ATHENS, Greece, Sept. 2, 2014 /PRNewswire/ -- Box Ships Inc.
(NYSE: TEU) (the "Company"), a global shipping company specializing
in the seaborne transportation of containers, announced today its
results for the second quarter and six months ended June 30, 2014.
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
Financial
Highlights
(Expressed in
thousands of U.S. Dollars, except per share data)
|
2013
|
2014
|
2013
|
2014
|
Time charter
revenues
|
$17,707
|
$12,878
|
$35,797
|
$27,381
|
Amortization of
above/below market time charters
|
1,313
|
1,501
|
2,612
|
2,442
|
Time charter
revenues, adjusted1
|
$19,020
|
$14,379
|
$38,409
|
$29,823
|
|
|
|
|
|
EBITDA2
|
$9,322
|
$6,228
|
$19,220
|
$10,350
|
Adjusted
EBITDA2
|
$11,402
|
$7,887
|
$23,347
|
$13,830
|
|
|
|
|
|
Net Income /
(Loss)
|
$3,432
|
$675
|
$7,449
|
($844)
|
Adjusted Net
Income2
|
$5,512
|
$2,334
|
$11,576
|
$2,636
|
|
|
|
|
|
Earnings / (Loss) per
common share (EPS), basic
|
$0.12
|
$0.01
|
$0.28
|
($0.07)
|
Earnings / (Loss) per
common share (EPS), diluted
|
$0.11
|
$0.01
|
$0.26
|
($0.07)
|
Adjusted Earnings per
common share, basic2
|
$0.20
|
$0.06
|
$0.46
|
$0.06
|
Adjusted Earnings per
common share, diluted2
|
$0.18
|
$0.06
|
$0.40
|
$0.06
|
|
|
|
1 Time
charter revenues, adjusted, is not a recognized measurement under
generally accepted accounting principles in the United States of
America ("U.S. GAAP" or "GAAP"). We believe that the presentation
of Time charter revenues, adjusted is useful to investors because
it presents the charter revenues recognized in the relevant period
based on the contracted charter rates, excluding the amortization
of above/below market time charters attached to vessels acquired.
Please refer to the definition and reconciliation of this
measurement to the most directly comparable financial measure
calculated and presented in accordance with U.S. GAAP at the back
of this release.
|
|
|
|
2 EBITDA,
Adjusted EBITDA, Adjusted Net Income and Adjusted Earnings / (Loss)
per common share ("Adjusted EPS") are not recognized measurements
under GAAP. Please refer to the definitions and reconciliation of
these measurements to the most directly comparable financial
measures calculated and presented in accordance with U.S. GAAP at
the back of this release.
|
Mr. Michael Bodouroglou,
Chairman, President and Chief Executive Officer of Box Ships Inc.,
commented:
"During the second quarter, there were some slight signs of
improvement in the containership market. We managed to extend the
charter of the MSC Emma with MSC for a further period of
nine months at a daily rate of $9,450, which even though it is significantly
below the previous rate of $28,500
per day, it is still a marked improvement compared to our previous
extensions for similar vessels at around $7,000 per day earlier in the year. In addition,
more recently, we extended the charters of the CMA CGM
Marlin and CMA CGM Kingfish for a further period of
one year, commencing on September 1,
2014, at a daily rate of $9,500 and the charter of Box Trader until
May 2015 or latest August 2015 at a daily rate of $8,500."
"The reduced charters on the Box Queen, CMA CGM
Marlin and CMA CGM Kingfish were the contributing
factors to the 24% decline in our adjusted time charter revenues
year over year, which directly impacted our bottom line. We have
two vessels that will come off charter during 2014 and we are
monitoring the market for the best suitable opportunities. During
these challenging times, we were able to keep our expenses stable
and we will work on further strengthening our balance sheet and
improving our liquidity. To that extent, in the third quarter of
2014, we reached an agreement with one of our lenders for the full
repayment of our loan at a significant gain, the savings of which
contribute directly to our net asset value, while giving us a
debt-free vessel. The benefits from having a debt-free vessel are
numerous and give the Company added fire power to negotiate better
terms under its existing loan agreements to preserve its liquidity
and improve its free cash flow."
Results of Operations
Three months ended June 30,
2014 compared to three months ended June 30, 2013
During the second quarter of 2014, we operated an average of 9
vessels. Our Net Income and Adjusted Net Income during the second
quarter of 2014 was $0.7 million and
$2.3 million, respectively, resulting
in basic and diluted earnings per share of $0.01 and basic and diluted adjusted earnings per
share of $0.06. EBITDA and Adjusted
EBITDA for the second quarter of 2014 was $6.2 million and $7.9
million, respectively.
During the second quarter of 2013, we operated an average of 9
vessels. Our Net Income and Adjusted Net Income during the second
quarter of 2013 was $3.4 million and
$5.5 million, respectively, resulting
in basic earnings per share of $0.12
and basic adjusted earnings per share of $0.20. EBITDA and Adjusted EBITDA for the second
quarter of 2013 was $9.3 million and
$11.4 million, respectively.
