenses - non-cash component, non-cash changes in fair value of derivatives and other non-recurring, non-cash items. “Accrued charter revenue” is attributed to the timing difference between the revenue recognition and the cash collection. However, Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are not recognized measurements under U.S. GAAP. We believe that the presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We also believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share generally eliminates the effects of the accounting effects of capital expenditures and acquisitions, certain hedging instruments and other accounting treatments, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating Adjusted Net Income available to common stockholders and Adjusted Earnings per Share, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
(1) Items to consider for comparability include gains and charges. Gains positively impacting Net Income available to common stockholders are reflected as deductions to Adjusted Net Income available to common stockholders. Charges negatively impacting Net Income available to common stockholders are reflected as increases to Adjusted Net Income available to common stockholders.
4
Exhibit 99.2
Financial Report
Results of Operations
Three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021
During the three-month periods ended March 31, 2022 and 2021, we had an average of 117.4 and 62.7 vessels, respectively, in our fleet.
In the three-month period ended March 31, 2022, we accepted delivery of the secondhand container vessel Dyros (ex. Co Kobe) with a TEU capacity of 4,578 and of the secondhand dry bulk vessels Oracle (ex. Belstar), Libra (ex. Universal Bremen) and Norma (ex. Magda) with an aggregate DWT of 172,717. Furthermore, in the three-month period ended March 31, 2022, we sold the container vessel Messini, with a TEU capacity of 2,458.
In the three-month period ended March 31, 2021, we accepted delivery of the newbuild container vessel YM Target with a TEU capacity of 12,690, the secondhand container vessels Aries, Argus and Glen Canyon, which have an aggregate TEU capacity of 18,626 and we sold the container vessel Halifax Express with a TEU capacity of 4,890. Furthermore, in the three-month period ended March 31, 2021, we acquired (i) the 75% equity interest held by funds managed and/or advised by York Capital Management Global Advisors LLC (“York”) in each of the 11,010 TEU container vessels Cape Kortia and Cape Sounio and (ii) the 51% equity interest held by funds managed and/or advised by York Capital Management in each of the 11,010 TEU container vessels Cape Tainaro, Cape Artemisio and Cape Akritas and as a result we obtained 100% of the equity interest in each of these five container vessels.
In the three-month periods ended March 31, 2022 and 2021, our fleet ownership days totaled 10,564 and 5,640 days, respectively. Ownership days are one of the primary drivers of voyage revenue and vessels’ operating expenses and represent the aggregate number of days in a period during which each vessel in our fleet is owned.
Consolidated Financial Results and Vessels’ Operational Data
Three-month period ended March 31, | Percentage | |||||||||||||||
(Expressed in millions of U.S. dollars, except percentages) | 2021 | 2022 | Change | Change | ||||||||||||
Voyage revenue | $ | 126.7 | $ | 268.0 | $ | 141.3 | 111.5 | % | ||||||||
Voyage expenses | (1.0 | ) | (8.6 | ) | 7.6 | n.m. | ||||||||||
Voyage expenses – related parties | (1.9 | ) | (3.7 | ) | 1.8 | 94.7 | % | |||||||||
Vessels’ operating expenses | (31.8 | ) | (65.7 | ) | 33.9 | 106.6 | % | |||||||||
General and administrative expenses | (2.0 | ) | (3.3 | ) | 1.3 | 65.0 | % | |||||||||
Management fees – related parties | (5.5 | ) | (10.9 | ) | 5.4 | 98.2 | % | |||||||||
General and administrative expenses - non-cash component | (1.4 | ) | (2.6 | ) | 1.2 | 85.7 | % | |||||||||
Amortization of dry-docking and special survey costs | (2.3 | ) | (2.7 | ) | 0.4 | 17.4 | % | |||||||||
Depreciation | (27.1 | ) | (41.2 | ) | 14.1 | 52.0 | % | |||||||||
Gain / (loss) on sale of vessels | (0.3 | ) | 17.8 | 18.1 | n.m. | |||||||||||
Foreign exchange gains | 0.1 | 0.1 | - | - | ||||||||||||
Interest income | 0.4 | - | (0.4 | ) | n.m. | |||||||||||
Interest and finance costs | (16.1 | ) | (25.1 | ) | 9.0 | 55.9 | % | |||||||||
Fair value measurement of equity securities | 25.9 | - | (25.9 | ) | n.m. | |||||||||||
Income from equity method investments | 4.0 | 0.3 | (3.7 | ) | (92.5 | %) | ||||||||||
Other | 1.5 | 0.5 | (1.0 | ) | (66.7 | %) | ||||||||||
Gain / (loss) on derivative instruments | (1.1 | ) | 0.1 | 1.2 | n.m. | |||||||||||
Net Income | $ | 68.1 | $ | 123.0 |
Three-month period ended March 31, | Percentage | |||||||||||||||
(Expressed in millions of U.S. dollars, except percentages) | 2021 | 2022 | Change | Change | ||||||||||||
Voyage revenue | $ | 126.7 | $ | 268.0 | $ | 141.3 | 111.5 | % | ||||||||
Accrued charter revenue | 1.0 | 3.4 | 2.4 | n.m. | ||||||||||||
Amortization of time charter assumed | - | - | - | - | ||||||||||||
Voyage revenue adjusted on a cash basis (1) | $ | 127.7 | $ | 271.4 | $ | 143.7 | 112.5 | % |
1 |
Vessels’ operational data | Three-month period ended March 31, | Percentage | ||||||||||||||
2021 | 2022 | Change | Change | |||||||||||||
Average number of vessels | 62.7 | 117.4 | 54.7 | 87.2 | % | |||||||||||
Ownership days | 5,640 | 10,564 | 4,924 | 87.3 | % | |||||||||||
Number of vessels under dry-docking | 3 | 2 | (1 | ) |
Segmental Financial Summary
Three-month period ended March 31, 2022 | ||||||||||||||||
Container vessels | Dry bulk vessels | Other | Total | |||||||||||||
Voyage revenue | $ | 189.5 | $ | 78.5 | $ | - | $ | 268.0 | ||||||||
Voyage expenses | (2.1 | ) | (6.5 | ) | - | (8.6 | ) | |||||||||
Voyage expenses – related parties | (2.7 | ) | (1.0 | ) | - | (3.7 | ) | |||||||||
Vessels’ operating expenses | (41.7 | ) | (24.0 | ) | - | (65.7 | ) | |||||||||
General and administrative expenses | (2.2 | ) | (1.1 | ) | - | (3.3 | ) | |||||||||
Management fees – related parties | (6.8 | ) | (4.1 | ) | - | (10.9 | ) | |||||||||
General and administrative expenses - non-cash component | (1.6 | ) | (1.0 | ) | - | (2.6 | ) | |||||||||
Amortization of dry-docking and special survey costs | (2.6 | ) | (0.1 | ) | - | (2.7 | ) | |||||||||
Depreciation | (31.5 | ) | (9.7 | ) | - | (41.2 | ) | |||||||||
Gain on sale / disposal of vessels | 17.8 | - | - | 17.8 | ||||||||||||
Foreign exchange gains / (losses) | 0.2 | (0.1 | ) | - | 0.1 | |||||||||||
Interest and finance costs | (21.7 | ) | (3.4 | ) | - | (25.1 | ) | |||||||||
Income from equity method investments | - | - | 0.3 | 0.3 | ||||||||||||
Gain on derivative instruments | - | 0.1 | - | 0.1 | ||||||||||||
Other | 0.4 | 0.1 | - | 0.5 | ||||||||||||
Net Income | $ | 95.0 | $ | 27.7 | $ | 0.3 | $ | 123.0 |
(1) Voyage revenue adjusted on a cash basis is not a recognized measurement under U.S. generally accepted accounting principles (“GAAP”). Refer to “Consolidated Financial Results and Vessels’ Operational Data” above for the reconciliation of Voyage revenue adjusted on a cash basis.
