EX-99.1 2 q32017earningspressrelease.htm EXHIBIT 99.1 Exhibit


Pangaea Logistics Solutions Ltd. Reports Financial Results for the Quarter Ended September 30, 2017
Company sees dramatic increase in revenue and generates 29% higher income from operations
NEWPORT, RI - November 9, 2017 - Pangaea Logistics Solutions Ltd. (“Pangaea” or the “Company”) (NASDAQ: PANL), a global provider of comprehensive maritime logistics solutions, announced today its results for the three months ended September 30, 2017.
3rd Quarter 2017 Highlights     

•
Adjusted EBITDA increased to $14.0 million for three months ended September 30, 2017, from $11.3 million for the same period of 2016.
•
Income from operations up 29%.
•
Net income attributable to Pangaea Logistics Solutions Ltd. of $7.2 million as compared to $6.1 million for the three months ended September 30, 2016.
•
51% increase in revenue; 34% increase in shipping days.
•
$29.3 million in unrestricted cash and cash equivalents at September 30, 2017.

Results for the three months ended September 30, 2017
For the third quarter of 2017, the Company reported net income of $7.2 million, compared to net income of $6.1 million in the third quarter of 2016. Drybulk market demand improved considerably in the third quarter as compared to the same period of 2016, which helped push total shipping days up 34% to 5,305 for the three months ended September 30, 2017, compared to 3,971 for the three months ended September 30, 2016. This increased market demand, together with increased market rates during the same period, drove an increase in total revenue to $107.0 million for the three months ended September 30, 2017, compared to $70.8 million for the three months ended September 30, 2016. Adjusted EBITDA1 was $14.0 million, compared with $11.3 million for the third quarter of 2016.
During the quarter, the Company completed its private placement transaction which included 6,533,443 shares of common stock issued for aggregate net proceeds of $14.1 million, of which $4.4 million was issued as in-kind payment of accrued dividends.
Ed Coll, Chairman and Chief Executive Officer of the Company commented, "We are seeing firm evidence that the efforts we took during the low period of the latest market cycle are paying off as the market continues its recovery.  We’ve expanded our owned and controlled fleet by about 40% during this period and our total operated fleet has increased nearly 80% to about 66 ships today.  Our distinctive business model allowed the sharp increase in our operated fleet to promptly capture new opportunities with additional chartered in fleets. We are operating at a very active pace, and the people we have added to our chartering and operations departments have become immediately productive.  Our balance sheet continues to improve.  We have support from our banks to finance acquisitions, and from our customers and shareholders, who see the unique way we operate and the positive results that follow.  Our third quarter is traditionally seasonally strong, as the Arctic shipping season opens. Moving into the fourth quarter, we see the market is still firm and our cargo demand is good."

Liquidity and Cash Flows
Cash and cash equivalents were $29.3 million as of September 30, 2017, compared with $22.3 million on December 31, 2016.

1 Adjusted EBITDA is a non-GAAP measure and represents income or loss from operations before depreciation and amortization, loss on sale and leaseback of vessel and, when applicable, loss on impairment of vessels and certain non-recurring items. See Reconciliation of Income from Operations to Adjusted EBITDA.




At September 30, 2017 and December 31, 2016, the Company had working capital of $22.4 million and a working capital deficit of $9.3 million, respectively. The improvement in working capital is due to the acquisition of noncontrolling interest in a consolidated joint venture in January 2017 and the resulting reduction in related party debt, to the increase in cash from proceeds of common stock issuance, to the sale of the m/v Bulk Beothuk, and to cash generated from operations. For the nine months ended September 30, 2017, the Company’s net cash provided by operating activities was $13.7 million, compared to $18.3 million for the nine months ended September 30, 2016. This is due to the growth in both shipping days and market rates, which resulted in an increase in working capital requirements.
For the nine months ended September 30, 2017 and 2016, net cash used in investing activities was $48.2 million and $3.7 million, respectively. Net cash provided by financing activities was $41.4 million for the nine months ended September 30, 2017 and net cash used for financing activities was $24.0 million for the nine months ended September 30, 2016. These changes reflect the Company’s investment in and purchase of vessels, including the m/v Bulk Destiny and m/v Bulk Beothuk, which were financed under sale and leaseback arrangements; and the m/v Bulk Endurance and the m/v Bulk Freedom, which were financed under commercial loan facilities.
The Company also noted that the private placement of common stock to inside investors, as previously announced in a Current Report on Form 8-K, was completed on August 9, 2017. The Company issued 2,597,778 shares for cash proceeds of $1.5 million and a $4.4 million reduction in dividends payable.
Conference Call Details
The Company’s management team will host a conference call to discuss the Company’s financial results on November 10, 2017 at 8:00 a.m., Eastern Time (ET). To access the conference call, please dial (888) 895-3561 (domestic) or (904) 685-6494 (international) approximately ten minutes before the scheduled start time and reference ID# 3091109.
A supplemental slide presentation will accompany this quarter’s conference call and can be found attached to the Current Report on Form 8-K that the Company filed concurrently with this press release. This document will be available at http://www.pangaeals.com/company-filings or at sec.gov.
A recording of the call will also be available for two weeks and can be accessed by calling (800) 585-8367 (domestic) or (404) 537-3406 (international) and referencing ID# 3091109.