Net revenues
Net revenues represent charter hire earned, net of commissions.
During the second quarter of 2014 and 2013, our vessels operated a
total of 819 and 804 days, respectively, out of a total of 819
calendar days in both periods. Currently, all vessels in our fleet
are employed under fixed rate time charters, having an average
weighted remaining charter duration of 10 months (weighted by
aggregate contracted charter hire). The Company reported net
revenues for the second quarter of 2014 of $12.5 million, a decrease of 28% compared to
$17.3 million in the second quarter
of 2013. This decrease is mainly due to the re-chartering of the
Box Queen in January 2014 at a
daily rate of $6,100, compared to the
previous time charter of $28,000 per
day during the second quarter of 2013 and the re-chartering of each
of the CMA CGM Kingfish and CMA CGM Marlin in
March 2014 at a daily rate of
$7,000, compared to $23,000 per day that each of these vessels was
earning during the second quarter of 2013. Our net revenues are
also net of the amortization of above/below market time charters,
which decreased our revenues and net income for the second quarter
of 2014 and 2013 by $1.5 million and
$1.3 million, respectively, or
$0.05 and $0.05 per common share, respectively. Our average
time charter equivalent rate, or TCE rate, for the second quarter
of 2014 was $15,010 per vessel per
day, which was 28% below our average TCE rate of $20,872 per vessel per day during the second
quarter of 2013, mainly due to the reasons outlined above. Our
adjusted TCE rate was $16,843 per
vessel per day in the second quarter of 2014, 25% lower than our
adjusted TCE of $22,506 for the
second quarter of 2013. TCE rate is not a recognized measurement
under GAAP. Please see the table at the back of this release for a
reconciliation of TCE rates to time charter revenues, the most
directly comparable financial measure calculated and presented in
accordance with U.S. GAAP.
Voyage expenses
Voyage expenses for the second quarter of 2014 and 2013 amounted
to $0.2 million and $0.6 million, respectively, and mainly relate to
war risk insurance costs and bunkers consumed by our vessels
travelling to and from the drydocks. Voyage expenses for the second
quarter of 2014 related mainly to war risk insurance costs, whereas
voyage expenses for the second quarter of 2013 included
approximately $0.3 million, relating
to war risk insurance costs and $0.2
million, relating to other crew costs reimbursable by the
charterers.
Vessels operating expenses
Vessels operating expenses including the amortization of other
intangible assets for the second quarter of 2014 were flat year
over year at $4.5 million, or
$4.2 million on an adjusted basis to
exclude the amortization of other intangible assets. On average,
our vessels' operating expenses for the second quarter of 2014 were
relatively unchanged year over year at $5,444 per vessel per day, or $5,123 per vessel per day on an adjusted basis,
compared to $5,455 per vessel per
day, in the second quarter of 2013, or $5,134 per vessel per day on an adjusted basis.
The amortization of other intangible assets for each of the second
quarters of 2014 and 2013 amounted to $0.3
million.
Management fees charged by a related party
Management fees charged by Allseas Marine S.A. (our "Manager" or
"Allseas") for each of the second quarters of 2014 and 2013 were
$0.7 million, or $886 (€646.99) per vessel per day, and
$830 (€643.77) per vessel per day,
respectively. Management fees charged by a related party represent
fees for management and technical services in accordance with our
management agreements and are adjusted annually in accordance with
the official Eurozone inflation rate. This fee is charged on a
daily basis per vessel and is affected by the number of vessels in
our fleet, the number of calendar days during the period, the
official Eurozone inflation rate and the U.S. Dollar/Euro exchange
rate at the beginning of each month.
Depreciation
Depreciation for our fleet for each of the second quarters of
2014 and 2013 was $3.8 million.
General and administrative expenses
General and administrative ("G&A") expenses for the each of
the second quarters of 2014 and 2013 were $1.5 million, or $1,870 and $1,782
per vessel per day, respectively.
Interest and finance costs
Interest and finance costs amounted to $1.8 million and $2.1
million for the second quarter of 2014 and 2013,
respectively. This decrease in interest and finance costs is due to
the decrease in our average borrowings outstanding period over
period.
UNAUDITED
CONSOLIDATED CONDENSED CASH FLOW INFORMATION
|
(Expressed in
thousands of U.S. Dollars)
|
|
|
|
|
|
|
Six Months Ended
June 30,
|
|
|
2013
|
|
2014
|
Net cash from
Operating Activities
|
$
|
20,035
|
$
|
9,284
|
Net cash used in
Financing Activities
|
|
(2,957)
|
|
(1,884)
|
Net increase in cash
and cash equivalents
|
$
|
17,078
|
$
|
7,400
|
Net cash from Operating Activities
Net cash from Operating Activities for the six months ended
June 30, 2014 was $9.3 million. Our vessels generated positive cash
flows from revenues, net of commissions, of $29.8 million, while we paid $20.5 million for expenses, of which $3.1 million relates to the payment of interest
on our bank loans.