Voyage Revenue
Voyage revenue increased by 111.5%, or $141.3 million, to $268.0 million during the three-month period ended March 31, 2022, from $126.7 million during the three-month period ended March 31, 2021. The increase is mainly attributable to (i) revenue earned by one container vessel and two dry bulk vessels acquired during the three-month period ended March 31, 2022, as well as by 16 container vessels and 43 dry bulk vessels acquired during the year ended December 31, 2021 and (ii) increased charter rates in certain of our container vessels, partly off-set by revenue not earned by one container vessel sold during the three-month period ended March 31, 2022 and five container vessels sold during the year ended December 31, 2021.
Voyage revenue adjusted on a cash basis (which eliminates non-cash “Accrued charter revenue”) increased by 112.5%, or $143.7 million, to $271.4 million during the three-month period ended March 31, 2022, from $127.7 million during the three-month period ended March 31, 2021. Accrued charter revenue for the three-month periods ended March 31, 2022 and 2021 was a positive amount of $3.4 million and $1.0 million, respectively.
Voyage Expenses
Voyage expenses were $8.6 million and $1.0 million for the three-month periods ended March 31, 2022 and 2021, respectively. Voyage expenses mainly include (i) off-hire expenses of our vessels, primarily related to fuel consumption and (ii) address and third-party commissions.
2 |
Voyage Expenses – related parties
Voyage expenses – related parties were $3.7 million and $1.9 million for the three-month periods ended March 31, 2022 and 2021, respectively. Voyage expenses – related parties represent (i) fees of 1.25%, in the aggregate, on voyage revenues charged by a related manager and a service provider and (ii) charter brokerage fees (in respect of our container vessels) payable to two related charter brokerage companies for an amount of approximately $0.4 million and $0.3 million, in the aggregate, for the three-month periods ended March 31, 2022 and 2021, respectively.
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 $65.7 million and $31.8 million during the three-month periods ended March 31, 2022 and 2021, respectively. Daily vessels’ operating expenses were $6,223 and $5,634 for the three-month periods ended March 31, 2022 and 2021, respectively. The increase in the daily operating expenses during the quarter ended March 31, 2022 is mainly attributable to increased crew costs related to COVID-19 pandemic measures. Daily operating expenses are calculated as vessels’ operating expenses for the period over the ownership days of the period.
General and Administrative Expenses
General and administrative expenses were $3.3 million and $2.0 million during the three-month periods ended March 31, 2022 and 2021, respectively, and both include $0.63 million paid to a related manager.
Management Fees – related parties
Management fees paid to our related party managers were $10.9 million and $5.5 million during the three-month periods ended March 31, 2022 and 2021, respectively.
General and Administrative Expenses - non-cash component
General and administrative expenses - non-cash component for the three-month period ended March 31, 2022 amounted to $2.6 million, representing the value of the shares issued to a related party manager on March 30, 2022. General and administrative expenses - non-cash component for the three-month period ended March 31, 2021 amounted to $1.4 million, representing the value of the shares issued to a related party manager on March 31, 2021.
Amortization of Dry-Docking and Special Survey
Amortization of deferred dry-docking and special survey costs was $2.7 million and $2.3 million during the three-month periods ended March 31, 2022 and 2021, respectively. During the three-month period ended March 31, 2022, one vessel underwent and completed her dry-docking and special survey and one vessel was in the process of completing her dry-docking and special survey. During the three-month period ended March 31, 2021, one vessel underwent and completed her special survey and two vessels were in the process of completing their special survey.
Depreciation
Depreciation expense for the three-month periods ended March 31, 2022 and 2021 was $41.2 million and $27.1 million, respectively. The increase is mainly attributable to the increased average number of vessels we owned during the three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021.
Gain / (Loss) on Sale of Vessels
During the three-month period ended March 31, 2022, we recorded a gain of $17.8 million from the sale of the container vessel Messini, which was classified as asset held for sale as at December 31, 2021. During the three-month period ended March 31, 2021, we recorded a loss of $0.3 million from the sale of the container vessel Halifax Express, which was classified as asset held for sale as at December 31, 2020.
Vessels Held for Sale
During the three-month period ended March 31, 2022, the container vessels Sealand Washington, Maersk Kalamata and the dry bulk vessel Thunder were classified as vessels held for sale. Furthermore, as of March 31, 2022, the container vessels Sealand Illinois, Sealand Michigan and York continue to be classified as vessels held for sale (initially classified as vessels held for sale as of December 31, 2021). No loss on vessels held sale was recorded during the first quarter of 2022 since each vessel’s estimated fair value exceeded each vessel’s carrying value.
3 |
During the three-month period ended March 31, 2021, the container vessels Venetiko and Prosper were classified as vessels held for sale. No loss on vessels held sale was recorded during the first quarter of 2021 since each vessel’s estimated fair value exceeded each vessel’s carrying value.
Interest Income
Interest income amounted to nil and $0.4 million for the three-month periods ended March 31, 2022 and 2021, respectively.
Interest and Finance Costs
Interest and finance costs were $25.1 million and $16.1 million during the three-month periods ended March 31, 2022 and 2021, respectively. The increase is mainly attributable to the increased average loan balances during the three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021 and by the increased financing cost during the three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021.