Pangaea Logistics Solutions Ltd.
Consolidated Statements of Income


 
Three Months Ended
September 30,
 
Nine Months Ended
September 30,
 
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Revenues:
 
 
 
 
 

 
 

Voyage revenue
$
93,688,834

 
$
65,986,320

 
$
251,608,298

 
$
161,509,615

Charter revenue
13,334,202

 
4,797,572

 
31,293,637

 
10,173,501

 
107,023,036

 
70,783,892

 
282,901,935

 
171,683,116

Expenses:
 
 
 
 
 
 
 
Voyage expense
44,305,446

 
29,166,651

 
124,174,513

 
74,434,257

Charter hire expense
34,764,942

 
19,655,327

 
91,140,160

 
43,199,730

Vessel operating expense
9,144,472

 
7,483,507

 
26,810,071

 
22,277,417

General and administrative
4,762,860

 
3,179,287

 
11,418,900

 
9,151,608

Depreciation and amortization
3,950,661

 
3,532,171

 
11,604,168

 
10,576,223

Loss on sale and leaseback of vessels
70,000

 
—

 
9,275,042

 
—

Total expenses
96,998,381

 
63,016,943

 
274,422,854

 
159,639,235

 
 
 
 
 
 
 
 
Income from operations
10,024,655

 
7,766,949

 
8,479,081

 
12,043,881

 
 
 
 
 
 
 
 
Other income (expense):
 
 
 

 
 
 
 

Interest expense, net
(2,106,139
)
 
(1,258,105
)
 
(5,981,237
)
 
(4,158,143
)
Interest expense on related party debt
(79,713
)
 
(79,712
)
 
(236,538
)
 
(235,212
)
Unrealized (loss) gain on derivative instruments, net
(59,138
)
 
161,002

 
430,869

 
1,212,434

Other income (expense)
977,795

 
(8,097
)
 
1,885,801

 
(42,754
)
Total other expense, net
(1,267,195
)
 
(1,184,912
)
 
(3,901,105
)
 
(3,223,675
)
 
 
 
 
 
 
 
 
Net income
8,757,460

 
6,582,037

 
4,577,976

 
8,820,206

Income attributable to non-controlling interests
(1,576,209
)
 
(517,701
)
 
(787,063
)
 
(1,429,132
)
Net income attributable to Pangaea Logistics Solutions Ltd.
$
7,181,251

 
$
6,064,336

 
$
3,790,913

 
$
7,391,074

 
 
 
 
 
 
 
 
Earnings per common share:
 
 
 
 
 

 
 

Basic
$
0.18

 
$
0.17

 
$
0.10

 
$
0.21

Diluted
$
0.17

 
$
0.17

 
$
0.10

 
$
0.21

 
 
 
 
 
 
 
 
Weighted average shares used to compute earnings
 
 
 
 
 

 
 
per common share
 
 
 
 
 

 
 
Basic
40,796,867

 
35,165,532

 
37,225,825

 
35,148,793

Diluted
41,074,592

 
35,347,403

 
37,674,123

 
35,299,839







Pangaea Logistics Solutions Ltd.
Consolidated Balance Sheets


 
September 30, 2017
 
December 31, 2016
 
(unaudited)
 
 
Assets
 
 
 
Current assets
 

 
 

Cash and cash equivalents
$
29,336,687

 
$
22,322,949

Restricted cash
4,000,000

 
6,100,000

Accounts receivable (net of allowance of $4,183,826 at
September 30, 2017 and $4,752,265 at December 31, 2016)
30,915,458

