Long-term Debt

12 Months Ended

Mar. 31, 2024

Long-term Debt:

Long-term Debt

9. Long-Term Debt

Description of our Debt Obligations

2023 A&R Debt Facility / 2022 Debt Facility

On July 29, 2022, we entered into a $260.0 million debt financing facility (the “2022 Debt Facility”) with Crédit Agricole Corporate and Investment Bank (“CACIB”), ING Bank N.V. (“ING”), Skandinaviska Enskilda Banken AB (publ) (“SEB”), BNP Paribas (“BNP”), and Danish Ship Finance A/S (“DSF”) to refinance then current indebtedness.

On December 22, 2023, we entered into an amended and restated debt financing facility (the “2023 A&R Debt Facility”) with CACIB, ING, SEB, BNP, and DSF to amend and restate the 2022 Debt Facility. The 2023 A&R Debt Facility consists of (i) a term loan facility in an aggregate original principal amount of $240.0 million, of which $215.0

million remained outstanding on the date of the agreement, (ii) a revolving credit facility in an aggregate principal amount of up to $50.0 million (previously $20.0 million) and (iii) a new, uncommitted accordion term loan facility in an aggregate principal amount of up to $100.0 million. The 2023 A&R Debt Facility matures on August 4, 2029, with drawn amounts thereunder accruing interest at a rate of SOFR plus a margin ranging between 2.05% and 2.15% depending on the ratio of outstanding debt under the facility to the value of the vessels secured under this facility, plus or minus a sustainability pricing adjustment of 0.05%. The undrawn revolving credit facility accrues interest at a rate equal to 0.40% of the margin.

The 2023 A&R Debt Facility is secured by, among other things, (i) first priority Bahamian mortgages on the vessels financed, (ii) first priority assignments of all of the financed vessels’ mandatory insurances and earnings and management agreements; (iii) first priority pledge in respect of all limited liability company interests of the borrowers and vessel-owning guarantors; (iv) first priority charter assignments of all of the financed vessels’ long-term charters to non-Helios LPG Pool parties with an original tenor greater than 13 months; and (v) a guaranty by the Company guaranteeing the obligations of the borrower and other guarantors under the facility agreement. The 2023 A&R Debt Facility further provides that the facility is to be secured by assignments of the borrower’s rights under any hedging contracts in connection with the facility, but such assignments have not been entered into at this time.

The 2023 A&R Debt Facility also contains customary covenants that require us to maintain adequate insurance coverage and to properly maintain the vessels. The loan facility includes customary events of default, including those relating to a failure to pay principal or interest, breaches of covenants, representations and warranties, a cross-default to certain other debt obligations and non-compliance with security documents, and customary restrictions on paying dividends if an event of default has occurred and is continuing, or if an event of default would result therefrom.

We are required to comply with the following financial covenants from the 2023 A&R Debt Facility (which are identical to the 2022 Debt Facility), calculated on a consolidated basis, determined and defined according to the provisions of the loan agreement and its amendments:

● The ratio of current assets and long-term restricted cash divided by current liabilities, excluding current portion of long-term debt, shall always be greater than 1.00;

● Maintain minimum shareholders’ equity at all times equal to the aggregate of $400 million;

● The ratio of consolidated net debt to consolidated total capitalization shall not exceed 0.60 to 1.00;

● Fair market value of the mortgaged ships plus any additional security over the outstanding loan balance shall not be less than 145%; and

● Minimum liquidity covenant of the greater of (i) $27.5 million and (ii) 5% of consolidated interest-bearing debt.

We were in compliance with all financial covenants as of March 31, 2024.