Fair value measurement of equity securities
Fair value measurement of equity securities of $25.9 million for the three-month period ended March 31, 2021, represents the difference between the aggregate fair value of the ordinary shares of ZIM that we owned as at March 31, 2021 of $29.7 million compared to the book value of these shares of $3.8 million as of December 31, 2020. During the fourth quarter of 2021 we sold all the ordinary shares of ZIM we owned. ZIM completed its initial public offering and listing on the New York Stock Exchange of its ordinary shares on January 27, 2021.
Income from Equity Method Investments
During the three-month period ended March 31, 2022, we recorded an income from equity method investments of $0.3 million representing our share of the income in jointly owned companies set up pursuant to the Framework Deed dated May 15, 2013, as amended and restated from time to time (the “Framework Deed”), with York. Since late March 2021, we have held 100% of the equity interest in five previously jointly owned companies pursuant to the Framework Deed, and since then these five companies are consolidated in our consolidated financial statements. As of March 31, 2022, six companies are jointly owned pursuant to the Framework Deed (of which, four companies currently own container vessels). During the three-month period ended March 31, 2021, we recorded an income from equity method investments of $4.0 million relating to investments under the Framework Deed. As of March 31, 2021, eight companies were jointly owned pursuant to the Framework Deed (of which, five companies owned container vessels). The decreased income from equity method investments in the first quarter of 2022 compared to the first quarter of 2021 is mainly attributable to the decreased number of container vessels jointly owned with York during the first quarter of 2022 compared to the first quarter of 2021.
Gain / (loss) on Derivative Instruments
As of March 31, 2022, we hold 17 interest rate derivative instruments and two cross currency rate swaps, all of which qualify for hedge accounting. As a result, the change in the fair value of each instrument is recorded in “Other Comprehensive Income” (“OCI”). As of March 31, 2022, the fair value of these instruments, in aggregate, amounted to a net asset of $9.1 million. During the three-month period ended March 31, 2022, a gain of $21.2 million has been recorded in OCI and a loss of $0.1 million has been recorded in Gain/(loss) on Derivative Instruments.
Cash Flows
Three-month periods ended March 31, 2022 and 2021
Condensed cash flows | Three-month period ended March 31, | |||||||
(Expressed in millions of U.S. dollars) | 2021 | 2022 | ||||||
Net Cash Provided by Operating Activities | $ | 71.2 | $ | 154.3 | ||||
Net Cash Used in Investing Activities | $ | (86.4 | ) | $ | (46.8 | ) | ||
Net Cash Provided by Financing Activities | $ | 59.1 | $ | 26.9 |
4 |
Net Cash Provided by Operating Activities
Net cash flows provided by operating activities for the three-month period ended March 31, 2022, increased by $83.1 million to $154.3 million, from $71.2 million for the three-month period ended March 31, 2021. The increase is mainly attributable to increased cash from operations of $143.7 million; partly off-set by the unfavorable change in working capital position, excluding the current portion of long-term debt and the accrued charter revenue (representing the difference between cash received in that period and revenue recognized on a straight-line basis) of $2.4 million, by the increased payments for interest (including swap payments) of $4.1 million during the three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021 and by the increased dry-docking and special survey costs of $0.4 million during the three-month period ended March 31, 2022 compared to the three-month period ended March 31, 2021.
Net Cash Used in Investing Activities
Net cash used in investing activities was $46.8 million in the three-month period ended March 31, 2022, which mainly consisted of (i) payments for the acquisition of two secondhand dry bulk vessels, (ii) settlement payment for the delivery of one secondhand dry bulk vessel, (iii) payment for the purchase of short-term investments and (iv) payments for upgrades for certain of our container and dry bulk vessels; partly off-set by proceeds we received from the sale of the container vessel Messini.
Net cash used in investing activities was $86.4 million in the three-month period ended March 31, 2021, which mainly consisted of (i) net payments for the acquisition of the 75% equity interest in two companies and the 51% equity interest held by funds managed and/or advised by York in two companies, originally set up pursuant to the Framework Deed , (ii) payments for the delivery of one newbuild and three secondhand container vessels, (iii) advance payments for the acquisition of three secondhand container vessels and (iv) payments for upgrades for certain of our container vessels; partly off-set by proceeds we received from the sale of one container vessel.
Net Cash Provided by Financing Activities
Net cash provided by financing activities was $26.9 million in the three-month period ended March 31, 2022, which mainly consisted of (a) $47.9 million net proceeds relating to our debt financing agreements (including proceeds of $219.1 million we received from our debt financing agreements), (b) $10.7 million we paid for dividends to holders of our common stock for the fourth quarter of 2021 and (c) $0.9 million we paid for dividends to holders of our 7.625% Series B Cumulative Redeemable Perpetual Preferred Stock (“Series B Preferred Stock”), $2.1 million we paid for dividends to holders of our 8.50% Series C Cumulative Redeemable Perpetual Preferred Stock (“Series C Preferred Stock”), $2.2 million we paid for dividends to holders of our 8.75% Series D Cumulative Redeemable Perpetual Preferred Stock (“Series D Preferred Stock”) and $2.5 million we paid for dividends to holders of our 8.875% Series E Cumulative Redeemable Perpetual Preferred Stock (“Series E Preferred Stock”) for the period from October 15, 2021 to January 14, 2022.
Net cash provided by financing activities was $59.1 million in the three-month period ended March 31, 2021, which mainly consisted of (a) $81.6 million net proceeds relating to our debt financing agreements, (b) $9.4 million we paid for dividends to holders of our common stock for the fourth quarter of 2020 and (c) $0.9 million we paid for dividends to holders of our Series B Preferred Stock, $2.1 million we paid for dividends to holders of our Series C Preferred Stock, $2.2 million we paid for dividends to holders of our Series D Preferred Stock and $2.5 million we paid for dividends to holders of our Series E Preferred Stock for the period from October 15, 2020 to January 14, 2021.
Liquidity and Unencumbered Vessels
Cash and cash equivalents
As of March 31, 2022, we had Cash and cash equivalents of $487.9 million, consisting of cash, cash equivalents and restricted cash. Furthermore, as of March 31, 2022, we had liquidity of $491.1 million (including our share of cash amounting to $3.2 million held in joint venture companies set up pursuant to the Framework Deed), which coupled with the $152.5 million of undrawn funds from our two hunting license facilities (adjusted for the $67.5 million already drawn in 2022), amounted to $643.6 million.
Debt-free vessels
As of May 5, 2022, the following vessels were free of debt.