Net cash from Operating Activities for the six months ended
June 30, 2013 was $20.0 million. Our vessels generated positive
cash flows from revenues, net of commissions, of $37.8 million, while we paid $17.8 million for expenses, of which $3.5 million relates to the payment of interest
on our bank loans and on our related party loan with Paragon
Shipping Inc. ("Paragon Shipping").
Net cash used in Financing Activities
Net cash used in Financing Activities for the six months ended
June 30, 2014, was $1.9 million. On April 15,
2014, we completed the public offering and concurrent
private placement of 5,500,000 Units, each consisting of one common
share and one warrant to purchase 0.40 common shares (the "Units")
at a public offering price of $2.05
per unit, resulting in net proceeds of $10.6
million in the aggregate, net of underwriting discounts,
commissions and other offering costs of $0.7
million in the aggregate. During the six months ended
June 30, 2014, we repaid $11.4 million of our debt, paid financing costs
of $0.1 million and made cash
payments to our preferred shareholders of $1.0 million.
Net cash used in Financing Activities for the six months ended
June 30, 2013, was $3.0 million. On March 18,
2013, we completed the public offering and issuance of
4,000,000 of our common shares, resulting in net proceeds of
$19.9 million, net of underwriting
discounts, commissions and other offering costs of $1.1 million in the aggregate. During the six
months ended June 30, 2013, we repaid
$13.4 million of our debt, paid
financing costs of $0.1 million, made
cash payments to our preferred shareholders of $0.9 million and paid dividends to common
shareholders of $8.5 million.
Recent Developments:
Commerzbank Loan Repayment:
On July 22, 2014, we announced the
full repayment of the outstanding amount under our loan agreement
with Commerzbank AG ("Commerzbank"), dated July 29, 2011. The outstanding amount of the loan
amounted to $21.5 million and we
agreed with Commerzbank to the payment of $15.0 million plus accrued interest of
$0.1 million, in full and final
settlement of the loan. The gain from this transaction of
approximately $6.4 million will be
reflected in the third quarter of 2014.
Liquidity:
As of June 30, 2014, our cash and
restricted cash (current and non-current) amounted to $31.9 million in aggregate, of which $10.0 million is considered restricted for
minimum liquidity purposes under our loan agreements. As of
June 30, 2014, we had total
outstanding indebtedness of $168.2
million, of which $21.5
million was settled in July
2014, as discussed above. $19.5
million is scheduled to be repaid in the forthcoming
12-month period, of which $4.9
million has already been repaid as of the date of this
release. Furthermore, as of June 30,
2014, we were in compliance with the covenants contained in
our loan agreements, with the exception of the Leverage Ratio and
Market Value Adjusted Net Worth covenant contained in two of our
loan agreements as a result of the expiration of waivers under
certain of our loan agreements on January 1,
2014 and April 1, 2014. In
accordance with U.S. GAAP, unless we receive waivers for a period
of more than one year after the balance sheet date or the loans are
refinanced prior to the issuance of the consolidated financial
statements, our total debt will be required to be presented as
current. Even though to date the lenders have not declared an event
of default under the loan agreements for which we were not in
compliance as of June 30, 2014, those
breaches constitute an event of default and as a result of the
cross default provisions included in our loan agreements, may
result in the lenders accelerating or demanding immediate repayment
of their loans. Following the Commerzbank loan repayment, discussed
above, we are in negotiations with two of our remaining lenders to
possibly obtain waivers, amend our loan covenants and/or seek
alternative solutions to resolve any future covenant issues and
preserve the Company's liquidity. We believe that the lenders will
not demand payment of the loans before their scheduled maturity,
provided that we remain current with our obligations of paying
principal and interest when they become due. In addition, we have
no borrowing capacity under our existing loan facilities and no
capital commitments. We anticipate that our current financial
resources, together with cash generated from operations will be
sufficient to fund the operations of our current fleet, including
our working capital requirements, for the next 12 months, assuming
that the debt will not be accelerated by our lenders.
Preferred Stock Payments:
On July 1, 2014, we made a cash
payment of $0.5 million with respect
to our Series C Preferred Shares, for the period from April 1, 2014 through June
30, 2014. As of June 30, 2014,
916,333 Series C Preferred Shares were outstanding.
Cash payments on our Series C Preferred Shares accrue
cumulatively at a rate of 9.00% per annum per $25.00 stated liquidation preference per Series C
Preferred Share and are payable, when, as and if declared by the
Board of Directors, on January 1,
April 1, July
1 and October 1 of each year.
Our ability to make cash payments will be subject, among other
things, to the restrictions in our loan agreements, the provisions
of Marshall Islands law and other
factors to be considered by our Board of Directors.
Chartering Update and Strategy:
In June 2014, the MSC Emma
extended its time charter with Mediterranean Shipping Company
("MSC") for a period of nine months, commencing on July 3, 2014, at a daily gross charter rate of
$9,450.
In July 2014, the CMA CGM
Kingfish and CMA CGM Marlin extended their time
charters with CMA CGM for a period of twelve months, commencing on
September 1, 2014, at a daily gross
charter rate of $9,500.