 
20,476,797

Bunker inventory
16,470,391

 
13,202,937

Advance hire, prepaid expenses and other current assets
13,465,163

 
6,441,583

Total current assets
94,187,699

 
68,544,266

 
 
 
 
Fixed assets, net
290,837,537

 
275,265,672

Investments in newbuildings in-process
—

 
18,383,964

Vessels under capital lease
30,285,569

 
—

Total assets
$
415,310,805

 
$
362,193,902

 
 
 
 
Liabilities and stockholders' equity
 

 
 

Current liabilities
 
 
 
Accounts payable, accrued expenses and other current liabilities
$
30,160,371

 
$
23,231,179

Related party debt
6,929,885

 
15,972,147

Deferred revenue
7,913,518

 
6,422,982

Current portion of secured long-term debt
17,830,996

 
19,627,846

Current portion of capital lease obligations
1,759,303

 
—

Dividend payable
7,238,401

 
12,624,825

Total current liabilities
71,832,474

 
77,878,979

 
 
 
 
Secured long-term debt, net
113,430,205

 
107,637,851

Obligations under capital lease
25,472,098

 
—

 
 
 
 
Commitments and contingencies (Note 7)
 
 
 
 
 
 
 
Stockholders' equity:
 

 
 

Preferred stock, $0.0001 par value, 1,000,000 shares authorized and no shares issued or outstanding
—

 
—

Common stock, $0.0001 par value, 100,000,000 shares authorized; 43,795,182 shares issued and outstanding at September 30, 2017; 36,590,417 shares issued and outstanding at December 31, 2016
4,380

 
3,659

Additional paid-in capital
154,781,731

 
133,677,321

Accumulated deficit
(13,618,666
)
 
(17,409,579
)
Total Pangaea Logistics Solutions Ltd. equity
141,167,445

 
116,271,401

Non-controlling interests
63,408,583

 
60,405,671

Total stockholders' equity
204,576,028

 
176,677,072

Total liabilities and stockholders' equity
$
415,310,805

 
$
362,193,902






Pangaea Logistics Solutions Ltd.
Consolidated Statements of Cash Flows
 
Nine Months Ended September 30,
 
2017
 
2016
Operating activities
 

 
 

Net income
$
4,577,976

 
$
8,820,206

Adjustments to reconcile net income to net cash provided by operations:
 

 
 
Depreciation and amortization expense
11,604,168

 
10,576,223

Amortization of deferred financing costs
527,348

 
513,311

Amortization of prepaid rent
91,453

 
—

Unrealized gain on derivative instruments
(430,869
)
 
(1,212,434
)
(Gain) loss from equity method investee
(282,362
)
 
68,477

(Recovery of) provision for doubtful accounts
(10,356
)
 
982,393

Loss on sale and leaseback of vessel
9,134,908

 
—

Share-based compensation
878,759

 
274,286

Change in operating assets and liabilities:
 
 
 
Decrease in restricted cash
—

 
499,269

Accounts receivable
(10,428,305
)
 
3,824,491

Bunker inventory
(3,267,454
)
 
(1,845,707
)
Advance hire, prepaid expenses and other current assets
(7,118,526
)
 
(2,471,301
)
Drydocking costs
(1,043,164
)
 
(42,478
)
Accounts payable, accrued expenses and other current liabilities
8,021,053

 
(743,918
)
Deferred revenue
1,490,536

 
(925,490
)
Net cash provided by operating activities
13,745,165

 
18,317,328

 
 
 
 
Investing activities
 

 
 

Purchase of vessels
(47,328,517
)
 
(3,372,433
)
Purchase of building and equipment
—

 
(315,818
)
Purchase of non-controlling interest in consolidated subsidiary
(832,572
)
 
—

Net cash used in investing activities
(48,161,089
)
 
(3,688,251
)
 
 
 
 
Financing activities
 

 
 

Proceeds of related party debt
—

 
1,522,500

Payments of related party debt
—

 
(2,500,497
)
Proceeds from long-term debt
25,000,000

 
1,375,971

Payments of financing and issuance costs
(896,175
)
 
(45,755
)
Payments of long-term debt
(20,635,670
)
 
(20,809,044
)
Proceeds from sale and leaseback of vessel
28,000,000

 
—

Payments of capital lease obligations
(768,599
)
 
—

Decrease (increase) in restricted cash
2,100,000

 
(5,000,000
)
Proceeds from non-controlling interests
—

 
1,600,000

Proceeds from private placement of common stock, net of issuance costs
9,631,530

 
—

Accrued common stock dividends paid
(1,001,424
)
 