5 |
Unencumbered Vessels
(Refer to Fleet list for full details)
Vessel Name | Year Built |
TEU Capacity |
|||
Containerships | |||||
ETOILE | 2005 | 2,556 | |||
MICHIGAN | 2008 | 1,300 | |||
MONEMVASIA (*) | 1998 | 2,472 | |||
ARKADIA (*) | 2001 | 1,550 |
(*) Vessels acquired pursuant to the Framework Deed with York.
Conference Call details:
On Thursday, May 5, 2022 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 May 12, 2022. 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: 4315854.
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 48 years of history in the international shipping industry and a fleet of 76 containerships in the water, with a total capacity of approximately 557,000 TEU (including five vessels that we have agreed to sell) and 46 dry bulk vessels with a total capacity of approximately 2,493,500 DWT (including one vessel that we have agreed to sell). Four of our containerships have been acquired pursuant to the Framework Deed with York by vessel-owning joint venture companies in which we hold a minority equity interest. We also have six newbuild containerships under contract of a total capacity of approximately 85,000 TEU, which are scheduled to be delivered to us in 2024. The Company’s common stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock trade on the New York Stock Exchange under the symbols “CMRE”, “CMRE PR B”, “CMRE PR C”, “CMRE PR D” and “CMRE PR E”, respectively.
Forward-Looking Statements
This earnings release contains “forward-looking statements”. In some cases, you can identify these statements by forward-looking words such as “believe”, “intend”, “anticipate”, “estimate”, “project”, “forecast”, “plan”, “potential”, “may”, “should”, “could”, “expect” and similar expressions. These statements are not historical facts but instead represent only Costamare’s belief regarding future results, many of which, by their nature, are inherently uncertain and outside of Costamare’s control. It is possible that actual results may differ, possibly materially, from those anticipated in these forward-looking statements. For a discussion of some of the risks and important factors that could affect future results, see the discussion in the Company’s Annual Report on Form 20-F (File No. 001-34934) under the caption “Risk Factors”.
Company Contacts:
Gregory
Zikos – Chief Financial Officer
Konstantinos Tsakalidis – Business Development
Costamare Inc., Monaco
Tel: (+377) 93 25 09 40
Email: ir@costamare.com
6 |
Containership Fleet List
The tables below provide additional information, as of May 5, 2022, about our fleet of containerships, including the vessels we have agreed to sell, the vessels under construction, the vessels acquired pursuant to the Framework Deed and those vessels subject to sale and leaseback agreements. Each vessel is a cellular containership, meaning it is a dedicated container vessel.
|
Vessel Name | Charterer | Year Built | Capacity (TEU) | Current Daily Charter Rate(1) (U.S. dollars) |
Expiration of Charter(2) |
1 | TRITON(ii) | Evergreen | 2016 | 14,424 | (*) | March 2026 |
2 | TITAN(ii) | Evergreen | 2016 | 14,424 | (*) | April 2026 |
3 | TALOS(ii) | Evergreen | 2016 | 14,424 | (*) | July 2026 |
4 | TAURUS(ii) | Evergreen | 2016 | 14,424 | (*) | August 2026 |
5 | THESEUS(ii) | Evergreen | 2016 | 14,424 | (*) | August 2026 |
6 | YM TRIUMPH(ii) | Yang Ming | 2020 | 12,690 | (*) | May 2030 |
7 | YM TRUTH(ii) | Yang Ming | 2020 | 12,690 | (*) | May 2030 |
8 | YM TOTALITY(ii) | Yang Ming | 2020 | 12,690 | (*) | July 2030 |
9 | YM TARGET(ii) | Yang Ming | 2021 | 12,690 | (*) | November 2030 |
10 | YM TIPTOP(ii) | Yang Ming | 2021 | 12,690 | (*) | March 2031 |
11 | CAPE AKRITAS | MSC | 2016 | 11,010 | 33,000 | August 2031 |
12 | CAPE TAINARO | MSC | 2017 | 11,010 | 33,000 | April 2031 |
13 | CAPE KORTIA | MSC | 2017 | 11,010 | 33,000 | August 2031 |
14 | CAPE SOUNIO | MSC | 2017 | 11,010 | 33,000 | April 2031 |
15 | CAPE ARTEMISIO | Hapag Lloyd | 2017 | 11,010 | 36,650 | March 2025 |
16 | COSCO GUANGZHOU | COSCO/(*) | 2006 | 9,469 | 30,900/72,700 | June 2025(3) |
17 | COSCO NINGBO | COSCO/(*) | 2006 | 9,469 | 30,900/72,700 | June 2025(3) |
18 | YANTIAN | COSCO | 2006 | 9,469 | 39,600 | February 2024 |
19 | COSCO HELLAS | COSCO | 2006 | 9,469 | 39,600 | February 2024 |
20 | BEIJING | COSCO | 2006 | 9,469 | 39,600 | March 2024 |
21 | MSC AZOV | MSC | 2014 | 9,403 | 46,300 | December 2026(4) |
22 | MSC AMALFI | MSC | 2014 | 9,403 | 46,300 | March 2027(5) |
23 | MSC AJACCIO | MSC | 2014 | 9,403 | 46,300 | February 2027(6) |
24 | MSC ATHENS(ii) | MSC | 2013 | 8,827 | 45,300 | January 2026(7) |
25 | MSC ATHOS(ii) | MSC | 2013 | 8,827 | 45,300 | February 2026(8) |
26 | VALOR | Hapag Lloyd | 2013 | 8,827 | 32,400 | April 2025 |
27 | VALUE | Hapag Lloyd | 2013 | 8,827 | 32,400 | April 2025 |
28 | VALIANT | Hapag Lloyd | 2013 | 8,827 | 32,400 | June 2025 |
29 | VALENCE | Hapag Lloyd | 2013 | 8,827 | 32,400 | July 2025 |
30 | VANTAGE | Hapag Lloyd | 2013 | 8,827 | 32,400 | September 2025 |
31 | NAVARINO | MSC | 2010 | 8,531 | 31,000 | January 2025 |
32 | MAERSK KLEVEN | Maersk/MSC | 1996 | 8,044 | 25,000/41,500 | June 2026(9) |
33 | MAERSK KOTKA | Maersk/MSC | 1996 | 8,044 | 25,000/41,500 | June 2026(9) |
34 | MAERSK KOWLOON | Maersk | 2005 | 7,471 | 18,500 | August 2025(10) |
35 | KURE | COSCO/MSC | 1996 | 7,403 | 31,000/41,500 | March 2026(11) |
36 | METHONI | Maersk | 2003 | 6,724 | 46,500 | August 2026 |
37 | PORTO CHELI | Maersk | 2001 | 6,712 | 30,075 | June 2026 |
38 | YORK(iii) | Maersk | 2000 | 6,648 | 21,250 | November 2022(12) |
39 | ZIM TAMPA | ZIM | 2000 | 6,648 | 45,000 | July 2025 |
40 | SEALAND WASHINGTON(iii) | Maersk | 2000 | 6,648 | 25,000 | January 2023 (13) |
41 | SEALAND MICHIGAN(iii) | Maersk | 2000 | 6,648 | 25,000 | October 2022(13) |