In September 2014, the Box
Trader extended its time charter with Hapag Lloyd for a further
period until earliest May 15, 2015 or
latest August 1, 2015, commencing on
October 1, 2014, at a daily gross
charter rate of $8,500.
Pursuant to our chartering strategy, we focus on containerships
with carrying capacities ranging from 1,700 TEU to 7,000 TEU
employed on short- to medium-term time charters of one to five
years with staggered maturities, which provide us with the benefit
of stable cash flows from a diversified portfolio of charterers,
while preserving the flexibility to capitalize on potentially
rising rates when the current time charters expire. We may also,
under certain circumstances, opportunistically employ our vessels
on shorter-term charters or our vessels may operate on the spot
market. Based on the earliest redelivery dates, and following the
extension of charters discussed above, the Company has secured
under such contracts 83% and 39% of its fleet capacity for the
remainder of 2014 and 2015, respectively. For future updates on the
employment of our vessels, please visit the employment section of
our website at www.box-ships.com/fleet-employment.php. The
information contained on the Company's website does not constitute
part of this press release.
Fleet List:
The following table provides additional information about our
fleet as of September 2, 2014:
Vessel
|
Year
Built
|
TEU
|
Charterer
|
Daily Gross
Charter Rate (1)
|
Charter
Expiration (2)
|
Notes
|
Box
Voyager
|
2010
|
3,426
|
CNC
|
$7,350
|
October
2014
|
3
|
Box
Trader
|
2010
|
3,426
|
Hapag
Lloyd
|
$8,000
|
October
2014
|
4
|
$8,500
|
May 2015
|
CMA CGM
Kingfish
|
2007
|
5,095
|
CMA CGM
|
$9,500
|
August
2015
|
5, 9
|
CMA CGM
Marlin
|
2007
|
5,095
|
CMA CGM
|
$9,500
|
August
2015
|
5, 9
|
Box Queen (ex
Maersk Diadema)
|
2006
|
4,546
|
MSC
|
$6,100
|
October
2014
|
6
|
Maule
|
2010
|
6,589
|
CSAV
Valparaiso
|
$38,000
|
April 2016
|
7
|
MSC
Emma
|
2004
|
5,060
|
MSC
|
$9,450
|
March 2015
|
8, 9
|
OOCL Hong
Kong
|
1995
|
5,344
|
OOCL
|
$26,800
|
May 2015
|
9
|
OOCL
China
|
1996
|
5,344
|
OOCL
|
$26,800
|
June 2015
|
9
|
Total
|
|
43,925
|
|
|
|
|
|
|
|
|
|
|
|
Notes:
|
|
|
|
1)
|
Daily gross charter
rates do not reflect commissions payable by us to third party
chartering brokers and our Manager, totaling 5.00% for Box
Queen, 4.75% for Box Voyager, CMA CGM Kingfish
and CMA CGM Marlin, 1.25% for each of OOCL Hong Kong
and OOCL China, and 2.50% for each of the other vessels in
our fleet, including, in each case, 1.25% to Allseas.
|
2)
|
Based on the earliest
redelivery date.
|
3)
|
The employment is
extended for a period of six to eight months and commenced in March
2014.
|
4)
|
The employment is
extended until earliest May 2015 or latest August 2015, commencing
on October 1, 2014.
|
5)
|
The employment is
extended for a period of twelve months and commenced on September
1, 2014.
|
6)
|
The employment is for
a period of eight to 10 months and commenced in January
2014.
|
7)
|
The charterer has the
option to increase or decrease the term of the charter by 30 days.
The charterer also has the option to purchase the vessel upon
expiration of the charter, provided that the option is exercised at
least six months prior to the expiration of the term of the
charter, for a purchase price of $57.0 million, less a 0.5%
purchase commission payable to parties unaffiliated to
us.
|
8)
|
The employment is for
a period of nine months and commenced in July 2014.
|
9)
|
The charterer has the
option to increase or decrease the term of the charter by 30
days.
|
Conference Call and Webcast details:
The Company's management will host a conference call to discuss
its second quarter and six months ended June
30, 2014 results on September 3,
2014 at 8:00 am ET.
Participants should dial into the call 10 minutes before the
scheduled time using the following numbers: +1-877-300-8521
(USA) or +1-412-317-6026
(international).
A replay of the conference call will be available for seven days
and can be accessed by dialing +1-877-870-5176 (domestic) and
+1-858-384-5517 (international) and using passcode 10051163.
There will also be a simultaneous live webcast over the
Internet, through the Company's website (www.box-ships.com).
Participants in the live webcast should register on the website
approximately 15 minutes prior to the start of the webcast.
About Box Ships Inc.:
Box Ships Inc. is an Athens,
Greece-based international shipping company specializing in
the transportation of containers. The Company's current fleet
consists of nine containerships with a total carrying capacity of
43,925 TEU and a TEU weighted average age of 9.6 years. The
Company's common shares and Series C Preferred Shares trade on the
New York Stock Exchange under the symbols "TEU" and "TEUPRC",
respectively.