BALCAP Facility

On December 29, 2021, we completed the refinancing of our indebtedness secured by the VLGCs Constellation and Commander through a new loan facility entered into between, among others, Constellation LPG Transport LLC and Commander LPG Transport LLC, as borrowers, and Banc of America Leasing & Capital, LLC, Pacific Western Bank, Raymond James Bank, a Florida chartered bank and City National Bank of Florida, as lenders (“BALCAP Facility”). The financing has a 3.78% fixed interest rate, a term of five years, a face amount of $83.4 million, and a fixed monthly, mortgage-style payment of $0.9 million with a balloon payment of $44.1 million in December 2026. We received $34.9 million of net cash proceeds after repayment of the then outstanding principal amount of debt related to those vessels and fees and expenses related to the refinancing transaction.

The BALCAP Facility is secured by, among other things, (i) first priority Bahamian mortgages on the vessels financed and deeds of covenant collateral thereto; (ii) first priority assignments of all of the financed vessels’ insurances, earnings and requisition compensation; (iii) first priority security interests in respect of all of the equity interests of the borrowers; (iv) subordination of the rights of any technical ship manager in the proceeds of any insurances of the financed

vessels; (v) an assignment by each borrower of any deposit account opened by it in accordance with the facility; and (vi) a guaranty by the Company guaranteeing the obligations of the borrowers under the facility agreement. In addition, we must ensure that the aggregate fair market value of Constellation and Commander is at least 125% of the outstanding principal balance of the loan under the BALCAP Facility.

The corporate financial covenants related to the BALCAP Facility are identical to those in the 2023 A&R Debt Facility. We were in compliance with all financial covenants as of March 31, 2024.

Japanese Financing Arrangements

All of our Japanese financing arrangements (described below) are secured by, among other things, (i) the mortgages on the vessels financed, (ii) first priority assignments of all of the financed vessels’ mandatory insurances; and (iii) a guaranty by the Company guaranteeing the obligations of each borrower.

Corsair Japanese Financing

On November 7, 2017, we refinanced a 2014-built VLGC, Corsair, pursuant to a memorandum of agreement and a bareboat charter agreement (“Corsair Japanese Financing”). In connection therewith, we transferred Corsair to the buyer for $65.0 million and, as part of the agreement, Corsair LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 12 years, with purchase options from the end of year 2 onwards through a mandatory buyout by 2029. We continue to technically manage, commercially charter, and operate Corsair. We received $52.0 million in cash as part of the transaction with $13.0 million to be retained by the buyer as a deposit (the “Corsair Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 12-year bareboat charter term. The refinancing proceeds of $52.0 million were used to prepay $30.1 million of the then outstanding principal amount of debt related to Corsair. The remaining proceeds were used to pay legal fees associated with this transaction and for general corporate purposes. The Corsair Japanese Financing is treated as a financing transaction and the VLGC continues to be recorded as an asset on our balance sheet. This debt financing has a fixed interest rate of 4.9%, not including financing costs of $0.1 million, monthly broker commission fees of 1.25% over the 12-year term on interest and principal payments made, broker commission fees of 1% of the purchase option price excluding the Corsair Deposit, and a monthly fixed straight-line principal obligation of approximately $0.3 million over the 12-year term with a balloon payment of $13.0 million.

Cresques Japanese Financing

On April 21, 2020, we prepaid $28.5 million of the then outstanding principal amount of debt related to Cresques using cash on hand prior to the closing of the Cresques Japanese Financing (defined below). On April 23, 2020, we refinanced a 2015-built VLGC, Cresques, pursuant to a memorandum of agreement and a bareboat charter agreement (“Cresques Japanese Financing”). In connection therewith, we transferred Cresques to the buyer for $71.5 million and, as part of the agreement, Dorian Dubai LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 12 years, with purchase options from the end of year 3 onwards through a mandatory buyout by 2032. We continue to technically manage, commercially charter, and operate Cresques. We received $52.5 million in cash as part of the transaction with $19.0 million to be retained by the buyer as a deposit (the “Cresques Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 12-year bareboat charter term. This transaction is treated as a financing transaction and Cresques continues to be recorded as an asset on our balance sheet. This debt financing had a floating interest rate of one-month LIBOR plus a margin of 2.5%, monthly broker commission fees of 1.25% over the 12-year term on interest and principal payments made, broker commission fees of 0.5% payable on the remaining debt outstanding at the time of the repurchase of the Cresques, and a monthly fixed straight-line principal obligation of $0.3 million over the 12-year term with a balloon payment of $11.5 million.