42 | SEALAND ILLINOIS(iii) | Maersk | 2000 | 6,648 | 25,000 | October 2022 (13) |
43 | MAERSK KALAMATA(iii) | Maersk | 2003 | 6,644 | 25,000 | December 2022(13) |
7 |
|
Vessel Name | Charterer | Year Built | Capacity (TEU) | Current Daily Charter Rate(1) (U.S. dollars) |
Expiration of Charter(2) |
44 | MAERSK KOLKATA | Maersk/ZIM | 2003 | 6,644 | 25,000/53,000 | October 2025 (14) |
45 | MAERSK KINGSTON | Maersk/ZIM | 2003 | 6,644 | 25,000/53,000 | October 2025 (14) |
46 | ARIES | ONE | 2004 | 6,492 | (*) | December 2022 |
47 | ARGUS | ONE | 2004 | 6,492 | (*) | January 2023 |
48 | PORTO KAGIO | Maersk | 2002 | 5,908 | 28,822 | June 2026 |
49 | GLEN CANYON | ZIM | 2006 | 5,642 | 62,500 | June 2025 |
50 | PORTO GERMENO | Maersk | 2002 | 5,570 | 28,822 | June 2026 |
51 | LEONIDIO(ii) | Maersk | 2014 | 4,957 | 14,200 | December 2024(15) |
52 | KYPARISSIA(ii) | Maersk | 2014 | 4,957 | 14,200 | November 2024(15) |
53 | MEGALOPOLIS | Maersk | 2013 | 4,957 | 13,500 | July 2025(16) |
54 | MARATHOPOLIS | Maersk | 2013 | 4,957 | 13,500 | July 2025(16) |
55 | OAKLAND | Maersk | 2000 | 4,890 | 24,500 | March 2023 |
56 | GIALOVA | ZIM | 2009 | 4,578 | 25,500 | April 2024 |
57 | DYROS | Maersk | 2008 | 4,578 | 22,750 | January 2024 |
58 | NORFOLK | Maersk | 2009 | 4,259 | 30,000 | May 2023 |
59 | VULPECULA | OOCL/ZIM | 2010 | 4,258 | 22,700/43,250 (on average) | February 2028(17) |
60 | VOLANS | ZIM | 2010 | 4,258 | 24,250 | April 2024 |
61 | VIRGO | Maersk | 2009 | 4,258 | 30,200 | February 2024 |
62 | VELA | OOCL/ZIM | 2009 | 4,258 | 22,700/43,250 (on average) | January 2028(18) |
63 | ANDROUSA | Maersk | 2010 | 4,256 | 22,750 | May 2023 |
64 | NEOKASTRO | CMA CGM | 2011 | 4,178 | 39,000 | February 2027 |
65 | ULSAN | Maersk | 2002 | 4,132 | 34,730 | January 2026 |
66 | POLAR ARGENTINA(i)(ii) | Maersk | 2018 | 3,800 | 19,700 | October 2024(19) |
67 | POLAR BRASIL(i)(ii) | Maersk | 2018 | 3,800 | 19,700 | January 2025(19) |
68 | LAKONIA | COSCO | 2004 | 2,586 | 26,500 | March 2025 |
69 | SCORPIUS | Hapag Lloyd | 2007 | 2,572 | 17,750 | January 2023 |
70 | ETOILE | (*) | 2005 | 2,556 | (*) | February 2023 |
71 | AREOPOLIS | COSCO | 2000 | 2,474 | 26,500 | April 2025 |
72 | MONEMVASIA(i) | Maersk | 1998 | 2,472 | 9,250 | December 2022(20) |
73 | ARKADIA(i) | Swire Shipping | 2001 | 1,550 | 21,500 | May 2023 |
74 | MICHIGAN | MSC | 2008 | 1,300 | 18,700 | September 2023 |
75 | TRADER | (*) | 2008 | 1,300 | (*) | October 2024 |
76 | LUEBECK | MSC | 2001 | 1,078 | 15,000 | March 2024 |
Container Vessels under construction
|
Vessel | Vessel Capacity (TEU) | Estimated Delivery(21) | Employment |
1 | Newbuilding 1 | 12,690 | Q1 2024 | Long Term Employment upon delivery from shipyard |
2 | Newbuilding 2 | 12,690 | Q2 2024 | Long Term Employment upon delivery from shipyard |
3 | Newbuilding 3 | 15,000 | Q1 2024 | Long Term Employment upon delivery from shipyard |
4 | Newbuilding 4 | 15,000 | Q2 2024 | Long Term Employment upon delivery from shipyard |
5 | Newbuilding 5 | 15,000 | Q2 2024 | Long Term Employment upon delivery from shipyard |
6 | Newbuilding 6 | 15,000 | Q3 2024 | Long Term Employment upon delivery from shipyard |
(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 (unless otherwise noted) could expire. |
8 |
(3) | Upon redelivery of each vessel from COSCO between June 2022 and July 2022, each vessel will commence a charter for a period of 36 to 39 months at a daily rate of $72,700. Until then the daily charter rate of Cosco Guangzhou and Cosco Ningbo will be $30,900. |
(4) | This charter rate will be earned by MSC Azov until December 2, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300. |
(5) | This charter rate will be earned by MSC Amalfi until March 16, 2024. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300. |
(6) | This charter rate will be earned by MSC Ajaccio until February 1, 2024. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300. |
(7) | This charter rate will be earned by MSC Athens until January 29, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300. |
(8) | This charter rate will be earned by MSC Athos until February 24, 2023. From the aforementioned date until the expiry of the charter, the daily rate will be $35,300. |
(9) | The current daily rate of each of Maersk Kleven and Maersk Kotka is a base rate of $17,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000. Upon redelivery of each vessel from Maersk between June 2023 and October 2023, each vessel will commence a new charter with MSC for a period of 36 to 38 months at a fixed daily rate of $41,500. |
(10) | This charter rate will be earned by Maersk Kowloon from June 12, 2022. Until then the daily charter rate will be $16,000. |
(11) | Upon redelivery of Kure from COSCO between March 2023 and July 2023, the vessel will commence a new charter with MSC for a period of 36 to 38 months at a daily rate of $41,500. Until then the daily charter rate will be $31,000. |
(12) | Expiration of charter represents latest redelivery date. |
(13) | The daily rate for Sealand Washington, Sealand Michigan, Sealand Illinois and Maersk Kalamata is a base rate of $16,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000. Expiration dates of the charters of these vessels represent latest redelivery dates. |
(14) | The current daily rate for Maersk Kolkata and Maersk Kingston is a base rate of $16,000, adjusted pursuant to the terms of a 50:50 profit/loss sharing mechanism based on market conditions with a minimum charter rate of $12,000 and a maximum charter rate of $25,000. Upon expiry of their current employment in October 2022 (estimated on the latest redelivery date) the vessels will enter into a new charter with ZIM for a period of 36 to 40 months at a daily rate $53,000. |