Cautionary Statement Regarding Forward-Looking
Statements
Matters discussed in this press release may constitute
forward-looking statements. The Private Securities Litigation
Reform Act of 1995 provides safe harbor protections for
forward-looking statements in order to encourage companies to
provide prospective information about their business.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, future events or performance, and
underlying assumptions and other statements, which are other than
statements of historical facts.
The Company desires to take advantage of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995
and is including this cautionary statement in connection with this
safe harbor legislation. The words "believe," "anticipate,"
"intends," "estimate," "forecast," "project," "plan," "potential,"
"may," "should," "expect," "pending" and similar expressions
identify forward-looking statements.
The forward-looking statements in this press release are based
upon various assumptions, many of which are based, in turn, upon
further assumptions, including without limitation, our management's
examination of historical operating trends, data contained in our
records and other data available from third parties. Although we
believe that these assumptions were reasonable when made, because
these assumptions are inherently subject to significant
uncertainties and contingencies which are difficult or impossible
to predict and are beyond our control, we cannot assure you that we
will achieve or accomplish these expectations, beliefs or
projections.
In addition to these important factors, other important factors
that, in our view, could cause actual results to differ materially
from those discussed in the forward-looking statements include the
strength of world economies and currencies, general market
conditions, including fluctuations in charter rates and vessel
values, changes in demand for container 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. Please see
our filings with the Securities and Exchange Commission for a more
complete discussion of these and other risks and uncertainties.
Contacts:
Box Ships Inc.
Robert Perri, CFA
Chief Financial Officer
Tel. +30 (210) 8914600
E-mail:
ir@box-ships.com
Investor Relations / Media
Allen & Caron Inc.
Michael Mason
(Investors)
Tel. +1 (212) 691-8087
E-mail: michaelm@allencaron.com
Len Hall (Media)
Tel. +1 (949) 474-4300
E-mail: len@allencaron.com
- Tables Follow –
SUMMARY FLEET
INFORMATION
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
2013
|
2014
|
2013
|
2014
|
FLEET
DATA
|
Average number of
vessels (1)
|
9.00
|
9.00
|
9.00
|
9.00
|
Calendar days for
fleet (2)
|
819
|
819
|
1,629
|
1,629
|
Less:
|
|
|
|
|
Scheduled
off-hire
|
14
|
-
|
19
|
42
|
Unscheduled
off-hire
|
1
|
-
|
13
|
15
|
Operating days for
fleet (3)
|
804
|
819
|
1,597
|
1,572
|
Fleet utilization
(4)
|
98.2%
|
100.0%
|
98.0%
|
96.5%
|
AVERAGE DAILY
RESULTS
(Expressed in
United States Dollars)
|
Time charter
equivalent (5)
|
$20,872
|
$15,010
|
$21,038
|
$16,530
|
Vessel operating
expenses (6)
|
$5,455
|
$5,444
|
$5,548
|
$5,754
|
Management fees
charged by a related party (7)
|
$830
|
$886
|
$835
|
$884
|
General and
administrative expenses (8)
|
$1,782
|
$1,870
|
$1,848
|
$1,932
|
Total vessel
operating expenses (9)
|
$8,067
|
$8,200
|
$8,231
|
$8,570
|
|
|
(1)
|
Average number of
vessels is the number of vessels that constituted our fleet for the
relevant period, as measured by the sum of the number of calendar
days each vessel was a part of our fleet during the period divided
by the number of calendar days in the period.
|
(2)
|
Calendar days are the
total days we possessed the vessels in our fleet for the relevant
period.
|
(3)
|
Operating days for
the fleet are the total calendar days the vessels were in our
possession for the relevant period after subtracting off-hire days
for scheduled dry-dockings or special or intermediate surveys and
unscheduled off-hire days associated with repairs and other
operational matters. Any idle days relating to the days a vessel
remains unemployed are included in unscheduled off-hire
days.
|
(4)
|
Fleet utilization is
the percentage of time that our vessels were able to generate
revenues and is determined by dividing operating days by fleet
calendar days for the relevant period.
|
(5)
|
Time charter
equivalent ("TCE"), is a measure of the average daily revenue
performance of a vessel on a per voyage basis. Our method of
calculating TCE is determined by dividing time charter revenues,
net of commissions and voyage expenses by operating days for the
relevant time period. Voyage expenses primarily consist of extra
war risk insurance, port, canal, fuel costs and other crew costs
reimbursable by the charterers that are unique to a particular
voyage and bunkers consumed during the periods that vessels are in
between employment. TCE is a non-GAAP standard shipping industry
performance measure used primarily to compare daily earnings
generated by vessels despite changes in the mix of charter types
(i.e., spot voyage charters, time charters and bareboat charters)
under which the vessels may be employed between the periods.
|
(6)
|
Daily vessel
operating expenses, which includes crew costs, provisions, deck and
engine stores, lubricating oil, insurance, other than extra war
risk insurance, maintenance, repairs and amortization of
intangibles, is calculated by dividing vessel operating expenses by
fleet calendar days for the relevant time period.