On March 13, 2023, we agreed to an addendum to the Cresques Japanese Financing’s bareboat charter agreement that became effective on March 23, 2023. Terms of the addendum include a switch from one-month LIBOR as the floating interest rate to one-month SOFR, an increase of 0.11448%, reflecting a credit adjustment spread for the switch from unsecured LIBOR to secured SOFR.

On March 20, 2023, we voluntarily prepaid $15.0 million of the Cresques Japanese Financing’s then outstanding principal. Fees for the voluntary prepayment totaled $0.1 million and, following the prepayment, monthly principal payments have been reduced to $0.1 million.

On June 12, 2023, we agreed to an addendum to the Cresques Japanese Financing’s bareboat charter agreement that became effective on June 20, 2023. The terms of the addendum include a switch from a floating interest rate of one-month SOFR plus a margin to a fixed interest rate of 6.55%.

Cratis Japanese Financing

On March 18, 2022, we refinanced a 2015-built VLGC, Cratis, pursuant to a memorandum of agreement and a bareboat charter agreement. In connection therewith, we transferred the Cratis to the buyer for $70.0 million and, as part of the agreement, Dorian Geneva LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 9 years, with purchase options from the end of year 3 onwards through a mandatory buyout by 2031. We continue to technically manage, commercially charter, and operate Cratis. We received $50.0 million in cash as part of the transaction with $20.0 million to be retained by the buyer as a deposit (the “Cratis Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 9-year bareboat charter term. The refinancing proceeds of $50.0 million were used to prepay $25.1 million of the then outstanding principal amount of debt related to Cratis. The remaining proceeds were, or will be, used to pay legal fees associated with this transaction and for general corporate purposes. This transaction is treated as a financing transaction and Cratis continues to be recorded as an asset on our balance sheet. This debt financing has a fixed interest rate of 4.1%, not including financing costs of $0.3 million, monthly broker commission fees of 1.25% over the 9-year term on interest and principal payments made, broker commission fees of 0.5% of an exercised purchase option excluding the Cratis Deposit, and a monthly fixed straight-line principal obligation of approximately $0.3 million over the 9-year term with a balloon payment of $13.3 million.

Copernicus Japanese Financing

On March 18, 2022, we refinanced a 2015-built VLGC, Copernicus, pursuant to a memorandum of agreement and a bareboat charter agreement. In connection therewith, we transferred Copernicus to the buyer for $70.0 million and, as part of the agreement, Dorian Tokyo LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 9 years, with purchase options from the end of year 3 onwards through a mandatory buyout by 2031. We continue to technically manage, commercially charter, and operate Copernicus. We received $50.0 million in cash as part of the transaction with $20.0 million to be retained by the buyer as a deposit (the “Copernicus Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 9-year bareboat charter term. The refinancing proceeds of $50.0 million were used to prepay $25.3 million of the then outstanding principal amount of debt related to Copernicus. The remaining proceeds were, or will be, used to pay legal fees associated with this transaction and for general corporate purposes. This transaction is treated as a financing transaction and Copernicus continues to be recorded as an asset on our balance sheet. This debt financing has a fixed interest rate of 4.1%, not including financing costs of $0.3 million, monthly broker commission fees of 1.25% over the 9-year term on interest and principal payments made, broker commission fees of 0.5% of an exercised purchase option excluding the Copernicus Deposit, and a monthly fixed straight-line principal obligation of approximately $0.3 million over the 9-year term with a balloon payment of $13.3 million.