(15) | Charterer has the option to extend the current time charter for an additional period of 12 to 24 months at a daily rate of $17,000. |
(16) | Charterer has the option to extend the current time charter for an additional period of approximately 24 months at a daily rate of $14,500. |
(17) | The current daily rate for Vulpecula is $22,700. Upon expiry of its current employment in February 2023 (estimated on the earliest redelivery date) the vessel will enter into a new charter with ZIM for a period of 60 to 64 months at a daily rate of $43,250, on average. For this new charter, the daily rate will be $99,000 for the first 12 month period, $91,250 for the second 12 month period, $10,000 for the third 12 month period and $8,000 for the remaining duration of the charter. |
(18) | The current daily rate for Vela is $22,700. Upon expiry of its current employment in January 2023 (estimated on the earliest redelivery date) the vessel will enter into a new charter with ZIM for a period of 60 to 64 months at a daily rate of $43,250, on average. For this new charter the daily rate will be $99,000 for the first 12 month period, $91,250 for the second 12 month period, $10,000 for the third 12 month period and $8,000 for the remaining duration of the charter. |
(19) | Charterer has the option to extend the current time charter for three additional one-year periods at a daily rate of $21,000. |
(20) | Expiration of charter represents latest redelivery date. |
(21) | Based on the shipbuilding contract, subject to change. |
(i) | Denotes vessels acquired pursuant to the Framework Deed. The Company holds an equity interest of 49% in each of the vessel-owning companies. |
(ii) | Denotes vessels subject to a sale and leaseback transaction. |
(iii) | Denotes vessels that we have agreed to sell. |
(*) Denotes charterer’s identity and/or current daily charter rates and/or charter expiration dates, which are treated as confidential.
9 |
Dry Bulk Vessel Fleet List
The tables below provide additional information, as of May 5, 2022, about our fleet of dry bulk vessels, including one vessel that we have agreed to sell.
|
Vessel Name | Year Built | Capacity (DWT) | Current Daily Charter Rate(1) (U.S. dollars) |
Expiration of Charter(2) | ||
1 | AEOLIAN | 2012 | 83,478 | 27,000(3) | June 2022 | ||
2 | GRENETA | 2010 | 82,166 | 101% of Index(4) | October 2022 | ||
3 | HYDRUS (ex. EGYPTIAN MIKE) | 2011 | 81,601 | - | In negotiations for employment | ||
4 | PHOENIX | 2012 | 81,569 | 26,200(5) | May 2022 | ||
5 | BUILDER | 2012 | 81,541 | 100% of Index(4) | September 2022 | ||
6 | FARMER | 2012 | 81,541 | 101% of Index(4)(6) | October 2022 | ||
7 | SAUVAN | 2010 | 79,700 | 21,000(7) | May 2022 | ||
8 | ROSE | 2008 | 76,619 | 103% of Index(4) minus $1,336 | August 2022 | ||
9 | MERCHIA | 2015 | 63,800 | 113% of Index(8) | November 2022 | ||
10 | SEABIRD | 2016 | 63,553 | 111% of Index(8) | November 2022 | ||
11 | DAWN | 2018 | 63,530 | 111% of Index(8) | September 2022 | ||
12 | ORION | 2015 | 63,473 | 111.25% of Index(8) | October 2022 | ||
13 | DAMON | 2012 | 63,227 | 113.25% of Index(8) | July 2022 | ||
14 | TITAN I | 2009 | 58,090 | 101% of Index(8) | October 2022 | ||
15 | ERACLE | 2012 | 58,018 | 31,500(9) | May 2022 | ||
16 | PYTHIAS | 2010 | 58,018 | 22,000 | June 2022 | ||
17 | NORMA (ex. MAGDA) | 2010 | 58,018 | 45,000 | June 2022 | ||
18 | ORACLE | 2009 | 57,970 | 25,750(10) | June 2022 | ||
19 | CURACAO | 2011 | 57,937 | 25,000 | May 2022 | ||
20 | URUGUAY | 2011 | 57,937 | 102% of Index(8) | December 2022 | ||
21 | ATHENA | 2012 | 57,809 | - | In negotiations for employment | ||
22 | THUNDER(i) | 2009 | 57,334 | 37,000 | May 2022 | ||
23 | SERENA | 2010 | 57,266 | 98.25% of Index(8) | May 2022 | ||
24 | LIBRA | 2010 | 56,729 | 37,000 | May 2022 | ||
25 | PEGASUS | 2011 | 56,726 | 23,000 | May 2022 | ||
26 | MERIDA | 2012 | 56,670 | 105% of Index(8) | May 2022 | ||
27 | CLARA | 2008 | 56,557 | 98% of Index(8) | September 2022 | ||
28 | PEACE | 2006 | 55,709 | 98.5% of Index(8) | July 2022 | ||
29 | PRIDE | 2006 | 55,705 | 97.25% of Index(8) | August 2022 | ||
30 | BERMONDI | 2009 | 55,469 | 99% of Index(8)(11) | January 2023 | ||
31 | COMITY | 2010 | 37,302 | 100% of Index(12) | July 2022 | ||
32 | VERITY | 2012 | 37,163 | 100% of Index(12) | May 2022 | ||
33 | PARITY | 2012 | 37,152 | 102% of Index(12) | December 2022 | ||
34 | ACUITY | 2011 | 37,149 | 102% of Index(12) | December 2022 | ||
35 | EQUITY | 2013 | 37,071 | 102% of Index(12) | December 2022 | ||
36 | DISCOVERY | 2012 | 37,019 | 25,000 | May 2022 | ||
37 | TAIBO | 2011 | 35,112 | - | Vessel in dry dock | ||
38 | BERNIS | 2011 | 34,627 | 95.5% of Index(12) | December 2022 | ||
39 | MANZANILLO | 2010 | 34,426 | 20,000 | May 2022 | ||
10 |
Vessel Name | Year Built | Capacity (DWT) | Current Daily Charter Rate(1) (U.S. dollars) |
Expiration of Charter(2) | ||
40 | ADVENTURE | 2011 | 33,755 | - | In negotiations for employment | |
41 | ALLIANCE | 2012 | 33,751 | - | Vessel in dry dock | |
42 | CETUS | 2010 | 32,527 | 24,000 | May 2022 | |
43 | PROGRESS | 2011 | 32,400 | 28,000 | May 2022 | |
44 | MINER | 2010 | 32,300 | 16,000 | May 2022 | |
45 | KONSTANTINOS | 2012 | 32,178 | 21,000 | May 2022 | |
46 | RESOURCE | 2010 | 31,776 | - | In negotiations for employment |
(1) | Daily charter rates are gross, unless stated otherwise. |
(2) | Charter terms and expiration dates are based on the earliest date charters (unless otherwise noted) could expire. |
(3) | For this charter, Aeolian received a gross ballast bonus of $600,000. Currently, Aeolian is on dry-dock and charter will resume upon completion of dry-docking. |
(4) | Gross daily charter rate linked to the Baltic Exchange Panamax Index (“BPI_82’’). |