(100,000
)
Net cash provided by (used in) financing activities
41,429,662

 
(23,956,825
)
 
 
 
 
Net increase (decrease) in cash and cash equivalents
7,013,738

 
(9,327,748
)
Cash and cash equivalents at beginning of period
22,322,949

 
37,520,240

Cash and cash equivalents at end of period
$
29,336,687

 
$
28,192,492

 
 
 
 
Supplemental cash flow information and disclosure of noncash items
 

 
 

Cash paid for interest
$
5,052,102

 
$
3,520,635

Conversion of dividend into common stock
$
4,385,000

 
$
—

Extinguishment of related party loan
$
9,278,800

 
$
—







Pangaea Logistics Solutions Ltd.
Reconciliation of Income from Operations to Adjusted EBITDA

 
 
Three Months Ended September 30,
 
 
2017
 
2016
Adjusted EBITDA (in millions)
 
 
 
 
Income from operations
 
10,024,655

 
7,766,949

Depreciation and amortization
 
3,950,661

 
3,528,596

Loss on sale and leaseback of vessel
 
70,000

 
—

Adjusted EBITDA
 
$
14,045,316

 
$
11,295,545



INFORMATION ABOUT NON-GAAP FINANCIAL MEASURES. As used herein, “GAAP” refers to accounting principles generally accepted in the United States of America. To supplement our consolidated financial statements prepared and presented in accordance with GAAP, this earnings release discusses non-GAAP financial measures, including non-GAAP Adjusted EBITDA. This is considered a non-GAAP financial measure as defined in Rule 101 of Regulation G promulgated by the Securities and Exchange Commission. Generally, a non-GAAP financial measure is a numerical measure of a company’s historical or future performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We use non-GAAP financial measures for internal financial and operational decision making purposes and as a means to evaluate period-to-period comparisons of the performance and results of operations of our core business. Our management believes that non-GAAP financial measures provide meaningful supplemental information regarding the performance of our core business by excluding charges that are not incurred in the normal course of business. Non-GAAP financial measures also facilitate management's internal planning and comparisons to our historical performance and liquidity. We believe certain non-GAAP financial measures are useful to investors as they allow for greater transparency with respect to key metrics used by management in its financial and operational decision making and are used by our institutional investors and the analyst community to help them analyze the performance and operational results of our core business.

Adjusted EBITDA. Adjusted EBITDA represents income or loss from operations before depreciation, amortization and, when applicable, loss on sale and leaseback of vessel, loss on impairment of vessels and certain non-recurring charges.

There are limitations related to the use of Adjusted EBITDA versus income from operations calculated in accordance with GAAP. In particular, Pangaea’s definition of Adjusted EBITDA used here are not comparable to EBITDA.

The table set forth above provides a reconciliation of the non-GAAP financial measures presented to the most directly comparable financial measures prepared in accordance with GAAP.

About Pangaea Logistics Solutions Ltd.

Pangaea Logistics Solutions Ltd. (NASDAQ: PANL) provides logistics services to a broad base of industrial customers who require the transportation of a wide variety of dry bulk cargoes, including grains, pig iron, hot briquetted iron, bauxite, alumina, cement clinker, dolomite, and limestone. The Company addresses the




transportation needs of its customers with a comprehensive set of services and activities, including cargo loading, cargo discharge, vessel chartering, and voyage planning. Learn more at www.pangaeals.com.

Investor Relations Contacts

Thomas Rozycki
Prosek Partners
212-279-3115
trozycki@prosek.com

Sean Silva
Prosek Partners
212-279-3115
ssilva@prosek.com


Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These forward-looking statements are based on our current expectations and beliefs and are subject to a number of risk factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. The Company disclaims any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise, except as required by law. Such risks and uncertainties include, without limitation, the strength of world economies and currencies, general market conditions, including fluctuations in charter rates and vessel values, changes in demand for dry bulk shipping capacity, changes in our operating expenses, including bunker prices, dry-docking and insurance costs, the market for our vessels, availability of financing and refinancing, charter counterparty performance, ability to obtain financing and comply with covenants in such financing arrangements, changes in governmental rules and regulations or actions taken by regulatory authorities, potential liability from pending or future litigation, general domestic and international political conditions, potential disruption of shipping routes due to accidents or political events, vessels breakdowns and instances of off-hires and other factors, as well as other risks that have been included in filings with the Securities and Exchange Commission, all of which are available at www.sec.gov.