Chaparral Japanese Financing

On March 29, 2022, we refinanced a 2015-built VLGC, Chaparral, pursuant to a memorandum of agreement and a bareboat charter agreement. In connection therewith, we transferred Chaparral to the buyer for $64.9 million and, as part of the agreement, Dorian Cape Town LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 7 years plus 3 option years with no purchase obligation and purchase options beginning from the end of year 5 onwards. We continue to technically manage, commercially charter, and operate Chaparral. The refinancing proceeds of $64.9 million were used to prepay $24.0 million of the then outstanding principal amount of debt related to Chaparral. The remaining proceeds were, or will be, used to pay legal fees associated with this transaction and for general corporate purposes. This transaction is treated as a financing transaction and Chaparral continues to be recorded as an

asset on our balance sheet. The agreement for this debt financing does not have a stated interest rate and, therefore, we have calculated an imputed interest rate of 5.3% for the 7-year period, not including financing costs of $0.1 million, and a monthly fixed straight-line mortgage-style obligation of approximately $0.5 million over the 7-year period with a purchase option of $45.8 million on the seventh anniversary.

Caravelle Japanese Financing

On March 31, 2022, we refinanced a 2016-built VLGC, Caravelle, pursuant to a memorandum of agreement and a bareboat charter agreement. In connection therewith, we transferred Caravelle to the buyer for $71.5 million and, as part of the agreement, Dorian Exporter LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 10 years, with purchase options from the end of year 3 onwards through a mandatory buyout by 2032. We continue to technically manage, commercially charter, and operate Caravelle. We received $50.0 million in cash as part of the transaction with $21.5 million to be retained by the buyer as a deposit (the “Caravelle Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 10-year bareboat charter term. The refinancing proceeds of $50.0 million were used to prepay $24.8 million of the then outstanding principal amount of debt related to Caravelle. The remaining proceeds were, or will be, used to pay legal fees associated with this transaction and for general corporate purposes. This transaction is treated as a financing transaction and Caravelle continues to be recorded as an asset on our balance sheet. This debt financing has a fixed interest rate of 4.2%, not including financing costs of $0.3 million, monthly broker commission fees of 1.25% over the 10-year term on interest and principal payments made, broker commission fees of 0.5% of an exercised purchase option excluding the Caravelle Deposit, and a monthly fixed straight-line principal obligation of approximately $0.3 million over the 10-year term with a balloon payment of $14.0 million.

Cougar Japanese Financing

On May 19, 2022, we refinanced a 2015-built VLGC, Cougar, pursuant to a memorandum of agreement and a bareboat charter agreement. In connection therewith, we transferred Cougar to the buyer for $70.0 million and, as part of the agreement, Dorian Shanghai LPG Transport LLC, our wholly-owned subsidiary, bareboat chartered the vessel back for a period of 10 years, with purchase options from the end of year 3 onwards through a mandatory buyout by 2032. We continue to technically manage, commercially charter, and operate Cougar. We received $50.0 million in cash as part of the transaction with $20.0 million to be retained by the buyer as a deposit (the “Cougar Deposit”), which can be used by us towards the repurchase of the vessel either pursuant to an early buyout option or at the end of the 10-year bareboat charter term. The refinancing proceeds of $50.0 million were used to prepay $20.0 million of the then outstanding principal amount of debt related to Cougar. The remaining proceeds will be used to pay legal fees associated with this transaction and for general corporate purposes. This transaction will be treated as a financing transaction and Cougar will continue to be recorded as an asset on our balance sheet. This debt financing has a floating interest rate of three-month SOFR plus a margin of 2.45%, not including financing costs of $0.4 million, monthly broker commission fees of 1.25% over the 10-year term on interest and principal payments made, broker commission fees of 0.5% on the exercise of the purchase option or obligation excluding the Cougar Deposit, and a quarterly fixed straight-line principal obligation of approximately $0.9 million over the 10-year term with a balloon payment of $14.0 million.