(5) | For this charter, Phoenix received a gross ballast bonus of $1,375,000. |
(6) | For this charter, Farmer received a gross ballast bonus of $490,000. |
(7) | For this charter, Sauvan received a gross ballast bonus of $1,050,000. |
(8) | Gross daily charter rate linked to the Baltic Exchange Supramax Index (“BSI_58’’). |
(9) | For every additional day after May 5, 2022, the gross daily charter rate of Eracle will be $34,000. |
(10) | For this charter, Oracle received a gross ballast bonus of $600,000. |
(11) | For this charter, Bermondi received a gross ballast bonus of $421,000. |
(12) | Gross daily charter rate linked to the Baltic Exchange Handysize Index (“BHSI_38’’). |
(i) Denotes vessel that we have agreed to sell.
11 |
Consolidated Statements of Income
Three-month period ended March 31, | ||||||||
(Expressed in thousands of U.S. dollars, except share and per share amounts) | 2021 | 2022 | ||||||
REVENUES: | ||||||||
Voyage revenue | $ | 126,725 | $ | 268,010 | ||||
EXPENSES: | ||||||||
Voyage expenses | (1,041 | ) | (8,571 | ) | ||||
Voyage expenses – related parties | (1,906 | ) | (3,745 | ) | ||||
Vessels’ operating expenses | (31,779 | ) | (65,747 | ) | ||||
General and administrative expenses | (1,968 | ) | (3,262 | ) | ||||
Management fees - related parties | (5,476 | ) | (10,867 | ) | ||||
Non-cash general and administrative expenses and non-cash other items | (1,439 | ) | (2,552 | ) | ||||
Amortization of dry-docking and special survey costs | (2,327 | ) | (2,707 | ) | ||||
Depreciation | (27,096 | ) | (41,150 | ) | ||||
Gain / (Loss) on sale / disposal of vessels | (260 | ) | 17,798 | |||||
Foreign exchange gains | 149 | 110 | ||||||
Operating income | $ | 53,582 | $ | 147,317 | ||||
OTHER INCOME / (EXPENSES): | ||||||||
Interest income | $ | 367 | $ | 14 | ||||
Interest and finance costs | (16,107 | ) | (25,130 | ) | ||||
Income from equity method investments | 3,991 | 288 | ||||||
Fair value measurement of equity securities | 25,937 | - | ||||||
Other | 1,488 | 475 | ||||||
Gain / (Loss) on derivative instruments | (1,117 | ) | 73 | |||||
Total other income / (expenses) | $ | 14,559 | $ | (24,280 | ) | |||
Net Income | $ | 68,141 | $ | 123,037 | ||||
Earnings allocated to Preferred Stock | (7,595 | ) | (7,595 | ) | ||||
Net Income available to common stockholders | $ | 60,546 | $ | 115,442 | ||||
Earnings per common share, basic and diluted | $ | 0.49 | $ | 0.93 | ||||
Weighted average number of shares, basic and diluted | 122,384,052 | 124,150,337 |
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COSTAMARE INC.
Consolidated Balance Sheets
As of December 31, | As of March 31, | |||||||
(Expressed in thousands of U.S. dollars) | 2021 | 2022 | ||||||
ASSETS | (Audited) | (Unaudited) | ||||||
CURRENT ASSETS: | ||||||||
Cash and cash equivalents | $ | 276,002 | $ | 407,523 | ||||
Restricted cash | 8,856 | 10,409 | ||||||
Accounts receivable | 20,978 | 18,018 | ||||||
Inventories | 21,365 | 20,150 | ||||||
Fair value of derivatives | - | 1,956 | ||||||
Insurance claims receivable | 3,970 | 3,141 | ||||||
Asset held for sale | 78,799 | 143,706 | ||||||
Time charter assumed | 198 | 198 | ||||||
Accrued charter revenue | 7,361 | 7,715 | ||||||
Short-term investments | - | 19,992 | ||||||
Prepayments and other | 8,595 | 11,505 | ||||||
Total current assets | $ | 426,124 | $ | 644,313 | ||||
FIXED ASSETS, NET: | ||||||||
Right-of-use assets | $ | 191,303 | $ | 189,393 | ||||
Vessels and advances, net | 3,650,192 | 3,592,345 | ||||||
Total fixed assets, net | $ | 3,841,495 | $ | 3,781,738 | ||||
NON-CURRENT ASSETS: | ||||||||
Equity method investments | $ | 19,872 | $ | 19,032 | ||||
Deferred charges, net | 31,859 | 32,852 | ||||||
Accounts receivable, non-current | 5,076 | 5,201 | ||||||
Restricted cash | 68,670 | 69,986 | ||||||
Fair value of derivatives, non-current | 3,429 | 17,530 | ||||||
Accrued charter revenue, non-current | 8,183 | 8,219 | ||||||
Time charter assumed, non-current | 667 | 618 | ||||||
Other non-current assets | 1,666 | - | ||||||
Total assets | $ | 4,407,041 | $ | 4,579,489 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
CURRENT LIABILITIES: | ||||||||
Current portion of long-term debt | $ | 272,365 | $ | 324,617 | ||||
Accounts payable | 18,865 | 8,651 | ||||||
Due to related parties | 1,694 | 3,726 | ||||||
Finance lease liabilities | 16,676 | 16,723 | ||||||
Accrued liabilities | 27,304 | 36,258 | ||||||
Unearned revenue | 23,830 | 21,496 | ||||||
Fair value of derivatives | 6,876 | 2,969 | ||||||
Other current liabilities | 2,417 | 4,642 | ||||||
Total current liabilities | $ | 370,027 | $ | 419,082 | ||||
NON-CURRENT LIABILITIES | ||||||||
Long-term debt, net of current portion | $ | 2,169,718 | $ | 2,168,578 | ||||
Finance lease liabilities, net of current portion | 99,689 | 95,500 | ||||||
Fair value of derivatives, net of current portion | 7,841 | 7,701 | ||||||
Unearned revenue, net of current portion | 33,867 | 34,411 | ||||||
Total non-current liabilities | $ | 2,311,115 | $ | 2,306,190 | ||||
COMMITMENTS AND CONTINGENCIES | ||||||||
STOCKHOLDERS’ EQUITY: | ||||||||
Preferred stock | $ | - | $ | - | ||||
Common stock | 12 | 12 | ||||||
Additional paid-in capital | 1,386,636 | 1,392,699 | ||||||
Retained earnings | 341,482 | 442,494 | ||||||
Accumulated other comprehensive income / (loss) | (2,231 | ) | 19,012 | |||||
Total stockholders’ equity | $ | 1,725,899 | $ | 1,854,217 | ||||
Total liabilities and stockholders’ equity | $ | 4,407,041 | $ | 4,579,489 |
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Financial Summary
Three-month period ended March 31, | ||||||||
(Expressed in thousands of U.S. dollars, except share and per share data): | 2021 | 2022 | ||||||
Voyage revenue | $ | 126,725 | $ | 268,010 | ||||