|
(7)
|
Daily management fees
are calculated by dividing management fees charged by a related
party by fleet calendar days for the relevant time
period.
|
(8)
|
Daily general and
administrative expenses are calculated by dividing general and
administrative expense by fleet calendar days for the relevant time
period.
|
(9)
|
Total vessel
operating expenses ("TVOE") are a measurement of our total
expenses, excluding dry-docking expenses, associated with operating
our vessels. TVOE is the sum of vessel operating expenses,
management fees and general and administrative expenses. Daily TVOE
is calculated by dividing TVOE by fleet calendar days for the
relevant time period.
|
Time Charter
Equivalent Reconciliation
(Expressed in
thousands of U.S. Dollars, except days and daily
results)
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
2013
|
2014
|
2013
|
2014
|
Time Charter
Revenues
|
$17,707
|
$12,878
|
$35,797
|
$27,381
|
Commissions
|
(368)
|
(350)
|
(733)
|
(663)
|
Voyage
Expenses
|
(558)
|
(234)
|
(1,467)
|
(732)
|
Total Revenue, net
of voyage expenses
|
$16,781
|
$12,294
|
$33,597
|
$25,986
|
Plus: Amortization of
above/below market time charters
|
1,313
|
1,501
|
2,612
|
2,442
|
Total Revenue, net
of voyage expenses, adjusted
|
$18,094
|
$13,795
|
$36,209
|
$28,428
|
Total operating
days
|
804
|
819
|
1,597
|
1,572
|
Time Charter
Equivalent
|
$20,872
|
$15,010
|
$21,038
|
$16,530
|
Time Charter
Equivalent, adjusted (10)
|
$22,506
|
$16,843
|
$22,673
|
$18,084
|
|
|
(10)
|
Time charter
equivalent, adjusted ("TCE adjusted"), is a non-GAAP measure and is
determined by dividing time charter revenues, net of commissions,
voyage expenses and amortization of above/below market time
charters attached to the vessels acquired, by operating days for
the relevant time period. Voyage expenses primarily consist of
extra war risk insurance, port, canal, fuel costs and other crew
costs reimbursable by the charterers that are unique to a
particular voyage. We believe that the presentation of TCE adjusted
is useful to investors because it presents the TCE earned in the
relevant period based on the contracted charter rates, excluding
the amortization of above/below market time charters attached to
the vessels acquired. The Company's definition of TCE adjusted may
not be the same as that used by other companies in the shipping or
other industries.
|
Reconciliation of
U.S. GAAP Financial Information to Non-GAAP measures
|
|
Net Income /
(Loss) / Adjusted Net Income / (Loss) (1)
(Expressed in
thousands of U.S. Dollars)
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
2013
|
2014
|
2013
|
2014
|
Net Income /
(Loss)
|
$3,432
|
$675
|
$7,449
|
($844)
|
Plus: Amortization of
intangibles
|
1,576
|
1,764
|
3,136
|
2,966
|
Plus: Share-based
compensation
|
504
|
548
|
991
|
1,167
|
Minus: Fair value
change of warrants
|
-
|
(653)
|
-
|
(653)
|
Adjusted Net
Income
|
$5,512
|
$2,334
|
$11,576
|
$2,636
|
|
|
|
|
|
EBITDA / Adjusted
EBITDA (1)
|
|
|
|
|
Net Income /
(Loss)
|
$3,432
|
$675
|
$7,449
|
($844)
|
Plus: Net Interest
expense
|
2,116
|
1,779
|
4,265
|
3,688
|
Plus:
Depreciation
|
3,774
|
3,774
|
7,506
|
7,506
|
EBITDA
|
$9,322
|
$6,228
|
$19,220
|
$10,350
|
Plus: Amortization of
intangibles
|
1,576
|
1,764
|
3,136
|
2,966
|
Plus: Share-based
compensation
|
504
|
548
|
991
|
1,167
|
Minus: Fair value
change of warrants
|
-
|
(653)
|
-
|
(653)
|
Adjusted
EBITDA
|
$11,402
|
$7,887
|
$23,347
|
$13,830
|
Earnings / (Loss)
per Common Share
(Expressed in
thousands of U.S. Dollars, except share and per share
data)
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
2013
|
2014
|
2013
|
2014
|
Net Income /
(Loss)
|
$3,432
|
$675
|
$7,449
|
($844)
|
Less: Cash payments
to Series B-1 Preferred Shares
|
(469)
|
-
|
(937)
|
-
|
Less: Cash payments
to Series C Preferred Shares
|
-
|
(515)
|
-
|
(1,031)
|
Less: Net Income /
Loss attributable to non-vested share awards
|
(64)
|
(3)
|
(153)
|
41
|
Net Income /
(Loss) available to common shareholders
|
$2,899
|
$157
|
$6,359
|
($1,834)
|
|
|
|
|
|
Weighted average