On July 21, 2023, we agreed to an addendum to the Cougar Japanese Financing’s bareboat charter agreement that became effective on August 21, 2023. The terms of the addendum include a switch from a floating interest rate of three-month SOFR plus a margin to a fixed interest rate of 6.34%.

Captain Markos Dual-Fuel Japanese Financing

On March 31, 2023, we financed a 2023-built Dual-fuel ECO VLGC, Captain Markos, from the shipyard pursuant to a memorandum of agreement and a bareboat charter agreement. Similar to our previous Japanese financings, this transaction is treated as a financing transaction and Captain Markos is recorded as an asset on our balance sheet. Prior to the delivery of the vessel, we paid $25.0 million in cash and, upon delivery, entered into a $56 million bareboat charter financing arrangement. This debt financing has a floating interest rate of one-month SOFR plus a credit adjustment spread of 0.1148% (reflecting the difference between unsecured LIBOR and secured SOFR) and a margin of 2.475%, monthly broker commission fees of 1.25% over the 13-year term on interest and principal payments made, broker commission fees of 1.0% payable on the remaining debt outstanding at the time of the repurchase of Captain Markos, and a monthly fixed

straight-line principal obligation of $0.210 million until February 29, 2028 and of $0.250 million from March 31, 2028 through the remainder of bareboat charter period with a balloon payment of $19.4 million. We have early buyout options beginning March 31, 2028 with a purchase obligation on March 31, 2036.

On June 12, 2023, we agreed to an addendum to the Captain Markos Dual-Fuel Japanese Financing’s bareboat charter agreement that became effective on June 30, 2023. The terms of the addendum include a switch from a floating interest rate of one-month SOFR plus a margin to a fixed interest rate of 6.39%.

Debt Obligations

The table below presents our debt obligations:

	March 31, 2024		March 31, 2023
2023 A&R Debt Facility/2022 Debt Facility	$	205,000,000	$	225,000,000
Japanese Financings
Corsair Japanese Financing	$	31,145,834	$	34,395,834
Cresques Japanese Financing		25,608,991		27,377,615
Cratis Japanese Financing		41,500,000		45,580,000
Copernicus Japanese Financing		41,500,000		45,580,000
Chaparral Japanese Financing		59,896,473		62,342,859
Caravelle Japanese Financing		42,500,000		46,100,000
Cougar Japanese Financing		43,700,000		47,300,000
Captain Markos Dual-Fuel Japanese Financing		53,270,000		55,790,000
Total Japanese Financings	$	339,121,298	$	364,466,308
BALCAP Facility	$	66,330,459	$	74,096,125
Total debt obligations	$	610,451,757	$	663,562,433
Less: deferred financing fees		5,359,227		6,195,087
Debt obligations—net of deferred financing fees	$	605,092,530	$	657,367,346
Presented as follows:
Current portion of long-term debt	$	53,543,315	$	53,110,676
Long-term debt—net of current portion and deferred financing fees		551,549,215		604,256,670
Total	$	605,092,530	$	657,367,346

Deferred Financing Fees

The analysis and movement of deferred financing fees is presented in the table below:

	Financing
	costs
Balance, April 1, 2022	$	7,257,486
Additions		4,538,094
Amortization		(5,600,493)
Balance, March 31, 2023	$	6,195,087
Additions		407,500
Amortization		(1,243,360)
Balance, March 31, 2024	$	5,359,227

Additions for the year ended March 31, 2024 and 2023 represent financing costs associated with the refinancings described above, which have been deferred and are amortized over the life of the respective agreements and are included as part of interest and finance costs in the consolidated statements of operations.

Future Cash Payments for Debt

The minimum annual principal payments, in accordance with the loan agreements, required to be made after March 31, 2024 are as follows:

Year ending March 31:
2025	$	53,543,315
2026		53,994,778
2027		95,660,887
2028		45,966,482
2029		92,074,591
Thereafter		269,211,704
Total	$	610,451,757