Accrued charter revenue (1) | $ | 1,032 | $ | 3,357 | ||||
Amortization of time-charter assumed | $ | - | $ | 49 | ||||
Voyage revenue adjusted on a cash basis (2) | $ | 127,757 | $ | 271,416 | ||||
Adjusted Net Income available to common stockholders (3) | $ | 37,986 | $ | 104,494 | ||||
Weighted Average number of shares | 122,384,052 | 124,150,337 | ||||||
Adjusted Earnings per share (3) | $ | 0.31 | $ | 0.84 | ||||
Net Income | $ | 68,141 | $ | 123,037 | ||||
Net Income available to common stockholders | $ | 60,546 | $ | 115,442 | ||||
Weighted Average number of shares | 122,384,052 | 124,150,337 | ||||||
Earnings per share | $ | 0.49 | $ | 0.93 |
(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. The reverse is true for charters with descending rates.
(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. 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” tables above.
(3) Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are non-GAAP measures. Refer to the reconciliation of Net Income to Adjusted Net Income.
Non-GAAP Measures
The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures used in managing the business may provide users of these financial measures additional meaningful comparisons between current results and results in prior operating periods. Management believes that these non-GAAP financial measures can provide additional meaningful reflection of underlying trends of the business because they provide a comparison of historical information that excludes certain items that impact the overall comparability. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. The tables below set out supplemental financial data and corresponding reconciliations to GAAP financial measures for the three-month periods ended March 31, 2022 and 2021. 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.
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Reconciliation of Net Income to Adjusted Net Income available to common stockholders and Adjusted Earnings per Share
Three-month period ended March 31, | ||||||||
(Expressed in thousands of U.S. dollars, except share and per share data) | 2021 | 2022 | ||||||
Net Income | $ | 68,141 | $ | 123,037 | ||||
Earnings allocated to Preferred Stock | (7,595 | ) | (7,595 | ) | ||||
Net Income available to common stockholders | 60,546 | 115,442 | ||||||
Accrued charter revenue | 1,032 | 3,357 | ||||||
General and administrative expenses – non-cash component | 1,439 | 2,552 | ||||||
Non-recurring, non-cash write-off of loan deferred financing costs | 363 | 634 | ||||||
Amortization of Time charter assumed | - | 49 | ||||||
Realized (gain) / loss on Euro/USD forward contracts (1) | (78 | ) | 331 | |||||
(Gain) / Loss on sale of vessels (1) | 260 | (17,798 | ) | |||||
(Gain) / Loss on derivative instruments, excluding interest accrued and realized on non-hedging derivative instruments (1) | 1,117 | (73 | ) | |||||
Fair value measurement of equity securities | (25,937 | ) | - | |||||
Other non-recurring, non-cash items | (756 | ) | - | |||||
Adjusted Net Income available to common stockholders | $ | 37,986 | $ | 104,494 | ||||
Adjusted Earnings per Share | $ | 0.31 | $ | 0.84 | ||||
Weighted average number of shares | 122,384,052 | 124,150,337 |
Adjusted Net Income available to common stockholders and Adjusted Earnings per Share represent Net Income after earnings allocated to preferred stock and gain on retirement of preferred stock, but before non-cash “Accrued charter revenue” recorded under charters with escalating or descending charter rates, amortization of time charter assumed, realized (gain)/loss on Euro/USD forward contracts, (gain)/loss on sale of vessels, fair value measurement of equity securities, non-recurring, non-cash write-off of loan deferred financing costs, general and administrative expenses - non-cash component, non-cash changes in fair value of derivatives and other non-recurring, non-cash items. “Accrued charter revenue” is attributed to the timing difference between the revenue recognition and the cash collection. However, Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are not recognized measurements under U.S. GAAP. We believe that the presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful to investors because they are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry. We also believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our ability to service additional debt and make capital expenditures. In addition, we believe that Adjusted Net Income available to common stockholders and Adjusted Earnings per Share are useful in evaluating our operating performance and liquidity position compared to that of other companies in our industry because the calculation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share generally eliminates the effects of the accounting effects of capital expenditures and acquisitions, certain hedging instruments and other accounting treatments, items which may vary for different companies for reasons unrelated to overall operating performance and liquidity. In evaluating Adjusted Net Income available to common stockholders and Adjusted Earnings per Share, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted Net Income available to common stockholders and Adjusted Earnings per Share should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
(1) Items to consider for comparability include gains and charges. Gains positively impacting Net Income available to common stockholders are reflected as deductions to Adjusted Net Income available to common stockholders. Charges negatively impacting Net Income available to common stockholders are reflected as increases to Adjusted Net Income available to common stockholders.
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