number of common shares, basic
|
24,423,260
|
29,360,273
|
22,729,343
|
27,031,845
|
|
|
|
|
|
Earnings / (Loss)
per common share, basic
|
$0.12
|
$0.01
|
$0.28
|
($0.07)
|
|
|
|
|
|
Net Income /
(Loss)
|
$3,432
|
$675
|
$7,449
|
($844)
|
Less: Cash payments
to Series B-1 Preferred Shares
|
(469)
|
-
|
(937)
|
-
|
Less: Cash payments
to Series C Preferred Shares
|
-
|
(515)
|
-
|
(1,031)
|
Less: Net Income /
Loss attributable to non-vested share awards
|
(64)
|
(3)
|
(153)
|
41
|
Plus: Cash payments
to Series B-1 Preferred Shares, if converted to common
shares
|
469
|
-
|
937
|
-
|
Net Income /
(Loss) available to common shareholders
|
$3,368
|
$157
|
$7,296
|
($1,834)
|
|
|
|
|
|
Weighted average
number of common shares, diluted
|
30,169,817
|
29,360,273
|
28,475,900
|
27,031,845
|
|
|
|
|
|
Earnings / (Loss)
per common share, diluted
|
$0.11
|
$0.01
|
$0.26
|
($0.07)
|
Adjusted Earnings
per Common Share (1)
(Expressed in
thousands of U.S. Dollars, except share and per share
data)
|
Three Months Ended
June 30,
|
Six Months Ended
June 30,
|
2013
|
2014
|
2013
|
2014
|
Adjusted Net
Income
|
$5,512
|
$2,334
|
$11,576
|
$2,636
|
Less: Cash payments
to Series B-1 Preferred Shares
|
(469)
|
-
|
(937)
|
-
|
Less: Cash payments
to Series C Preferred Shares
|
-
|
(515)
|
-
|
(1,031)
|
Less: Adjusted Net
Income attributable to non-vested share awards
|
(108)
|
(36)
|
(249)
|
(35)
|
Adjusted Net
Income available to common shareholders
|
$4,935
|
$1,783
|
$10,390
|
$1,570
|
|
|
|
|
|
Weighted average
number of common shares, basic
|
24,423,260
|
29,360,273
|
22,729,343
|
27,031,845
|
|
|
|
|
|
Adjusted Earnings
per common share, basic
|
$0.20
|
$0.06
|
$0.46
|
$0.06
|
|
|
|
|
|
Adjusted Net
Income
|
$5,512
|
$2,334
|
$11,576
|
$2,636
|
Less: Cash payments
to Series B-1 Preferred Shares
|
(469)
|
-
|
(937)
|
-
|
Less: Cash payments
to Series C Preferred Shares
|
-
|
(515)
|
-
|
(1,031)
|
Less: Adjusted Net
Income attributable to non-vested share awards
|
(108)
|
(36)
|
(249)
|
(35)
|
Plus: Cash payments
to Series B-1 Preferred Shares, if converted to common
shares
|
469
|
-
|
937
|
-
|
Adjusted Net
Income available to common shareholders
|
$5,404
|
$1,783
|
$11,327
|
$1,570
|
|
|
|
|
|
Weighted average
number of common shares, diluted
|
30,169,817
|
29,360,273
|
28,475,900
|
27,031,845
|
|
|
|
|
|
Adjusted Earnings
per common share, diluted
|
$0.18
|
$0.06
|
$0.40
|
$0.06
|
|
|
(1)
|
The Company considers
EBITDA to represent net income plus net interest expense and
depreciation and amortization. The Company's management uses EBITDA
as a performance measure. The Company believes that EBITDA is
useful to investors because the shipping industry is capital
intensive and may involve significant financing costs. The Company
excluded non-cash items in relation to the amortization of
intangibles, share-based compensation and fair value change of
warrants to derive Adjusted EBITDA because the Company believes it
provides additional information on the fleet operational results
which may be useful to investors.
|
|
|
|
The Company excluded
non-cash items in relation to the amortization of intangibles,
share-based compensation and fair value change of warrants from net
income / (loss) to derive to Adjusted Net Income / (Loss) and
Adjusted EPS / (Loss) per share. The Company believes that Adjusted
Net Income / (Loss) and Adjusted EPS / (Loss) per share provide
additional information on the fleet operational results which may
be useful to investors.
|
|
|
|
EBITDA, Adjusted
EBITDA, Adjusted Net Income / (Loss) and Adjusted EPS / (Loss) per
share are items not recognized by U.S. GAAP and should not be
considered as an alternative to net income / (loss), operating
income, earnings / (loss) per share or any other indicator of a
Company's operating performance required by U.S. GAAP. The
Company's definition of EBITDA, Adjusted EBITDA, Adjusted Net
Income / (Loss) and Adjusted EPS / (Loss) per share may not be the
same as that used by other companies in the shipping or other
industries.
|
BOX SHIPS
INC.
|
|
|
|
|
|
|
|
|
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME /
(LOSS)
|
(Expressed in
thousands of U.S. Dollars, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
|
|
2013
|
|
2014
|
|
2013
|
|
2014
|
|
|
|
|
|
|
|
|
|
REVENUES:
|
|
|
|
|
|
|
|
|
Time charter revenues
(1)
|
$
|
17,707
|
$
|
12,878
|
$
|
35,797
|
$
|
27,381
|
Commissions
|
|
(368)
|
|
(350)
|
|
(733)
|
|
(663)
|
Net
Revenues
|
|
17,339
|
|
12,528
|
|
35,064
|
|
26,718
|
|
|
|
|
|
|
|
|
|
EXPENSES:
|
|
|
|
|
|
|
|
|
Voyage
expenses
|
|
558
|
|
234
|
|
1,467
|
|
732
|
Vessels operating
expenses (2)
|
|
4,468
|
|
4,459
|
|
9,037
|
|
9,373
|
Dry-docking
expenses
|
|
869
|
|
-
|
|
1,010
|
|
2,314
|
Management fees
charged by a related party
|
|
680
|
|
726
|
|
1,360
|
|
1,440
|
Depreciation
|
|
3,774
|
|
3,774
|
|
7,506
|
|
7,506
|
General and
administrative expenses (3)
|
|
1,459
|
|
1,532
|
|
3,011
|
|
3,148
|
Total
Expenses
|
|
11,808
|
|
10,725
|
|
23,391
|
|
24,513
|
|
|
|
|
|
|
|
|
|
Operating
income
|
|
5,531
|
|
1,803
|
|
11,673
|
|
2,205
|
|
|
|
|
|
|
|
|
|
OTHER INCOME /
(EXPENSES):
|
|
|
|
|
|
|
|
|
Interest and finance
costs
|
|
(2,117)
|
|
(1,779)
|
|
(4,268)
|
|
(3,688)
|
Interest
income
|
|
1
|
|
-
|
|
3
|
|
-
|
Fair value change of
warrants
|
|
-
|
|
653
|
|
-
|
|
653
|
Foreign currency gain
/ (loss), net
|
|
17
|
|
(2)
|
|
41
|
|
(14)
|
Total other
expenses, net
|
|
(2,099)
|
|
(1,128)
|
|
(4,224)
|
|
(3,049)
|
|
|
|
|
|
|
|
|
|
NET INCOME /
(LOSS)
|
$
|
3,432
|
$
|
675
|
$
|
7,449
|
$
|
(844)
|
|
|
|
|
|
|
|
|
|
Other
Comprehensive Income / (Loss)
|
|
|
|
|
|
|
|
|
Unrealized gain /
(loss) on cash flow hedges
|
|
662
|
|
(103)
|
|
775
|
|
(48)
|
Total Other
Comprehensive Income / (Loss)
|
|
662
|
|
(103)
|
|
775
|
|
(48)
|
|
|
|
|
|
|
|
|
|
COMPREHENSIVE
INCOME / (LOSS)
|
$
|
4,094
|
$
|
572
|
$
|
8,224
|
$
|
(892)
|
|
|
|
|
|
|
|
|
|
Earnings / (loss)
per common share, basic
|
$
|
0.12
|
$
|
0.01
|
$
|
0.28
|
$
|
(0.07)
|
Earnings / (loss)
per common share, diluted
|
$
|
0.11
|
$
|
0.01
|
$
|
0.26
|
$
|
(0.07)
|
|
|
Footnotes:
|
|
|
(1)
|
includes amortization
of below and above market acquired time charters of $1,313 and
$1,501 for the three months ended June 30, 2013 and 2014,
respectively, and $2,612 and $2,442 for the six months ended June
30, 2013 and 2014, respectively
|
|
|
(2)
|
includes amortization
of other intangible assets of $263 for each of the three-month
periods ended June 30, 2013 and 2014 and $524 for each of the
six-month periods ended June 30, 2013 and 2014
|
|
|
(3)
|
includes share-based
compensation of $504 and $548 for the three months ended June 30,
2013 and 2014, respectively, and $991 and $1,167 for the six months
ended June 30, 2013 and 2014, respectively
|
|
|
BOX SHIPS
INC.
|
|
|
|
|
UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
|
(Expressed in
thousands of U.S. Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
2013
|
|
June 30,
2014
|
ASSETS
|
|
|
|
|
Cash and restricted
cash (current and non-current)
|
$
|
24,512
|
$
|
31,912
|
Other current
assets
|
|
7,189
|
|
10,117
|
Vessels and other
fixed assets, net and other non-current assets
|
|
397,905
|
|
386,678
|
|
|
|
|
|
Total
Assets
|
$
|
429,606
|
$
|
428,707
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
|
Total debt
(1)
|
$
|
179,550
|
$
|
168,200
|
Total other
liabilities
|
|
5,337
|
|
7,538
|
Total stockholders'
equity
|
|
244,719
|
|
252,969
|
|
|
|
|
|
Total Liabilities
and Stockholders' Equity
|
$
|
429,606
|
$
|
428,707
|
|
|
|
|
|
|
|
Footnotes:
|
(1)
|
Refer to Liquidity
section, above
|
SOURCE Box Ships Inc.